AMENDMENT TO EMPLOYMENT AGREEMENT
Exhibit 10.5
This Amendment to Employment Agreement (this “Amendment”) is entered into between Waste
Management, Inc. (the “Company”) and Xxxxx X. Xxxxxxx (“Executive”), effective as of January 1,
2011.
WHEREAS, the Company and the Executive have previously entered into that certain Employment
Agreement dated July 13, 2007, as amended (the “Agreement”); and
WHEREAS, Section 18 of the Agreement provides that the Agreement may be amended only by a
written agreement signed by the parties to the Agreement;
NOW, THEREFORE, the parties hereto hereby approve and adopt this Amendment to the Agreement as
follows:
1. The text of Section 4(b) of the Agreement is deleted and the following language is placed
in lieu thereof:
“(b) Annual Bonus. Executive will continue to participate in the Company’s
annual incentive compensation plan, as established by the Management
Development and Compensation Committee of the Board (the “Compensation
Committee”) from time to time. Beginning January 1, 2011 and continuing for
the remainder of the Employment Period, Executive’s target annual bonus will
be seventy-five percent (75%) of his Base Salary in effect for such year
(the “Target Bonus”), and his actual annual bonus may range from 0% to 150%
of Base Salary (i.e., a maximum possible bonus of two times the Target
Bonus). The amount of such annual bonus, if any, will be based upon (i) the
achievement of certain financial performance goals, as may be established
and approved by the Compensation Committee, and (ii) the achievement of
personal performance goals as may be established by Executive’s immediate
supervisor.”
2. Except as amended, the Agreement shall remain in full force and effect in accordance with
its terms.
IN WITNESS WHEREOF, the parties have duly executed this Amendment effective as of the date
first specified above.
| /s/ Xxxxx X. Xxxxxxx
|
| WASTE MANAGEMENT, INC. | ||||||
| By: | /s/ Xxxxx X. Xxxxxxx
|
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| Chief Executive Officer | ||||||
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