Kohl's 2008 Annual Report Download - page 73

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11. NO MODIFICATION. No provision of this Agreement may be modified, waived or discharged unless such waiver,
modification or discharge is agreed to in writing and signed by Executive and such officer as may be specifically designated by
Company.
12. FEES AND EXPENSES. Each party hereto shall be solely responsible for its own legal, accounting and other professional
fees and other expenses incurred in connection with the negotiation, preparation and exercising of this Agreement and the
consummation of the transactions contemplated hereby.
13. GOVERNING LAW, SUCCESSORS AND ASSIGNS. This Agreement shall be governed and construed in accordance
with the laws of Wisconsin without reference to the rules of conflict of law and shall be binding upon the parties hereto and their
respective successors and assigns. Any action brought hereunder shall be prosecuted in the United States District Court for the
Eastern District of Wisconsin or the Circuit Court of Waukesha County, Wisconsin.
11
(iii) Goods. “Goods” means merchandise categories that comprise at least ten percent (10%) of the Company’s annual
revenues during the twelve (12) months prior to Employee’s last date of employment with the Company.
D. Limited Exception. Company and Executive acknowledge that the Burlington Coat Factory chain of retail stores
(“Burlington”) is a “Competitive Business” as defined above in Section 10 (C)(ii). The Company agrees, however, that it
will take no action to enforce the provisions of this Section 10 to prevent Executive’s employment as President and Chief
Executive Officer of Burlington, and shall not otherwise declare Executive to be in breach of this Section 10 solely on the
basis of such employment.
E. Prospective Employers. Executive agrees, during the term of the restrictions contained in this Section 10, to disclose such
provisions to any future or prospective employer. Executive further agrees that the Company may send a copy of this
Agreement to, or otherwise make the provisions hereof known to, any such employer.