FIRST AMENDMENT TO EMPLOYMENT
AGREEMENT
This First
Amendment to Employment Agreement (the “Amendment”) is
made as of the 30 th day of September, 2009, between BURGER KING
CORPORATION , a Florida corporation (the
“Company”), and Peter Robinson
(“Executive”). All capitalized terms used herein shall
have the meanings ascribed to them in the Employment Agreement,
unless otherwise defined herein.
WHEREAS , the Company and Executive entered into that
certain Employment Agreement dated as of August 22, 2006 (the
“Employment Agreement”); and
WHEREAS , The Company and Executive desire to amend the
Employment Agreement, on the terms and conditions set forth
herein.
NOW,
THEREFORE , in
consideration of the mutual covenants contained herein and other
good and valuable consideration, the receipt and sufficiency of
which are hereby acknowledged, the Company and Executive hereby
agree as follows:
1.
International Assignment . The assignment described in that
certain International Assignment Letter between the Company, Burger
King Europe GmbH and Executive, dated August 22, 2006,
terminated effective September 30, 2009.
2. Position
. From and after October 1, 2009 (the “Effective
Date”), Section 2(b), line 2, of the Employment Agreement is
amended to provide that Executive’s position shall be changed
from “Executive Vice President and President, EMEA” to
“Executive Vice President”.
3. Signing
Bonus . Executive will receive a one-time signing bonus in the
gross amount of $35,000 (the “ Signing Bonus ”),
payable at the time of the Company’s first regular payroll
following November 1, 2009. Executive and the Company agree
that the Signing Bonus is not part of Executive’s Base
Salary.
4. Temporary
Housing; Furniture and Household Goods Storage . From and after
the Effective Date, the Company will provide Executive with the
following benefits:
(a)
Temporary Housing . The Company will provide Executive with
temporary furnished housing accommodations in the Miami-Dade
metropolitan area, in accordance with the Company’s
Relocation Policy, except that such temporary housing
accommodations will begin on the Effective Date and end on the
Termination Date. The income imputed to Executive, if any, for the
cost of these temporary housing accommodations will be grossed-up
for applicable taxes. Any such gross-up will be paid within the
time period proscribed by Section 409A of the United States
Internal Revenue Code of 1986, as amended (the “Code”).
Executive will be responsible for any damage to the housing
accommodations caused by Executive and/or his visitors.
(b)
Furniture and Household Goods Storage . The Company will pay
or reimburse Executive for the reasonable cost of storage of
Executive’s furniture and household goods at a single
location in the United States beginning on the Effective Date and
continuing until the earlier of (i) one (1) month
following the termination of Executive’s employment with the
Company or (ii) fourteen (14) months following the
Effective Date.
5. Annual Bonus
— Calculation of Overall Business Factor for Fiscal Year
2010 . The following provision is added to the end of
Section 4 of the Agreement: “If Executive remains
employed by the Company for the Company’s entire 2010 fiscal
year (which ends on June 30, 2010), then the overall business
performance factor which the Company will utilize to calculate
Executive’s Annual Bonus pursuant to the 2010 Company’s
Restaurant Support Incentive Program will be measured as follows:
(a) from July 1, 1009 through September 30, 2009,
50% on a worldwide basis and 50% on the Company’s Europe,
Middle East and Africa region and (b) from October 1,
2009 through June 30, 2010, 100% on a worldwide basis.
Executive’s eligibility for an Annual Bonus if
Executive’s employment with the Company is terminated prior
to June 30, 2010 will be determined in accordance with
Sections 8(f)(i)(A) or Section 8(f)(ii) of the Agreement
(as modified by this Amendment), as applicable.”
6. Equity
Incentives . Section 5 of the Employment Agreement is
amended to provide that in lieu of Executive’s participation
in the Company’s annual equity grant program for the
Company’s 2010 fiscal year, Executive will receive the
following grant pursuant to the terms and conditions of the Equity
Plan: a grant of 13,088 options to purchase the common stock of
Holdings, each option having an exercise price equal to the fair
market value (as defined in the Equity Plan) of one share of common
stock of Holdings on the grant date, which options will
become
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