0001104659-12-062319 Sample Contracts

PERFORMANCE INCENTIVE STOCK OPTION AWARD AGREEMENT TUESDAY MORNING CORPORATION 2008 LONG-TERM EQUITY INCENTIVE PLAN
Performance Incentive Stock Option Award Agreement • September 7th, 2012 • Tuesday Morning Corp/De • Retail-variety stores • Delaware

This PERFORMANCE INCENTIVE STOCK OPTION AWARD AGREEMENT (this “Agreement”) is entered into between Tuesday Morning Corporation, a Delaware corporation (the “Company”), and (“Optionee”). The Board of Directors of the Company has adopted, and the stockholders of the Company have approved, the Tuesday Morning Corporation 2008 Long-Term Equity Incentive Plan (the “Plan”), the terms of which are incorporated by reference herein in their entirety. The Company and Optionee have entered into an Employment Agreement dated , 20 (the “Employment Agreement”), under which the Company has agreed to grant Optionee this option to purchase shares of common stock of the Company as an inducement for Optionee’s continued and effective performance of services for the Company. Any term used in this Agreement that is not specifically defined herein shall have the meaning specified in the Plan.

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PERFORMANCE NONQUALIFIED STOCK OPTION AWARD AGREEMENT TUESDAY MORNING CORPORATION 2008 LONG-TERM EQUITY INCENTIVE PLAN
Performance Nonqualified Stock Option Award Agreement • September 7th, 2012 • Tuesday Morning Corp/De • Retail-variety stores • Delaware

This PERFORMANCE NONQUALIFIED STOCK OPTION AWARD AGREEMENT (this “Agreement”) is entered into between Tuesday Morning Corporation, a Delaware corporation (the “Company”), and (“Optionee”). The Board of Directors of the Company has adopted, and the stockholders of the Company have approved, the Tuesday Morning Corporation 2008 Long-Term Equity Incentive Plan (the “Plan”), the terms of which are incorporated by reference herein in their entirety. The Company and Optionee have entered into an Employment Agreement dated , 20 (the “Employment Agreement”), under which the Company has agreed to grant Optionee this option to purchase shares of common stock of the Company as an inducement for Optionee’s continued and effective performance of services for the Company. Any term used in this Agreement that is not specifically defined herein shall have the meaning specified in the Plan.

EMPLOYMENT AGREEMENT
Employment Agreement • September 7th, 2012 • Tuesday Morning Corp/De • Retail-variety stores • Texas

THIS EMPLOYMENT AGREEMENT (this “Agreement”) is made as of September 1, 2012 (the “Effective Date”), between Tuesday Morning Corporation, a Delaware corporation (the “Company”), and Brady Churches (“Executive”).

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