AND ANY REIMBURSEMENTS PAID TO
EXECUTIVE FOR SUCH COSTS SHALL BE PAID NO LATER THAN THE LAST DAY OF THE
CALENDAR YEAR NEXT FOLLOWING THE CALENDAR YEAR IN WHICH SUCH COSTS ARE INCURRED.
(H)
ESTATE.
IF EXECUTIVE DIES PRIOR TO THE EXPIRATION OF THE TERM OR DURING A
PERIOD WHEN MONIES ARE OWING TO HIM, ANY MONIES THAT MAY BE DUE HIM FROM THE
COMPANY UNDER THIS AGREEMENT AS OF THE DATE OF HIS DEATH SHALL BE PAID TO HIS
ESTATE AND AS WHEN OTHERWISE PAYABLE.
(I)
ASSIGNMENT.
THE COMPANY SHALL HAVE THE RIGHT TO ASSIGN THIS AGREEMENT TO
ITS SUCCESSORS OR ASSIGNS.
THE TERMS "SUCCESSORS" AND "ASSIGNS" SHALL INCLUDE
ANY PERSON, CORPORATION, PARTNERSHIP OR OTHER ENTITY THAT BUYS ALL OR
SUBSTANTIALLY ALL OF THE COMPANY'S ASSETS OR ALL OF ITS STOCK, OR WITH WHICH THE
COMPANY MERGES OR CONSOLIDATES.
THE RIGHTS, DUTIES AND BENEFITS TO EXECUTIVE
HEREUNDER ARE PERSONAL TO HIM, AND NO SUCH RIGHT OR BENEFIT MAY BE ASSIGNED BY
HIM.
(J)
BINDING EFFECT.
THIS AGREEMENT IS BINDING UPON THE PARTIES HERETO,
TOGETHER WITH THEIR RESPECTIVE EXECUTORS, ADMINISTRATORS, SUCCESSORS, PERSONAL
REPRESENTATIVES, HEIRS AND PERMITTED ASSIGNS.
(K)
WAIVER OF BREACH.
THE WAIVER BY THE COMPANY OR EXECUTIVE OF A BREACH OF
ANY PROVISION OF THIS AGREEMENT BY EXECUTIVE OR THE COMPANY MAY NOT OPERATE OR
BE CONSTRUED AS A WAIVER OF ANY SUBSEQUENT BREACH.
[Signature Page Follows]
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IN WITNESS WHEREOF, the parties have executed this Agreement as of the date
first above written.
EXECUTIVE,
By
/s/ Neal Goldberg
Name: Neal Goldberg
ZALE CORPORATION,
By
/s/ Mary Ann Doran
Mary Ann Doran
Title:
Senior Vice President,
Human Resources
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