Exhibit 10.1
Amendment to
Employment Agreement
THIS AMENDMENT made June 25, 2009
to the Employment Agreement dated December 12, 2008 (the
“Employment Agreement”) between FOOT LOCKER, INC., a
New York corporation with its principal office at 112 West 34
Street, New York, New York 10120 (the “Company”) and
Matthew D. Serra (“Executive”).
WHEREAS, Executive serves as
Chairman of the Board, President, and Chief Executive Officer of
the Company pursuant to the provisions of the Employment Agreement;
and
WHEREAS, Executive has advised
the Company of his intention to retire from his positions with the
Company as of January 30, 2010; and
WHEREAS, the Company and
Executive desire to amend the Employment Agreement to provide that,
from and after August 17, 2009 (the “Amendment Date”),
Executive shall serve only as Chairman of the Board of the Company,
and to make certain other amendments; and
WHEREAS, the Company and
Executive desire to set forth the terms and conditions of such
amendments;
NOW, THEREFORE, in consideration
of these premises and of the mutual covenants and agreements herein
contained, the Company and Executive hereby agree as follows:
A. Effective as of the Amendment
Date, Executive shall resign as President and Chief Executive
Officer of the Company.
B. Notwithstanding any provision
of the Employment Agreement to the contrary, for the period from
the Amendment Date to January 30, 2010, Executive shall continue to
be employed by the Company and, in lieu of Sections 1 and 2 of the
Employment Agreement, the following provisions shall apply to his
employment by the Company:
1. The Company hereby agrees to
employ Executive, and Executive hereby agrees to serve, as its
Chairman of the Board.
2. Executive shall have such
responsibilities, duties, and authority as are commensurate with
his status as Chairman of the Board as may from time to time be
determined or directed by the Board.
3. Executive shall devote
substantially all of his business efforts and time to the Company
and