Execution Copy
AMENDMENT NUMBER ONE TO
EMPLOYMENT AGREEMENT
AGREEMENT dated
as of December 10, 2008 between MAIDENFORM, INC., a New York
corporation with a principal place of business at 485 F U.S.
Highway I South, Iselin, NJ 08830 (the "Employer"), Gayle Weibley
(the "Employee"), and solely for purposes of Section 2, Maidenform
Brands, Inc. (sometimes hereinafter referred to as
"Parent").
WHEREAS, the
parties entered into an Employment Agreement dated as of September
25, 2008 (the Employment Agreement"); and
WHEREAS, the
parties wish to amend the agreement;
NOW, THEREFORE,
in consideration of the mutual covenants herein contained, the
parties agree as follows:
1. The
second sentence of Section 3(b) of the Employment Agreement is
hereby amended, to read in its entirety, as follows:
For fiscal
years thereafter during the Term of Employment, the Employee's
incentive compensation shall be based on such performance goals
permitted under the Bonus Plan (or any successor plan thereto) and
subject to the conditions set forth in the Bonus Plan (or any
successor plan thereto).
2. The
first sentence of Section 4 of the Employment Agreement is hereby
amended, to read in its entirety, as follows:
During the Term
of Employment, the Employee shall be engaged as Senior Vice
President - Human Resources of Maidenform, Inc., Parent and their
subsidiary companies (hereinafter individually and collectively
called the "Employer's Group").
3. Section
10(b)(I) of the Employment Agreement is hereby amended, to read in
its entirety, as follows:
(1) Payment
of an amount equal to the sum of:
(i) her
Base Salary (as in effect on the Termination Date), plus
(ii) (x)
in the event such termination is a termination by the Employer
without Cause or by the Employee for Good Rea