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FIRST ADDENDUM
TO
SENIOR EXECUTIVE TERMINATION
BENEFITS AGREEMENT
THIS FIRST ADDENDUM TO SENIOR
EXECUTIVE TERMINATION BENEFITS AGREEMENT (this
“Addendum”) dated as of December 9, 2008 is made and
entered into by and between Darling International Inc., a Delaware
corporation (the “Company”), and John O. Muse (the
“Executive”).
W
I T N
E S S E T H
:
WHEREAS, the Company and the
Executive entered into that certain Senior Executive Termination
Benefits Agreement dated as of December 31, 2007 (the
“Agreement”); and
WHEREAS, the Agreement terminates on
December 31, 2008; and
WHEREAS, the Company and Executive desire to
extend the term of the Agreement for an additional one year period,
to increase the Termination Pay Amount provided for in the
Agreement from one (1) times Executive’s annual base salary
to one and one-half (1.5) times Executive’s annual base
salary and to extend the period during which certain benefits may
be paid to Executive;
NOW, THEREFORE, for and in
consideration of the mutual covenants and agreements contained
herein, and other valuable consideration, the receipt and
sufficiency of which are hereby acknowledged, the Company and the
Executive do hereby agree to the following:
A
G R E
E M E N T :
1.
Amendment of Termination Date . The termination
date set forth in Section 9 of the Agreement shall be extended by a
period of one year so that the Agreement shall now
termina
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