Saks Fifth Avenue 2008 Annual Report Download - page 239

If to the Executive:
Carolyn R. Biggs
Saks Incorporated
12 East 49
th
Street
New York, New York 10017
If to the Company:
Saks Incorporated
12 East 49
th
Street
New York, New York 10017
Attention: Executive Vice President and General Counsel
(b) Enforceability; Partial Invalidity. This Agreement shall be enforceable by the Company and by the Executive in
accordance with its terms; provided, however, that if any provision of this Agreement is held by a court of competent
jurisdiction to be invalid, void or unenforceable, the remaining provisions will, nevertheless, continue in full force and without
being impaired or invalidated in any way.
(c) Entire Agreement. This Agreement supersedes any and all prior agreements between the Company and the Executive
relating to the subject matter hereof, all of which agreements shall be terminated and shall be of no further force or effect;
provided, however, that any prior awards of stock options, restricted stock, performance shares or other forms of incentive
compensation evidenced by a written instrument or by an action of the Board, except to the extent that the terms thereof are
inconsistent with the terms of this Agreement, shall remain in full force and effect. Each party to this Agreement acknowledges
that no representations, inducements or agreements, oral or otherwise, that have not been embodied herein will be valid or
binding. Any modification of this Agreement will be effective only if it is in writing signed by the parties hereto.
(d) Resignation. If the Executive’s employment is terminated, the termination will be deemed to constitute the Executive’s
resignation as an officer and director of the Company (and all of its subsidiaries) and as a member of each committee and
working or operating group established by the Company, as the case may be, effective as of the date of such termination. Upon
termination of employment, the Executive will return to the Company upon such termination any of the following which contain
confidential information: all documents, instruments, papers, facsimiles, and computerized and electronic information that are
the property of the Company or its subsidiaries.
(e) Headings. The section and subsection headings are for convenience of reference only and will not define or limit the
provisions of such sections and subsections.
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