0001193125-12-173192 Sample Contracts

SECOND AMENDMENT TO THE MEN’S WEARHOUSE, INC.
Agreement • April 20th, 2012 • Mens Wearhouse Inc • Retail-apparel & accessory stores

WHEREAS, the Compensation Committee of the Board of Directors of the Sponsor approved resolutions on the 27th day of March, 2012, to amend the Plan;

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DEFERRED STOCK UNIT AWARD AGREEMENT The Men’s Wearhouse, Inc.
2004 Long-Term Incentive Plan • April 20th, 2012 • Mens Wearhouse Inc • Retail-apparel & accessory stores • Texas

This DEFERRED STOCK UNIT AWARD AGREEMENT (this “Agreement”) is made by and between The Men’s Wearhouse, Inc., a Texas corporation (the “Company”), and (the “Executive”) effective as of the day of , 20 ( the “Grant Date”), pursuant to The Men’s Wearhouse, Inc. 2004 Long-Term Incentive Plan, as amended and restated (the “Plan”), a copy of which previously has been made available to the Executive and the terms and provisions of which are incorporated by reference herein.

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