EXHIBIT 10.6
ATTACHMENT B
AGREEMENT
This AGREEMENT (the "Agreement"), entered into as of February 6, 1998, by
and between MARKET HUB PARTNERS, INC., a Delaware Corporation (the "Company"),
and XXXXX X. XXXXXX (the "Executive").
WITNESSETH:
WHEREAS, the Company and the Executive entered into an Employment Agreement
as of January 7, 1995 (the "Employment Agreement"); and
WHEREAS, Section 4.B, of the Employment Agreement relates to certain types
of bonus payments, inluding (i) a performance bonus, (ii) a special compensation
bonus and (iii) an incentive bonus based upon the increase in value of Market
Hub Partners, L.P., a Delaware limited partnership of which the Company is the
managing general partner and
WHEREAS, the parties hereto have agreed to an amount of consideration to be
paid to the Executive as full settlement of his rights under the Employment
Agreement, and are willing to enter into this Agreement upon the terms and
conditions specified herein;
NOW THEREFORE, in consideration of the promises, the terms and provisions
set forth herein, and other good and valuable consideration, the receipt and
sufficiency of which are hereby acknowledged, the parties hereto agree as
follows:
Section 1. PERFORMANCE AND SPECIAL COMPENSATION BONUS. The Company hereby
agrees to pay the Executive a lump-sum payment of $760,000 in anticipation of
the Executive's rights under Section 4.B.(1) and 4.B.(2) of the Employment
Agreement, relating to the Executive's eligibility for a performance bonus and
other special compensation. The parties agree that the lump-sum payment of
$760,000 shall have two components, consisting of (a) $608,000 attributable to
the Executive's performance for NE Hub Partners, L.P. relating to the
development of the planned natural gas storage facility and related brine
evaporation plant situated in Tioga County, Pennsylvania, and (b) $152,000
relating to the Executive's performance for the Grand Lacs Hub Partners, L.P.
and Mistex Hub Partners, L.P. subsidiaries of the Company. The $760,000 payment
due under this Section 1 shall be paid promptly following the execution of this
Agreement.
Section 2. VALUE INCENTIVE BONUS. The Company hereby agrees to pay the
Executive a lump-sum payment of $240,000 in full satisfaction of the Company's
obligation under Section 4.B.(3) of the Employment Agreement. The Parties agree
that this amount is attributable to the increase in value of the Xxxx Bluff Hub
Partners, L.L.C. and Xxxxx Hub Partners, L.L.C., subsidiaries of the Company.
The lump-sum payment of $240,000 pursuant to this Section 2 shall be paid
promptly following the execution of this Agreement.
Section 3. RELEASE OF CLAIMS. The Executive agrees that the amounts
payable pursuant to this Agreement are in full satisfaction of any obligation of
the Company remaining under the Employment Agreement, and that this Agreement
constitutes the entire agreement between the parties with respect to the subject
matter hereof and supersedes the Employment Agreement.
Section 4. GOVERNING LAW. This Agreement shall be governed by and
construed in accordance with the laws of the State of Texas (except that no
effect shall be given to any conflicts or law principles thereof that would
require the application of laws of another jurisdiction).
Section 5. HEADINGS. The headings of the sections contained in this
Agreement are for convenience only and shall not be deemed to control or affect
the meaning or construction of any provision of this Agreement.
Section 6. COUNTERPARTS. This Agreement may be executed in one or more
counterparts, each of which shall be deemed an original, but all of which
together shall constitute one and the same instrument.
EXHIBIT 10.6
Page 2
IN WITNESS WHEREOF, the undersigned have executed this Agreement as of the
date first above written.
MARKET HUB PARTNERS, INC.
By: __________________________________
/s/ XXXXX X. XXXXXX
Xxxxx X. Xxxxxx
