THIRD AMENDEMENT TO TERMINATION BENEFITS AGREEMENT
Exhibit 10.57
THIRD AMENDEMENT
TO TERMINATION BENEFITS AGREEMENT
TO TERMINATION BENEFITS AGREEMENT
This Third Amendment to Termination Benefits Agreement dated as of December 24, 2008 (this
“Amendment”), further amends the Termination Benefits Agreement made and entered into as of
December 22, 2003 (the “Agreement”) by and among American Commercial Lines LLC (the “Company”) and
its affiliates and W. N. Xxxxxxxx (“Employee”) as amended pursuant to the First Amendment and
Supplement dated as of April 30, 2004 and the Second Amendment and Supplement dated as of January
18, 2005.
A. Employee currently serves as Executive Vice President of Operations of ACL.
B. The Company and Employee desire to Amend the terms of the Agreement and
to continue their relationship under the Agreement as modified by the provisions of this
Amendment.
In consideration of the foregoing, the mutual covenants herein contained and the mutual
benefits herein provided, the Company and Employee hereby agree to amend the Agreement as
follows:
1. To the extent any payments made under the Agreement are due upon
termination and exceed the amount permitted to be paid pursuant to the provisions of
Section 409A, without the imposition of a tax under 409A, of the Internal Revenue
Code, payments shall be deferred for six (6) months following employee’s termination
and shall include all amounts due and payable under the Agreement, and shall be
inclusive of any claims made with respect to severance and shall further be excluded
from inclusion for purposes of determining the Company’s contribution to the 401K plan
in which the Employee may participate. Further, it is agreed that any payments
referenced in this Agreement could be subject to any delay or adjustment reasonably
determined by the Company to be necessary to comply with the requirements of Section
409A of the Internal Revenue Code or applicable regulations.
2. Except as specifically amended by this Amendment, all of the provisions of
the Agreement and previous Amendments and Supplements shall remain unchanged and
continue in full force and effect.
3. This Amendment may be executed in one or more counterparts, each of which
shall be deemed an original but all of which shall constitute one and the same agreement.
AMERICAN COMMERCIAL LINES By: Xxxx X. Xxxxxx |
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/s/ Xxxx X. Xxxxxx | ||||
Title: Senior Vice President and General Counsel | ||||
EMPLOYEE By: W. N. Xxxxxxxx |
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/s/ W. N. Xxxxxxxx | ||||
Title: Executive Vice President of Operations | ||||