EXHIBIT 10.12.4
AMENDMENT TO EMPLOYMENT AGREEMENT
THIS THIRD AMENDMENT, dated as of March 29, 2001 (the "Amendment"), to the
Executive Employment Agreement, dated June 12, 1997, between Cost Plus, Inc., a
California corporation, and Xxxxxx Xxxxx (the "Employee") (the "Employment
Agreement").
W I T N E S S E T H :
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WHEREAS, the parties hereto desire to amend certain provisions of the
Employment Agreement as provided herein;
NOW, THEREFORE, in consideration of the premises and mutual agreements
contained herein, and for other valuable consideration the receipt of which is
hereby acknowledged, the parties hereto hereby agree as follows:
1. Amendment of Section 2(f). Section 2(f) of the Employment Agreement is
hereby amended in its entirety and a new Section 2(f) shall be added to read as
follows:
(f) Relocation Expenses. The Company shall reimburse Executive for
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Executive's relocation expenses in accordance with the Company's " Director
and Above Relocation Policy." The Company acknowledges that Executive will
not relocate immediately due to personal circumstances, therefore, the
Company shall reimburse Executive's relocation expenses if Executive
relocates prior to September 30, 2002. Notwithstanding the foregoing, in
the event Executive voluntarily resigns from his employment with the
Company prior to the later of (i) six (6) months after relocating or (ii)
the second anniversary of this Agreement, Executive shall repay to the
Company all reimbursed relocation costs.
2. Amendment of Section. Section 3(a) and 3(b) of the Employment
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Agreement (as renumbered by the first amendment to the Employment Agreement) are
hereby amended in their entirety to read as follows:
3. Severance Benefits.
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(a) Benefits upon Termination. Except as provided in Section 3(b),
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if the Executive's employment terminates as a result of Involuntary
Termination prior to June 15, 2003 and the Executive signs a Release
of Claims, then the Company shall pay Executive's Base Compensation to
the Executive for eighteen (18) months from the Termination Date with
each monthly installment payable on the last day of such month.
Executive shall not be entitled to receive any payments if Executive
voluntarily terminates employment other than as a result of an
Involuntary Termination.
(b) Benefits upon Termination After a Change of Control. If,
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after a Change of Control, the Executive's employment terminates as a
result of Involuntary
Termination prior to June 15, 2003 and the Executive signs a Release
of Claims, then the Company shall pay Executive's Base Compensation to
the Executive for twenty-four (24) months from the Termination Date
with each monthly installment payable on the last day of such month.
Executive shall not be entitled to receive any payments if Executive
voluntarily terminates employment other than as a result of an
Involuntary Termination.
3. Counterparts. This Amendment may be signed in any number of
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counterparts, all of which counterparts, taken together, shall constitute one
and the same instrument.
4. Governing Law. This Amendment and the rights and obligations of the
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parties hereto shall be governed by, and constructed and interpreted in
accordance with, the law of the State of California.
IN WITNESS WHEREOF, the parties hereto have caused this Amendment to be
duly executed and delivered by their proper and duly authorized officers as of
the day and year first above written.
COST PLUS, INC.
By: /s/ Xxxx Xxxxx
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Name: Xxxx Xxxxx
Title: SVP XX
XXXXXX DASHE
/s/ Xxxxxx Xxxxx
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SIGNATURE PAGE OF THIRD AMENDMENT TO THE EMPLOYMENT AGREEMENT
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