BJS Wholesale Club Inc Sample Contracts

RECITALS --------
Credit Agreement • December 10th, 1999 • BJS Wholesale Club Inc • Retail-misc general merchandise stores • Illinois
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AMONG
Credit Agreement • June 17th, 2002 • BJS Wholesale Club Inc • Retail-variety stores • Illinois
AMENDMENT NO. 1 TO RIGHTS AGREEMENT
Rights Agreement • March 8th, 1999 • BJS Wholesale Club Inc • Retail-misc general merchandise stores
AMENDED AND RESTATED RIGHTS AGREEMENT
Rights Agreement • December 17th, 2003 • BJS Wholesale Club Inc • Retail-variety stores • Delaware

This AMENDED AND RESTATED RIGHTS AGREEMENT, dated as of November 17, 2003 (the “Agreement”), between BJ’s Wholesale Club, Inc., a Delaware corporation (the “Company”), and The Bank of New York, a New York corporation, as Rights Agent (the “Rights Agent”), hereby amends and restates the Rights Agreement, dated as of July 10, 1997, as amended by Amendment No. 1, dated as of February 4, 1999, to the Rights Agreement between the Company and First Chicago Trust Company of New York (the “Original Agreement”).

RECITALS --------
Credit Agreement • December 12th, 2001 • BJS Wholesale Club Inc • Retail-variety stores • Illinois
EMPLOYMENT AGREEMENT
Employment Agreement • March 28th, 2011 • BJS Wholesale Club Inc • Retail-variety stores • Massachusetts

AGREEMENT dated as of January 30, 2011, between Peter Amalfi, whose address is 7 Partridge Way, Holliston, Massachusetts 01746 (“Executive”), and BJ’s Wholesale Club, Inc., a Delaware corporation, whose principal office is 25 Research Drive, Westborough, Massachusetts (“Employer” or “Company”).

CHANGE OF CONTROL SEVERANCE AGREEMENT
Change of Control Severance Agreement • March 28th, 2011 • BJS Wholesale Club Inc • Retail-variety stores • Massachusetts

THIS AGREEMENT between BJ’s Wholesale Club, Inc., a Delaware corporation (the “Company”), and Robert W. Eddy (“Executive”), dated as of January 30, 2011.

BJ’S WHOLESALE CLUB, INC. ADDENDUM TO EMPLOYMENT AGREEMENT
Employment Agreement • March 28th, 2011 • BJS Wholesale Club Inc • Retail-variety stores

This Addendum to Employment Agreement is entered into this 18th day of December, 2009, by and between BJ’s Wholesale Club, Inc. (the “Company”) and Christina M. Neppl (the “Executive”):

EMPLOYMENT AGREEMENT
Employment Agreement • March 27th, 2008 • BJS Wholesale Club Inc • Retail-variety stores • Massachusetts

AGREEMENT dated as of the 3rd day of June 2007 between Lon F. Povich, whose address is 9 Southwick Circle, Wellesley, Massachusetts 02481 (“Executive”), and BJ’ s Wholesale Club, Inc., a Delaware corporation, whose principal office is One Mercer Road, Natick, Massachusetts (“Employer” or “Company”).

BJ’S WHOLESALE CLUB, INC. AMENDMENT NO. 1 TO CHANGE IN CONTROL SEVERANCE AGREEMENT
BJS Wholesale Club Inc • March 28th, 2011 • Retail-variety stores

This Amendment No. 1 to Change in Control Severance Agreement (the “Amendment”) between BJ’s Wholesale Club, Inc. (the “Company”) and Robert W. Eddy (“Executive”) is made as of March 24, 2011.

BJ’S WHOLESALE CLUB, INC. ADDENDUM TO EMPLOYMENT AGREEMENT
Employment Agreement • March 28th, 2011 • BJS Wholesale Club Inc • Retail-variety stores

This Addendum to Employment Agreement is entered into this 21st day of December, 2009, by and between BJ’s Wholesale Club, Inc. (the “Company”) and Thomas F. Gallagher (the “Executive”):

BJ’S WHOLESALE CLUB, INC. AMENDMENT NO. 2 TO CHANGE IN CONTROL SEVERANCE AGREEMENT
BJS Wholesale Club Inc • May 27th, 2011 • Retail-variety stores

This Amendment No. 2 to Change in Control Severance Agreement (the “Amendment”) between BJ’s Wholesale Club, Inc. (the “Company”) and Peter Amalfi (“Executive”) is made as of May 26, 2011.

AMENDMENT TO CHANGE OF CONTROL AGREEMENT
Change of Control Agreement • April 14th, 2004 • BJS Wholesale Club Inc • Retail-variety stores

This Amendment to Change of Control Agreement (“Amendment”), is dated as of February 4, 2004 (“Effective Date”), by and between Edward F. Giles, Jr., whose address is 3 Harlow Pond Court, Franklin, Massachusetts 02038 (“Executive”) and BJ’s Wholesale Club, Inc., a Delaware corporation, the principal office of which is in Natick, Massachusetts (the “Company”).

AGREEMENT AND GENERAL RELEASE
Agreement and General Release • January 7th, 2011 • BJS Wholesale Club Inc • Retail-variety stores • Massachusetts

THIS SEPARATION PAY AGREEMENT AND GENERAL RELEASE (the “Agreement”) dated as of January 5, 2011, is entered into between Frank D. Forward (the “Executive”), and BJ’s Wholesale Club, Inc. (“BJ’s”) a Delaware corporation, whose principal office is One Mercer Road, Natick, Massachusetts 01760.

AGREEMENT AND PLAN OF MERGER by and among BEACON HOLDING INC., BEACON MERGER SUB INC. and BJ’S WHOLESALE CLUB, INC. Dated as of June 28, 2011
Agreement and Plan of Merger • June 29th, 2011 • BJS Wholesale Club Inc • Retail-variety stores • Delaware

THIS AGREEMENT AND PLAN OF MERGER (this “Agreement”) is entered into as of June 28, 2011, by and among Beacon Holding Inc., a Delaware corporation (the “Buyer”), Beacon Merger Sub Inc., a Delaware corporation and a wholly owned subsidiary of the Buyer (the “Transitory Subsidiary”), and BJ’s Wholesale Club, Inc., a Delaware corporation (the “Company”).

EMPLOYMENT AGREEMENT
Employment Agreement • April 20th, 2007 • BJS Wholesale Club Inc • Retail-variety stores • Massachusetts

AGREEMENT dated as of the 4th day of April 2007 between Herbert J Zarkin, whose address is P.O. Box 1539, Framingham, Massachusetts 01701 (“Executive”), and BJ’ s Wholesale Club, Inc., a Delaware corporation, whose principal office is One Mercer Road, Natick, Massachusetts (“Employer” or “Company”).

CONSULTING AGREEMENT
Consulting Agreement • September 9th, 2010 • BJS Wholesale Club Inc • Retail-variety stores • Massachusetts

This CONSULTING AGREEMENT (the “Agreement”) dated as of May 25, 2010 is entered into between HJZ Consulting, Inc. (the “Consultant”) and BJ’s Wholesale Club, Inc. (“BJ’s” or the “Company”).

SEVERANCE AGREEMENT AND GENERAL RELEASE
Severance Agreement and General Release • April 21st, 2003 • BJS Wholesale Club Inc • Retail-variety stores • Massachusetts

THIS SEVERANCE AGREEMENT AND GENERAL RELEASE (the “Agreement”) dated as of April 16, 2003, is entered into between Laura J. Sen, whose address is 90 Babcock Street, Brookline, Massachusetts 02446 (the “Executive”), and BJ’s Wholesale Club, Inc., a Delaware corporation, whose principal office is One Mercer Road, Natick, Massachusetts 01760 (the “Company”).

FIRST AMENDMENT TO THE SALARY CONTINUATION AGREEMENT AND GENERAL RELEASE
Continuation Agreement and General Release • February 23rd, 2007 • BJS Wholesale Club Inc • Retail-variety stores

This FIRST AMENDMENT TO THE SALARY CONTINUATION AGREEMENT AND GENERAL RELEASE (the “Amendment”) dated as of February 9, 2007 is entered into between Edward F. Giles (the “Executive”), whose address is 3 Harlow Pond Court, Franklin, Massachusetts 02038, and BJ’s Wholesale Club, Inc., a Delaware corporation, (the “Company”) whose principal office is One Mercer Road, Natick, Massachusetts 01760.

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BJ’S WHOLESALE CLUB, INC. AMENDMENT NO. 2 TO CHANGE IN CONTROL SEVERANCE AGREEMENT
BJS Wholesale Club Inc • March 28th, 2011 • Retail-variety stores

This Amendment No. 2 to Change in Control Severance Agreement (the “Amendment”) between BJ’s Wholesale Club, Inc. (the “Company”) and Lon F. Povich (“Executive”) is made as of March 24, 2011.

BJ’S WHOLESALE CLUB, INC. AMENDMENT NO. 1 TO CHANGE IN CONTROL SEVERANCE AGREEMENT
BJS Wholesale Club Inc • March 28th, 2011 • Retail-variety stores

This Amendment No. 1 to Change in Control Severance Agreement (the “Amendment”) between BJ’s Wholesale Club, Inc. (the “Company”) and Cornel Catuna (“Executive”) is made as of March 24, 2011.

FIRST AMENDMENT TO EMPLOYMENT AGREEMENT
Employment Agreement • April 13th, 2006 • BJS Wholesale Club Inc • Retail-variety stores

This First Amendment to Employment Agreement (“Amendment”), is dated as of this 1st day of October, 2005, by and between Alison Gregg Corcoran, whose address is 70 Morton Road, Milton, Massachusetts (“Executive”) and BJ’s Wholesale Club, Inc., a Delaware corporation, whose principal office is One Mercer Road, Natick, Massachusetts (the “Company”).

BJ’S WHOLESALE CLUB, INC. NONSTATUTORY STOCK OPTION AGREEMENT GRANTED UNDER 1997 STOCK INCENTIVE PLAN
BJS Wholesale Club Inc • August 17th, 2004 • Retail-variety stores
CREDIT AGREEMENT DATED AS OF APRIL 28, 2005 AMONG BJ’s WHOLESALE CLUB, INC., THE LENDERS, JPMORGAN CHASE BANK, N.A., AS LC ISSUER, AS SWING LINE LENDER AND AS ADMINISTRATIVE AGENT AND BANK OF AMERICA, N.A., AS SYNDICATION AGENT CITIZENS BANK, AS...
Credit Agreement • May 4th, 2005 • BJS Wholesale Club Inc • Retail-variety stores • New York

This Agreement, dated as of April 28, 2005, is among BJ’s Wholesale Club, Inc., the Lenders and JPMorgan Chase Bank, N.A. (“JPMCB”), a national banking association, as LC Issuer, as Swing Line Lender and as Administrative Agent. The parties hereto agree as follows:

BJ’S WHOLESALE CLUB, INC.
Employment Agreement • March 28th, 2011 • BJS Wholesale Club Inc • Retail-variety stores

This Addendum to Employment Agreement is entered into this 20th day of December, 2010 by and between BJ’s Wholesale Club, Inc. (the “Company”) and Frank D. Forward (the “Executive”):

CREDIT AGREEMENT DATED AS OF OCTOBER 30, 2009 AMONG BJ’s WHOLESALE CLUB, INC., THE LENDERS, BANK OF AMERICA, N.A., AS LC ISSUER, AS SWING LINE LENDER AND AS ADMINISTRATIVE AGENT, SOVEREIGN BANK, N.A., AS LC ISSUER AND AS SYNDICATION AGENT AND FIFTH...
Credit Agreement • November 4th, 2009 • BJS Wholesale Club Inc • Retail-variety stores • New York

This Agreement, dated as of October 30, 2009, is among BJ’s Wholesale Club, Inc., the Lenders and Bank of America, N.A., a national banking association, as LC Issuer, as Swing Line Lender and as Administrative Agent. The parties hereto agree as follows:

BJ’S WHOLESALE CLUB, INC. AMENDMENT TO CHANGE OF CONTROL SEVERANCE AGREEMENT
Change of Control Severance Agreement • May 28th, 2010 • BJS Wholesale Club Inc • Retail-variety stores

This Amendment to the Change of Control Severance Agreement (the “Agreement”) between BJ’s Wholesale Club, Inc (the “Company”) and Thomas F. Gallagher (the “Executive”), being an executive vice president of the Company, is made March 25, 2010.

CHANGE OF CONTROL SEVERANCE AGREEMENT
Control Severance Agreement • March 28th, 2011 • BJS Wholesale Club Inc • Retail-variety stores • Massachusetts

THIS AGREEMENT between BJ’s Wholesale Club, Inc., a Delaware corporation (the “Company”), and Cornel Catuna (“Executive”), dated as of January 30, 2011.

CONSULTING AGREEMENT
Consulting Agreement • January 7th, 2011 • BJS Wholesale Club Inc • Retail-variety stores • Massachusetts

This CONSULTING AGREEMENT (the “Agreement”) dated as of January 5, 2011, is entered into between Frank D. Forward (the “Consultant”) and BJ’s Wholesale Club, Inc. (“BJ’s” or the “Company”).

BJ’S WHOLESALE CLUB, INC. AMENDMENT TO CHANGE OF CONTROL SEVERANCE AGREEMENT
Change of Control Severance Agreement • May 28th, 2010 • BJS Wholesale Club Inc • Retail-variety stores

This Amendment to the Change of Control Severance Agreement (the “Agreement”) between BJ’s Wholesale Club, Inc (the “Company”) and Laura J. Sen (the “Executive”), being President and Chief Executive Officer of the Company, is made March 25, 2010.

SALARY CONTINUATION AGREEMENT AND GENERAL RELEASE
Salary Continuation Agreement and General Release • February 23rd, 2007 • BJS Wholesale Club Inc • Retail-variety stores • Massachusetts

THIS SALARY CONTINUATION AGREEMENT AND GENERAL RELEASE (the “Agreement”) dated as of January 29, 2007 is entered into between Edward F. Giles (the “Executive”), whose address is 3 Harlow Pond Court, Franklin, Massachusetts 02038, and BJ’s Wholesale Club, Inc., a Delaware corporation, (the “Company”) whose principal office is One Mercer Road, Natick, Massachusetts 01760.

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