Exhibit 10.33
GLOBAL GP LLC
AMENDMENT NO. 3
TO
EMPLOYMENT
AGREEMENT
THIS AMENDMENT NO. 3 TO EMPLOYMENT
AGREEMENT (this “ Amendment ”) is made and
entered into this March 11, 2009 by and between Global GP LLC,
a Delaware limited liability company (the “ Company
”), and Edward J. Faneuil (the “ Executive
”). Capitalized terms used but not otherwise defined
herein shall have the meanings ascribed to such terms in that
certain Employment Agreement, made as of February 1, 2007, as
amended by Amendment No. 1 to Employment Agreement dated as of
December 31, 2008 and by Amendment No. 2 to Employment
Agreement dated as of February 4, 2009, by and between the
Company and the Executive (the “ Employment Agreement
”).
WHEREAS, , the Company and the Executive desire to make
certain modifications to the Employment Agreement as set forth
below, and in accordance with Section 18 of the Employment
Agreement.
NOW, THEREFORE,
in consideration of the mutual
promises and agreements set forth herein, and for other good and
valuable consideration, the receipt and sufficiency of which are
hereby acknowledged, the parties hereto, each intending to be
legally bound, hereby agree as follows:
1.
Amendment to
Section 8(b) of the Employment Agreement.
Section 8(b) of the
Employment Agreement is hereby amended by deleting such section in
its entirety and replacing it with the following:
(b)
Termination by the Company
Without Cause; Constructive Termination . If the Executive’s employment is
terminated by the Company without Cause or by the Executive for
Constructive Termination, then the Company shall pay to the
Executive an amount equal to the product of (X) the sum of
(i) the Base Salary as in effect on the Date of Termination,
plus (ii) if such termination occurs within twelve months of a
Change of Control, an amount equal to the target incentive amount
under the then applicable short term incentive plan for the fiscal
year in which the termination occurs (Y) multiplied by two
(2) (the “ Severance Amount ”). The
Executive shall be paid the Severance Amount in twenty-four (24)
consecutive equal monthly installments commencing on the first day
of the month following the Date of Termination. In
