Exhibit 99.1
THIRD AMENDMENT TO
EMPLOYMENT AGREEMENT
THIRD AMENDMENT TO EMPLOYMENT AGREEMENT (the "THIRD AMENDMENT") made on
this 31st day of May, 2007, by and between Everlast Worldwide Inc., a Delaware
corporation, with its principal place of business located at 0000 Xxxxxxxx,
Xxxxx 0000, Xxx Xxxx, Xxx Xxxx 00000 ("Employer"), and Xxxx X. Xxxxxx
("Employee") residing at 00 Xxxxxx Xxxxxx, Xxxxxxxx, Xxx Xxxx 00000.
WHEREAS, Employer and Employee entered into an Employment Agreement, dated
January 1, 2006, as amended by the First Amendment to Employment Agreement dated
April 26, 2007 and the Second Amendment dated May 22, 2007 (collectively, the
"Agreement"); and
WHEREAS, Employer and Employee wish to amend the terms of the Agreement to
delete a provision added in the First Amendment to the Agreement which addition
the Employer and the Employee believe to have been inconsistent with the intent
of the parties;
NOW, THEREFORE, in consideration of the promises and mutual covenants
hereinafter contained, the parties hereto agree as follows:
1. DEFINED TERMS. All capitalized terms contained in this Third Amendment
shall, for the purposes hereof, have the same meaning ascribed to them in the
Agreement unless the context hereof clearly provides otherwise.
2. CHANGE IN CONTROL. Section 10 of the Agreement is hereby amended by
deleting in its entirety Section 10(a)(iv), which Section had been added in the
First Amendment to the Agreement.
3. CONFLICTING PROVISIONS. In the event of any conflict or inconsistency
between the provisions of this Third Amendment and those contained in the
Agreement, the provisions of this Third Amendment shall govern and control and
be binding upon the parties hereto.
4. MISCELLANEOUS PROVISIONS. (a) Except as modified by this Third
Amendment, the Agreement and all executory covenants, agreements, terms and
conditions thereof shall remain in full force and effect and are hereby in all
respects ratified and confirmed.
(b) The covenants, agreements, terms and conditions contained in
this Third Amendment shall bind and inure to the benefit of the parties hereto
and, except as may otherwise be provided in the Agreement, as hereby modified
and supplemented, their respective legal successors and assigns.
(c) This Third Amendment may not be changed orally but only by a
writing signed by both parties hereto.
IN WITNESS WHEREOF, the parties hereto have executed this Third Amendment
on the day and year first above written.
EVERLAST WORLDWIDE INC.
By: /s/ Xxxxx X. Xxxxxxxx
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Name: Xxxxx X. Xxxxxxxx
Title: Chairman of the
Compensation Committee of
the Board of Directors
/s/ Xxxx X. Xxxxxx
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Xxxx X. Xxxxxx
