EXHIBIT 10.10
WEINER'S STORES, INC.
0000 XXXXXXXX XXXXX
XXXXXXX, XXXXX 00000
December 14, 1995
BY HAND
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Xxxxxx X. Xxxxxx
00 Xxxxxxxxx Xxxxx
Xxxxxx Xxxxxxxx, Xxx Xxxxxx 00000
Dear Xxxxx:
This letter sets forth the terms and conditions of your
employment as General Merchandise Manager and Vice President of Weiner's Stores,
Inc. (the "Company").
1. As we discussed, your employment as General Merchandise
Manager and Vice President of the Company commenced as of Wednesday, December
13, 1995. However, we have agreed that this agreement is not effective until it
is approved by the Bankruptcy Court for the District of Delaware. Pending such
approval, the parties agree to abide by all of the terms of this agreement with
the exception of paragraphs 2 and 8, and that your relationship to the Company
during that time shall be that of an employee at-will.
2. The term of this agreement shall commence if and when the
Bankruptcy Court approves of the agreement and shall continue through and
including January 31, 1998, unless otherwise terminated by either party.
3. As General Merchandise Manager and Vice President of the
Company you shall perform such duties as are customarily associated with that
position and title in the retail industry, subject to the supervision and
direction of the Chief Executive Officer of the Company. You shall devote your
best efforts and all of your time during regular business hours in faithfully
and conscientiously performing such duties.
4. In full consideration for your performance of such duties,
you shall receive a salary at the rate of $200,000 per annum, less applicable
payroll withholdings required by law, to be paid periodically in accordance with
the Company's customary payroll practices.
5. You shall also be entitled to participate in such employee
benefit plans, policies or programs as the Company may maintain for its
employees generally, as such plans, policies or programs may be adopted,
modified or terminated from time to time in the Company's sole discretion. You
shall further be entitled to four weeks of vacation annually, without reduction
in your salary, to be taken at such times as may be consistent with the needs of
the Company. With respect to medical benefits, you shall be entitled to
participate in any plan, policy or program which is made available to other
senior executives of the Company.
6. In accordance with the Company's policies as they may be
amended from time to time, you shall be reimbursed for any necessary business
expenses upon submission of appropriate documentation. In accordance with these
policies, the Company agrees to reimburse you for the fee of one professional
mover to move your and your family's belongings from New Jersey to Houston, and
the
cost of two one-way coach class airplane tickets from New Jersey to Houston for
you and your wife. The Company shall also reimburse you and your family for
temporary living expenses for you and your family following your arrival in
Houston for the shorter of (i) four months, or (ii) until such time as you and
your family move to a permanent residence.
7. You agree to abide by the Company's policies and procedures
which may be implemented from time to time, and to abide by any confidentiality
restrictions that the Company may require of you and, if requested, to sign a
confidentiality agreement in a form provided by the Company. You further agree
not to obligate the Company to any contract or undertaking without the express
prior approval of the Chief Executive Officer.
8. If the Company terminates your employment for any reason
other than Cause (as defined herein) prior to the expiration of the term of your
employment provided in paragraph 2 hereof, then, within twenty (20) days of such
termination of employment, you shall be entitled to a payment in the gross
amount of $200,000, less applicable payroll withholdings required by law,
following and contingent upon your execution of a general release of claims in a
form provided to you by the Company. For purposes of this agreement, Cause shall
mean (a) your gross negligence or willful misconduct in failing or refusing to
perform your material duties to the Company; (b) your being formally charged or
entering into a plea of guilty or "nolo contendere" to any crime; or (c) your
committing any act of dishonesty, fraud, embezzlement or moral turpitude. You
shall not be entitled to any other payments or benefits from the Company upon
the termination of your employment, other than such payments or benefits
expressly provided in any written agreement or employee benefit plan. If the
Company terminates your employment for Cause, if you should resign for any
reason or if your employment terminates following the term of employment
provided in paragraph 2 hereof, you shall not be entitled to any payments or
benefits under this agreement as severance pay or otherwise.
9. This agreement sets forth the entire understanding of the
parties and supersedes any and all prior agreements, oral or written, relating
to your employment by the Company or the termination thereof. This agreement may
not be modified except by a writing, signed by you and by the Chief Executive
Officer of the Company, and following approval by the Company's Board of
Directors and, to the extent required, the Bankruptcy Court. This agreement
shall be governed by and construed in accordance with the laws of the State of
Delaware, without regard to its choice of law rules.
If you agree that the above sets forth our agreement regarding
the terms and conditions of your employment, please sign and date this agreement
in the spaces provided below and return it to me.
Very truly yours,
/s/ Xxxxxxx Xxxxxx
Xxxxxxx Xxxxxx
Chief Financial Officer
Accepted and Agreed:
/s/ Xxxxxx X. Xxxxxx
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Xxxxxx X. Xxxxxx
Dated: 12/13/95
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Exhibit 10.10 - Page 2
