Exhibit 10.68
CONSULTING
AGREEMENT
THIS CONSULTING AGREEMENT entered
into as of January 1, 2009 (the “Effective Date”),
between Edward Terino (the “Consultant”) and General
Maritime Corporation, a Marshall Islands corporation formerly known
as Galileo Holding Corporation (the
“Company”).
WHEREAS, the Company desires to
retain the Consultant to provide certain services and to compensate
the Consultant for his performance of these services;
NOW THEREFORE, in order to effect
the foregoing, the Company and the Consultant wish to enter into a
consulting agreement upon the terms and subject to the conditions
set forth below. Accordingly, in consideration of the
premises and the respective covenants and agreements of the parties
set forth herein, and intending to be legally bound hereby, the
parties hereto agree as follows:
1.
Engagement; Term.
The Company hereby engages the Consultant, and the Consultant
hereby accepts such engagement and agrees to serve as a consultant
to the Company, upon the terms and conditions hereinafter set
forth, for a term commencing on the Effective Date and expiring
three months following the Effective Date (the “Term”),
subject to Section 6 hereof.
2.
Services to Be Provided. The Consultant will provide consulting services
to the Company on an as-needed basis consisting of assisting the
General Maritime Group (as defined below) in the integration of
Arlington Tankers Ltd. and its subsidiaries (collectively,
“Arlington”) into the operations of the General
Maritime Group and such other services as the Company may
reasonably request. As used in this Agreement, the term
“General Maritime Group” means and includes the Company
and each of its subsidiaries and controlled affiliates and joint
ventures from time to time. Such services will be performed
at reasonably convenient and mutually acceptable times, with
consideration for the Consultant’s other business and
personal obligations. In order to provide such services, the
Consultant will continue to use equipment previously provided by
the Company to complete such services. The Consultant shall be
permitted to engage in other business activities, provided that
such activities do not otherwise violate the terms of this
Agreement or materially impair his ability to perform his duties
hereunder.
3.
Fees Payable to the Consultant. In consideration of the Consultant’s
services hereunder, the Company shall pay the Consultant a
consulting fee in the amount of $25,000 per month of the Term (the
“Consulting Fees”). The Consulting Fees will be
paid monthly in arrears. In addition, the Company shall
reimburse the Consultant for reasonable out-of-pocket expenses
related to the services to be provided for (i) travel to the
Westport, Connecticut and New York City offices of the General
Maritime Group, (ii) other travel approved in advance by the
Company in writing, or (iii) other items approved by the
Company in writing.
4.
Consultant’s Independent Contractor Status.
(a)
In performing the consulting services hereunder, the Consultant
shall be an independent contractor. Nothing contained herein
shall be construed to constitute the parties hereto as partners or
joint venturers, or either as an agent of the other. The
Consultant shall not be considered as having an employee status
during his consulting engagement and shall not be entitled to
participate in any employee plans, arrangements or distributions by
the Company during such period. The Consultant shall not
provide any services under the Company’s name or act as an
agent of the Company and shall not hold himself out as an employee
of the Company. Under no circumstances shall the Consultant
(i) enter into any agreements on behalf of the Company,
(ii) incur any obligations on behalf of the Company,
(iii) act for or to bind the Company in any way,
(iv) sign the name of the Company, (v) represent that the
Company is in any way responsible for the acts or omissions of the
Consultant or (vi) refer to the Company as a customer in any
manner or format.
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