EXHIBIT 10.2
AMENDMENT TO LETTER AGREEMENT
This AMENDMENT TO LETTER AGREEMENT (the "Amendment") is made
and entered into effective as of June 6, 1997 by and between
Venture Stores, Inc. ("Venture") and Xxxxxx X. Xxxxxxxx
("Executive").
WITNESSETH, that:
WHEREAS, the parties entered into a written letter agreement
dated April 17, 1995 (the "Letter Agreement");
WHEREAS, the parties desire to amend the Letter Agreement;
NOW, THEREFORE, in consideration of the foregoing premises
and the mutual promises and agreements hereinafter set forth, it
is agreed between Venture and Executive as follows:
1. The first sentence of Section 3(i) of the Letter
Agreement shall be deleted and replaced in its entirety with the
following:
(i) General. If any of the events described in Section 2
constituting a change in control of the Company shall have
occurred, you shall be entitled to the benefits provided in
Section 4(iii) upon the subsequent termination of your
employment during the term of this Agreement unless such
termination is (a) because of your death or Disability or
(b) by the Company for Cause.
2. Section 4(ii) of the Letter Agreement shall be deleted
and replaced in its entirety with the following:
(ii) If your employment shall be terminated by the Company
for Cause, the Company shall pay you at your full base
salary through the Date of Termination at the rate in effect
at the time Notice of Termination is given, plus all other
amounts to which you are entitled under any compensation
plan of the Company at the time such payments are due, and
the Company shall have no further obligations to you under
this Agreement.
3. The introductory clause of Section 4(iii) of the Letter
Agreement (prior to clause (a) thereof) shall be deleted and
replaced in its entirety with the following:
(iii) If your employment by the Company should be terminated
by the Company other than for Cause or your death or
Disability or if you should terminate your employment for
any reason whatsoever, you shall be entitled to the benefits
provided below:
4. Except as specifically modified by this Amendment, all
of the provisions of the Letter Agreement remain in full force
and effect as set forth in the Letter Agreement.
IN WITNESS WHEREOF, this Amendment has been executed by the
parties hereto and shall be effective as of the date first above
written.
VENTURE STORES, INC.
By: /s/Xxxxxxx Xxxx
Name: Xxxxxxx Xxxx
Title: Executive VP -
Finance & Admin.
/s/Xxxxxx X. Xxxxxxxx
Xxxxxx X. Xxxxxxxx
