0000881905-05-000032 Sample Contracts

SEVERANCE PAY AGREEMENT
Severance Pay Agreement • June 29th, 2005 • United Retail Group Inc/De • Retail-women's clothing stores

This Severance Pay Agreement (the “Agreement”), dated __________, 2005 (the “date first set forth above”) between United Retail Incorporated, a Delaware corporation, with principal offices at 365 West Passaic Street, Rochelle Park, New Jersey 07662 (the “Company”) and the undersigned officer of the Company (the “Executive”).

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AMENDMENT TO EMPLOYMENT AGREEMENT
Employment Agreement • June 29th, 2005 • United Retail Group Inc/De • Retail-women's clothing stores

Amendment as of the 27th day of June, 2005 to the Restated Employment Agreement made as of September 3, 2004 (“Employment Agreement”) between UNITED RETAIL GROUP, INC., a Delaware corporation, with principal offices at 365 West Passaic Street, Rochelle Park, New Jersey 07662-6563 (the “Company”), and KENNETH P. CARROLL, residing at 140 Prospect Avenue, 11J, Hackensack, New Jersey 07601 (the “Executive”).

AMENDMENT TO 1998 STOCK OPTION AGREEMENT
Stock Option Agreement • June 29th, 2005 • United Retail Group Inc/De • Retail-women's clothing stores

Amendment as of the 27th day of June, 2005 to the 1998 Stock Option Agreement (the “1998 Stock Option Agreement”) dated May 21, 1998 between RAPHAEL BENAROYA, residing at 179 Lincoln Street, Englewood, New Jersey 07631 (the “Optionee”), and UNITED RETAIL GROUP, INC., with offices at 365 West Passaic Street, Rochelle Park, New Jersey 07662 (the “Company”).

AMENDMENT TO 1998 STOCK OPTION AGREEMENT
Stock Option Agreement • June 29th, 2005 • United Retail Group Inc/De • Retail-women's clothing stores

Amendment as of the 27th day of June, 2005 to the 1998 Stock Option Agreement (the “1998 Stock Option Agreement”) dated May 21, 1998 between GEORGE R. REMETA, residing at 25 Lee Way, Oakland, New Jersey 07436 (the “Optionee”), and UNITED RETAIL GROUP, INC., with offices at 365 West Passaic Street, Rochelle Park, New Jersey 07662 (the “Company”).

AMENDMENT TO EMPLOYMENT AGREEMENT
Employment Agreement • June 29th, 2005 • United Retail Group Inc/De • Retail-women's clothing stores

Amendment as of the 27th day of June, 2005 to the Restated Employment Agreement made as of September 3, 2004 (“Employment Agreement”) between UNITED RETAIL GROUP, INC., a Delaware corporation, with principal offices at 365 West Passaic Street, Rochelle Park, New Jersey 07662-6563 (the “Company”), and RAPHAEL BENAROYA, residing at 179 Lincoln Street, Englewood, New Jersey 07631 (the “Executive”).

AMENDMENT TO EMPLOYMENT AGREEMENT
Employment Agreement • June 29th, 2005 • United Retail Group Inc/De • Retail-women's clothing stores

Amendment as of the 27th day of June, 2005 to the Restated Employment Agreement made as of September 3, 2004 (“Employment Agreement”) between UNITED RETAIL GROUP, INC., a Delaware corporation, with principal offices at 365 West Passaic Street, Rochelle Park, New Jersey 07662-6563 (the “Company”), and GEORGE R. REMETA, residing at 25 Lee Way, Oakland, New Jersey 07436 (the “Executive”).

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