March 16, 2004Letter Agreement • March 19th, 2004 • Duane Reade Inc • Retail-drug stores and proprietary stores • New York
This letter agreement (the “Agreement”) is to confirm the understanding between you and Duane Reade Acquisition Corp., a Delaware Corporation (the “Merger Sub”), concerning your employment by Duane Reade Inc., a Delaware Corporation (the “Company”). Upon the consummation of the merger of the Merger Sub with and into the Company (the “Transaction”), pursuant to an agreement and plan of merger dated as of December 22, 2003, by and among the Merger Sub, the Company, Duane Reade Shareholders, LLC and Duane Reade Holdings, Inc. (the “Merger Agreement”), the Company will succeed to all the rights and obligations of the Merger Sub hereunder and the Company will become a party to this Agreement. The Agreement will automatically terminate upon termination of the Merger Agreement prior to the consummation of the Transaction.
AMENDED AND RESTATED EMPLOYMENT AGREEMENTEmployment Agreement • March 19th, 2004 • Duane Reade Inc • Retail-drug stores and proprietary stores • New York
THIS AMENDED AND RESTATED AGREEMENT (the “Agreement”), dated March 16, 2004, is made by and among Duane Reade Acquisition Corp., a Delaware corporation (f/k/a Rex Corner Acquisition Corp., the “Merger Sub”), Duane Reade Holdings, Inc., a Delaware corporation (f/k/a Rex Corner Holdings, Inc., “Holdings”), Duane Reade Shareholders, LLC, a Delaware limited liability company (f/k/a Rex Corner Holdings, LLC, “Parent”) and Mr. Anthony J. Cuti (the “Executive”).
