Exhibit 10.34
AMENDMENT TO EMPLOYMENT
AGREEMENT
This AMENDMENT TO EMPLOYMENT
AGREEMENT (this “ Amendment ”), dated as of
March 11, 2009, is made by and among American Apparel, Inc., a
Delaware corporation (“ Employer ”), American
Apparel (USA), LLC, a Delaware limited liability company and a
wholly owned subsidiary of Employer (“ AA Sub
”), and Joyce E. Crucillo, a California resident (“
Employee ”).
WHEREAS, on December 12, 2007,
pursuant to the Amended and Restated Agreement and Plan of
Reorganization, dated as of November 7, 2007 (as it may be
hereafter amended, supplemented or modified from time to time, the
“ Merger Agreement ”), by and among Employer
(f/k/a Endeavor Acquisition Corp.), AA Sub (f/k/a AAI Acquisition
LLC), American Apparel Inc., a California corporation (“
Old American Apparel ”), American Apparel, LLC, a
California limited liability company, each of the Canadian
companies set forth on Schedule A to the Merger Agreement (the
“ CI Companies ”), Dov Charney, each of the
stockholders of the CI Companies (with respect to certain
provisions of the Merger Agreement) and Sam Lim (with respect to
certain provisions of the Merger Agreement), Old American Apparel
merged with and into AA Sub, and AA Sub survived the merger as a
wholly owned subsidiary of Employer and changed its name to
American Apparel (USA), LLC (the “ Merger
”);
WHEREAS, AA Sub (as successor by
merger to Old American Apparel) and Employee are parties to that
certain written Employee Agreement dated to be effective as of
October 26, 2006 (the “ Original Employment
Agreement ”);
WHEREAS, Employer, AA Sub and
Employee also desire to amend the Original Employment
Agreement’s severance provisions and provisions regarding
Employee’s title through this written Amendment;
and
WHEREAS, in light of the Merger,
Employer, AA Sub and Employee desire that all of AA Sub’s
obligations under the Original Employment Agreement, as amended by
this Amendment, be assigned to Employer such that Employer, instead
of AA Sub, shall employ Employee.
NOW, THEREFORE, in consideration of
the mutual promises set forth herein, the parties hereto hereby
agree as follows:
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1.
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Effective as of
February 17, 2009, Section II (Employee’s Title and
Position) of the Original Employment Agreement is hereby amended
and replaced in its entirety with the following: “II.
EMPLOYEE’S TITLE AND POSITION: Chief Litigation
Counsel.”
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2.
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Effective
February 17, 2009, Section VI2b (Termination After Initial Term) of
the Original Employment Agreement is hereby amended and replaced in
its entirety with the following: In the event Employee is laid off,
terminated (irrespective of whether such termination is with or
without cause) or otherwise dismissed by Employer, then Employer
shall pay Employee, as a severance payment, six (6) months of
her then current total annual compensation, which includes
Employee’s annual base salary and annual guaranteed bonuses
(reg
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