0001206774-10-000742 Sample Contracts

EXECUTIVE EMPLOYMENT AGREEMENT
Executive Employment Agreement • March 30th, 2010 • Ross Stores Inc • Retail-family clothing stores

THIS EXECUTIVE EMPLOYMENT AGREEMENT (this “Agreement”) is made effective December 4, 2009, (the “Effective Date”) by and between Ross Stores, Inc. (the “Company”), a Delaware corporation, and Michael O’Sullivan (the “Executive”).

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AMENDED AND RESTATED INDEPENDENT CONTRACTOR CONSULTANCY AGREEMENT
Independent Contractor Consultancy Agreement • March 30th, 2010 • Ross Stores Inc • Retail-family clothing stores • California

This Amended and Restated Independent Contractor Consultancy Agreement (the “Agreement”) made and entered into on January 6, 2010 (the “Effective Date”), by and between Ross Stores, Inc. (“Company”), and Norman A. Ferber, an individual (“Contractor”), amends and restates the Independent Contractor Consultancy Agreement entered into by Company and Contractor effective as of February 1, 2000 and amended through March 19, 2008 (the “Prior Agreement”).

AMENDED AND RESTATED RETIREMENT BENEFIT PACKAGE AGREEMENT
Retirement Benefit Package Agreement • March 30th, 2010 • Ross Stores Inc • Retail-family clothing stores

This Amended and Restated Retirement Benefit Package Agreement (the “Retirement Agreement”) made and entered into on January 6, 2010 by and between Ross Stores, Inc. (“Ross”) and Norman A. Ferber (“Ferber”), amends and restates the Retirement Benefit Package Agreement entered into by Ross and Ferber effective as of February 1, 2000, as amended on May 31, 2001 (the “Prior Agreement”). In recognition of Ferber’s past valued services as Ross’ Chief Executive Officer, Ross desires to give Ferber the following “Retirement Benefit Package.” The retirement benefits provided under this Retirement Agreement shall be payable without regard to the provision of any additional services by Ferber.

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