EXHIBIT 10.2
FIRST AMENDMENT TO EMPLOYMENT AGREEMENT
This First Amendment to Employment Agreement is made and entered into as of
March 31, 1999, by and between PriceSmart, Inc., a Delaware Corporation
("Employer") and Xxxxx Xxxxxxxx ("Executive").
RECITALS
A) On September 29, 1997 an Employment Agreement was made and entered into by
and between Employer and Executive.
B) Employer and Executive now desire to amend the Employment Agreement, as set
forth hereinbelow:
AGREEMENT
1) Section 3.1 of the Employment Agreement, which provides:
The term of Executive's employment hereunder shall commence on
September 29, 1997 and shall continue until September 28, 1999 unless
sooner terminated or extended as hereinafter provided (the "Employment
Term").
is hereby amended, effective immediately, to provide as follows:
The term of Executive's employment hereunder shall commence on
September 29, 1997 and shall continue until September 28, 2000 unless
sooner terminated or extended as hereinafter provided (the "Employment
Term").
2) Section 4.1 of the Employment Agreement, which provides:
Upon termination of this Agreement under Section 3.3 (Early Termination
by Executive), Section 3.4 (Termination for Cause) or Section 3.5
(Termination Due to Death or Disability), all salary and benefits of
Executive hereunder shall cease immediately. Upon termination of this
Agreement by Employer (prior to the expiration of the Employment term)
for any reason other than those set forth in Section 3.4 or Section
3.5, Executive shall be entitled to the continuation of Executive's
base salary for six (6) months or for the remainder of the Employment
Term, whichever is greater, payable in equal installments in conformity
with Employer's normal payroll period. If this Agreement is not
terminated, then, upon expiration of the Employment Term, and if
Executive's employment by Employer does not thereafter continue upon
mutually agreeable terms, Executive shall be entitled to continuation
of Executive's base salary for six (6) months, payable in equal
installments in conformity with Employer's normal payroll period.
Notwithstanding any of the foregoing, should Executive commence
full-time employment as a financial officer with another company prior
to the payments under this Section 4.1 becoming payable to Executive,
any payments remaining payable to Executive shall then cease. During
the period of this severance pay, Executive shall cooperate with
Employer in providing for the orderly transition of Executive's duties
and responsibilities to other individuals, as reasonably requested by
Employer.
is hereby amended, effective as of September 28, 1999, to provide as follows:
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Upon termination of this Agreement under Section 3.3 (Early Termination
by Executive), Section 3.4 (Termination for Cause) or Section 3.5
(Termination Due to Death or Disability), all salary and benefits of
Executive hereunder shall cease immediately. Upon termination of this
Agreement by Employer for any reason other than those set forth in
Section 3.4 or Section 3.5, Executive shall be entitled to the
continuation of Executive's base salary for one (1) year, payable in
equal installments in conformity with Employer's normal payroll period.
If this Agreement is not terminated, then, upon expiration of the
Employment Term, and if Executive's employment by Employer does not
thereafter continue upon mutually agreeable terms, Executive shall be
entitled to continuation of Executive's base salary for one (1) year,
payable in equal installments in conformity with Employer's normal
payroll period; provided, however, that Employer's obligation to pay
such installments after expiration of the Employment Term shall be
reduced by the amount of employment compensation (if any) received by
Executive from a subsequent employer of Executive during said one (1)
year. During the period of this severance pay, Executive shall
cooperate with Employer in providing for the orderly transition of
Executive's duties and responsibilities to other individuals, as
reasonably request by Employer.
3) All other terms of the Employment Agreement shall remain unaltered and
fully effective.
Executed in San Diego, California, as of the date first written above.
EXECUTIVE EMPLOYER
PRICESMART, INC.
/s/ Xxxxx X. Xxxxxxxx By: /s/ Xxxxxxx X. Xxxxxxx
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Xxxxx X. Xxxxxxxx
Name: Xxxxxxx X. Xxxxxxx
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Its: President and Chief Executive
Officer
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