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000-27707
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20-2783217
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(Commission
File Number)
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(IRS
Employer Identification No.)
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1330 Avenue of the Americas, 34th Floor, New York, NY
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10019-5400
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(Address
of Principal Executive Offices)
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(Zip
Code)
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·
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Upon
the completion of each calendar quarter during the term of the employment
agreement, Ms. Nam will be entitled to receive a quarterly bonus, payable
in cash, of $29,000 per quarter commencing with the calendar quarter ended
September 30, 2009. Prior to Amendment No. 3, Ms. Nam was
entitled to certain retention bonuses of the same amount that were payable
on each of August 15, 2008, November 15, 2008, February 14, 2009 and May
15, 2009.
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·
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Ms.
Nam will be entitled to receive transactional bonuses, payable in cash, of
$50,000 each (i) upon the successful closing of a transaction for the
recapitalization of the Company, refinancing of the Company’s debt or a
“Change in Control” (as defined in her employment agreement) and (ii) upon
the filing with the Securities and Exchange Commission of all financial
reports for fiscal year 2009 deemed necessary by the
Company. Prior to Amendment No. 3, Ms. Nam was entitled to
certain transactional bonuses of the same amount that were payable upon
each of (i) the successful restructuring of the Company’s credit facility,
(ii) the sale of the Bill Blass business, (iii) the sale of the Waverly
business, and (iv) continued employment through March 31,
2009.
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·
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If
(i) the Company terminates Ms. Nam’s employment without “Cause” (as
defined in her employment agreement), (ii) Ms. Nam terminates her
employment for “Good Reason” (as defined in her employment agreement), or
(iii) the Company does not renew the employment agreement at the end of
any term, Ms. Nam will be entitled to receive a severance package
consisting of (1) any unpaid base salary through and including the date of
termination or resignation and any other amounts, including any declared
but unpaid annual bonus or other entitlements, then due and owning to Ms.
Nam, (2) the sum of (x) Ms. Nam’s base salary (at the rate then in effect)
for twelve months and (y) the amount of bonuses paid to Ms. Nam in the
prior twelve month period, and (3) twelve months of continued health care
coverage. If Ms. Nam’s employment is terminated by the Company
without “Cause” or if Ms. Nam resigns for “Good Reason” within a year of a
“Change of Control”, Ms. Nam will be entitled to the same severance
package as described in the preceding sentence. Prior to
Amendment No. 3, Ms. Nam was entitled to a reduced severance package in
the event that the Company did not renew her employment agreement or if
the Company terminated her employment without “Cause” or if Ms. Nam
resigned for “Good Reason” during any renewal
term. Additionally, the amount of bonuses paid to Ms. Nam in
the prior twelve months was only included in the “Change of Control”
severance scenarios. Amendment No. 3 harmonized all severance
scenarios to provide for the same severance
package.
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NEXCEN
BRANDS, INC.
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/s/ Sue J. Nam
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By:
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Sue
J. Nam
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Its:
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General
Counsel
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