Exhibit 10.41
AMENDMENT TO THE
AMENDED AND RESTATED EXECUTIVE
EMPLOYMENT AGREEMENT
THIS AMENDMENT (the “
Amendmen t”) is made, effective as of December
, 2008 (the “
Effective Date ”), between U-STORE-IT TRUST, a
Maryland real estate investment trust (the “ Company
”), and STEVEN R. NICHOLS (the “ Executive
”).
WHEREAS, the Company and the
Executive are parties to an amended and restated employment
agreement dated as of April 20, 2007 (the “Agreement”);
and
WHEREAS, the Company and the
Executive desire to amend the Agreement to ensure compliance with
or exemption from provisions of the Section 409A of the Internal
Revenue Code of 1986, as amended, and its implementing regulations
and guidance; and
WHEREAS, capitalized terms used
herein but not otherwise defined herein shall have the meanings
given to them in the Agreement.
NOW THEREFORE, in consideration of
these premises, and intending to be legally bound, the parties
agrees as follows:
1.
Section 7.17 of the Agreement is hereby amended and restated in its
entirety to read as follows:
“ Section 409A
.
(a)
Notwithstanding anything in the Agreement to the contrary or
otherwise, except to the extent any expense, reimbursement or
in-kind benefit provided pursuant to the Agreement does not
constitute a “deferral of compensation” within the
meaning of Section 409A of the Internal Revenue Code of 1986, and
its implementing regulations and guidance (“Se
