Nicor Inc.
Exhibit 10.07
Form 8-K
NICOR INC. 2006 LONG TERM
INCENTIVE PLAN
FIRST AMENDMENT TO
2009 RESTRICTED STOCK UNIT
AGREEMENT
This Amendment
(the “Amendment”) to that certain Restricted Stock Unit
Agreement (the “Agreement”) between Nicor Inc., an
Illinois corporation (the “Company”) and Rick Murrell
(the “Employee”) dated as of March 26, 2009 (the
“Agreement Date”) is effective as of this July 23, 2009
(the “Amendment Date”), by and among the Company and
the Employee. Except as set forth in the Amendment,
capitalized terms used herein but not defined herein shall have the
meanings ascribed to them in the Agreement.
WITNESSETH
WHEREAS, the
Company maintains the Nicor Inc. 2006 Long Term Incentive Plan, as
amended (the “Plan”), which is incorporated into and
forms a part of this Amendment, for the benefit of key executive
and management employees of the Company and any Related
Company;
WHEREAS, the
Employee had been selected by the Committee to receive an award of
Restricted Stock Units pursuant to Section 4.4 of the Plan, such
award evidenced by the Agreement;
WHEREAS, the
Employee and the Company desire to amend the terms of the Agreement
as set forth in this Amendment.
NOW, THEREFORE,
for good and valuable consideration, the receipt and sufficiency of
which are hereby acknowledged, the Employee and the Company
(collectively the “Parties”) hereby agree as of the
Amendment Date to the following:
1. Amendment to
Paragraph 1 of the Agreement . Effective as of the
Amendment Date, Paragraph 1 of the Agreement is hereby amended and
restated in its entirety as follows:
“1.
Award . Subject to the terms of the Agreement and
the Plan, the Employee was awarded as of the Agreement Date the
right to receive 1,700 shares of Stock (the “Original
Restricted Stock Units”). Effective as of the
Amendment Date, the Employee is hereby awarded the right to receive
an additional 170 shares of Stock (the “New Restricted Stock
Units” and together with the Original Restricted Stock Units,
the “Restricted Stock Units”), for a total award of the
right to receive 1,870 shares of Stock. For the
avoidance of doubt, the New Restricted Stock Units shall be subject
to the same terms and conditions as the Original Restricted Stock
Units as set forth in the Agreement (as modified by the Amendment),
including with respect to vesti