Exhibit 10.3
AMENDMENT TO EMPLOYMENT AGREEMENT
BETWEEN
CHEROKEE INC. AND HENRY
STUPP
THIS AMENDMENT TO EMPLOYMENT
AGREEMENT (this “
Amendment ”), is made and entered into on the 28th day
of January, 2011, by and between Henry Stupp (“ Stupp
”) and Cherokee Inc., a Delaware corporation (the “
Company ”) with reference to the following
facts:
WHEREAS , the Company and Stupp entered into the
Employment Agreement dated as of August 26, 2010 (the “
Agreement ”);
WHEREAS , the Company and Stupp entered into a Stock
Option Agreement dated as of August 26, 2010 (the “
Option Agreement ”); and
WHEREAS , the parties desire to amend the Agreement and
the Option Agreement as set forth herein.
NOW THEREFORE
, in consideration of the foregoing
recitals and the mutual representations, warranties, covenants and
promises contained herein, the adequacy and sufficiency of which
are hereby acknowledged, the parties agree as follows:
1.
Amendment . The Agreement is hereby amended as
follows:
1.1
Section 3.4.a(ii) of the
Agreement is hereby deleted and replaced in its entirety with the
following:
Subject to the terms and conditions
of this Agreement, Stupp agrees to purchase (x) on or before
July 31, 2011, and the Company agrees to sell and issue to
Stupp, that number of shares of the Company’s Common Stock
(the “ First Subsequent Shares ”) equal to
$400,000 (the “ First Subsequent Purchase Price
”) divided by the closing sales price of the Company’s
Common Stock as reported on the Nasdaq Global Market on the date of
such purchase and sale (the “ First Subsequent Purchase
Date ”) and (y) on or before January 31, 2012,
and the Company agrees to sell and issue to Stupp, that number of
shares of the Company’s Common Stock (the “ Second
Subsequent Shares ”, and together with the Initial Shares
and the First Subsequent Shares, the “ Shares ”)
equal to $400,000 (the “ Second Subsequent Purchase
Price ”) divided by the closing sales price of the
Company’s Common Stock as reported on the Nasdaq Global
Market on the date of such purchase and sale (the “ Second
Subsequent Purchase Date ”). Each of the First Subsequent
Purchase Price and the Second Subsequent Purchase Price is payable
by cash, check or wire transfer on the First Subsequent Purchase
Date and the Second Subsequent Purchase Date, as applicable.
The per share price of the First Subsequent Shares and the Second
Subsequent Shares shall be equal to the closing sales price of the
Company’s Common Stock as reported on the Nasdaq Global
Market on the First Subsequent Purchase Date or the Second
Subsequent Purchase Date, as applicable. Promptly
after
1
