AMENDMENT TO EMPLOYMENT
AGREEMENT
THIS AMENDMENT TO THE EMPLOYMENT
AGREEMENT (this “ Amendment ”) is made December
19, 2008, between Dollar General Corporation, a Tennessee
corporation (the “ Company ”), and Richard
Dreiling (“ Executive ”). Capitalized
terms used in this Amendment and not otherwise defined herein shall
have the meanings assigned to them in the Employment Agreement (as
defined below).
WITNESSETH
:
WHEREAS , the Company and Executive have previously entered
into an Employment Agreement by and between the Company and
Executive dated as of January 11, 2008 (the “ Employment
Agreement ”); and
WHEREAS, the Company and Executive desire to amend the
Employment Agreement to ensure compliance with Section 409A of the
Internal Revenue Code of 1986, as amended (the “ Code
”).
NOW, THEREFORE , the parties agree to amend the Employment
Agreement, effective as of the date hereof, as follows:
1.
Release; Timing of Severance
Payments . Section 9(a)
of the Employment Agreement shall be amended to delete the first
sentence thereof and insert the following sentence in replacement
thereof:
“On the 60 th day after
Executive’s termination of employment, but contingent upon
the execution and effectiveness of the Release attached hereto
prior to such date, and subject to Section 20(r) below, Executive
shall be entitled to the following:”
The Compa
