Exhibit 10.1
AMENDMENT TO EMPLOYMENT
AGREEMENT
This Amendment to Employment
Agreement (this “Amendment”) attaches to and forms part
of the Employment Agreement dated as of July 15, 2005 and
amended effective March 13, 2008 (the
“Agreement”), between Aon Corporation (the
“Company”) and Andrew M. Appel (the
“Executive”).
WHEREAS, the Company and the
Executive mutually desire to further amend the Agreement, as
provided in this Amendment;
NOW, THEREFORE, in consideration of
the premises and the mutual agreements contained herein, the
parties hereby agree as follows:
1.
The last sentence of Section 1,
“Employment,” is deleted in its entirety and replaced
with the following:
“The term of employment of the
Executive pursuant to this Agreement (the “Employment
Period”) commenced on July 15, 2005 (the
“Effective Date”) and will end on April 30, 2013,
unless earlier terminated pursuant to Section 4
hereof.”
2.
The first sentence of
Section 2(a), “Position and Duties,” is deleted in
its entirety and replaced with the following:
“The Company will employ the
Executive during the Employment Period as Chief Executive Officer,
Aon Benfield Global and Chairman, Aon Consulting Worldwide, or in
another Level 1A senior executive capacity as may be authorized or
directed by the CEO.”
3.
Section 2(b),
“Responsibilities,” is deleted in its entirety and
replaced with the following:
“(b)
Responsibilities . The Executive will have the
authority and responsibility typically held by a Chief Executive
Officer or Chairman of a large, global business unit of a
publicly-traded company or such other Level 1A senior executive
position assigned to the Executive pursuant to
Section 2(a) hereof. The Executive will also
perform such other duties (not inconsistent with his positions) on
behalf of the Company and its subsidiaries as may be from time to
time authorized or directed by the CEO. The Executive will
report to the CEO.”
4.
A new subsection (g) is hereby
added to Section 3, “Compensation”:
“(g)
Award of Restricted Stock
Units . In
consideration for entering into this Amendment, the Executive will
receive an award of 25,000 restricted stock units of Aon
Corporation common stock under the 2001 Stock Incentive Plan, as
amended from time to time. The restricted stock units will be
granted as of the date this Amendment is executed by both parties,
in accordance with the approval provided by the Organization and
Compensation Committee of Aon Corporation’s board of
directors on January 29,
