{"id":39131,"date":"2015-09-17T11:25:58","date_gmt":"2015-09-17T16:25:58","guid":{"rendered":"https:\/\/content.findlaw-admin.com\/ability-legal\/contracts\/uncategorized\/employment-agreement-enron-international-inc-and-rodney-l.html"},"modified":"2015-09-17T11:25:58","modified_gmt":"2015-09-17T16:25:58","slug":"employment-agreement-enron-international-inc-and-rodney-l","status":"publish","type":"corporate_contracts","link":"https:\/\/corporate.findlaw.com\/contracts\/compensation\/employment-agreement-enron-international-inc-and-rodney-l.html","title":{"rendered":"Employment Agreement &#8211; Enron International Inc. and Rodney L. Gray"},"content":{"rendered":"<pre>\n            SECOND AMENDMENT TO EMPLOYMENT AGREEMENT\n\n\n     This Agreement, entered into and made effective as of\nJanuary 1, 1995, by and between Enron International Inc.\n('Company'), a Delaware corporation having its headquarters\nat 1400 Smith Street, Houston, Texas 77002, and Rodney L.\nGray ('Employee'), an individual residing in Houston, Texas,\nis an amendment to that certain Employment Agreement between\nthe parties entered into and made effective as of July 1,\n1993 (the 'Employment Agreement').\n\n     WHEREAS, the parties desire to amend the Employment\nAgreement to provide for assignment of the Employment\nAgreement by Company to, and the assumption of the\nEmployment Agreement by, Enron Capital &amp; Trade Resources\nCorp. ('ECT'), and to make other amendments to the\nEmployment Agreement as provided herein;\n\n     NOW, THEREFORE, for and in consideration of the mutual\ncovenants contained herein, the parties agree as follows:\n\n1.   The Employment Agreement is assigned by Company to, and\nassumed by, ECT.  Any reference to the 'Company' in the\nEmployment Agreement shall mean ECT.  Employee consents to\nsuch assignment and assumption, and releases Company from\nevery obligation under the Employment Agreement.  ECT\nassumes every obligation of Company under the Employment\nAgreement.\n\n2.   Any references to the Earnings Target of Company at\nArticle 2, Section 2.6 of the Employment Agreement, shall\nmean the Earnings Target of ECT's International Operations.\nAny contingent grants and acceleration of vesting provided\nfor in Article 2, Sections 2.6 and 2.7 of the Employment\nAgreement shall be based on the earnings targets of ECT's\nInternational Operations.\n\n3.   A new Section 2.8 shall be added to Article 2 of the\nEmployment Agreement as follows:\n\n     '2.8.  Any grants of Options (restricted or\n     unrestricted), under and pursuant to the terms and\n     provisions of the Enron Corp. 1991 Stock Plan, granted\n     prior to the formation of Enron Global Power &amp; Pipelines L.L.C., any contingent restricted shares to\n     be granted in the future under the Employment Agreement\n     and any benefits provided to Employee under the Enron\n     Executive Compensation Program, shall be provided by\n     ECT in accordance with the terms and provisions of the\n     Employment Agreement and any amendments thereto.'\n\n\n     This Agreement is the second amendment to the\nEmployment Agreement, and the parties agree that all other\nterms, conditions and stipulations contained in the\nEmployment Agreement shall remain in full force and effect\nand without any change or modification, except as provided\nherein.\n\n     IN WITNESS WHEREOF, the parties have duly executed this\nAgreement as of the date first above written.\n\nENRON INTERNATIONAL INC.\n\nBy:  PEGGY B. MENCHACA\nName:  Peggy B. Menchaca\nTitle:  Vice President &amp; Secretary\n\n\nENRON CAPITAL &amp; TRADE RESOURCES CORP.\n\nBy:  MARK E. HAEDICKE\nName:  Mark E. Haedicke\nTitle:    Managing Director\n\n\nRODNEY L. GRAY\n\nRODNEY L. GRAY\n\n\n                                               Exhibit 10.31\n                     COMPENSATION AGREEMENT\n\n     This Agreement, entered into and made effective as of\nMarch 17, 1995, by and between Enron Capital &amp; Trade\nResources Corp. ('ECT' or 'Company'), a Delaware corporation\nhaving its headquarters at 1400 Smith Street, Houston, Texas\n77002, Enron Global Power &amp; Pipelines L.L.C. ('EPP'), a\nDelaware limited liability company, having its headquarters\nat 1400 Smith Street, Houston, Texas 77002, and Rodney L.\nGray ('Employee'), an individual residing in Houston, Texas,\nis entered into the 17th day of March, 1995, and made\neffective as of March 17, 1995 (the 'Compensation\nAgreement').\n\n     WHEREAS, the parties desire to provide for assignment\nand allocation of total base salary of Employee under the\nEmployment Agreement dated July 1, 1993 between ECT and\nEmployee to EPP dependent upon the amount of time Employee\ndedicates to activities of EPP.\n\n     NOW, THEREFORE, in consideration thereof and of the\nmutual covenants contained herein, the parties agree as\nfollows:\n\n1.   EPP shall pay up to two-thirds (2\/3) of Employee's\ntotal base salary plus associated benefits and payroll\ntaxes, as described in the Employment Agreement between ECT\nand Employee, dependent upon the amount of time Employee\ndedicates to activities to EPP.  In the event Employee\nspends less than two-thirds (2\/3) of his time on EPP, ECT\nshall reimburse EPP for the percentage of time Employee\nspent on non-EPP activities.\n\n2.   Employee shall be eligible to participate in the EPP\nAnnual Incentive Plan and the EPP 1994 Share Option Plan.\n\n     IN WITNESS WHEREOF, the parties have duly executed this\nAgreement as of the date first above written.\n\nENRON CAPITAL &amp; TRADE              ENRON GLOBAL POWER &amp; RESOURCES CORP.                     PIPELINES L.L.C.\n\nBy:  MARK E. HAEDICKE              By:  PEGGY B. MENCHACA\nName:  Mark E. Haedicke            Name:  Peggy B. Menchaca\nTitle: Managing Director           Title:  Vice President  &amp; Secretary\n\nRODNEY L. GRAY\n\nRODNEY L. GRAY\n\n\n                                               Exhibit 10.31\n\n        SECOND AMENDMENT TO ENRON CORP. NOTICE OF GRANT\n              OF STOCK OPTION AND GRANT AGREEMENT\n\n\n     This Agreement, made and entered into on this 1st day\nof January, 1995, by and between Enron Corp. ('Enron'), a\nDelaware corporation having its headquarters at 1400 Smith\nStreet, Houston, Texas 77002, and Rodney L. Gray,\n('Employee'), an individual residing in Houston, Texas, is\nan amendment to that certain Enron Corp. Notice of Grant of\nStock Option and Grant Agreement between the parties\neffective June 21, 1993 (the 'Stock Option and Grant\nAgreement').\n\n     WHEREAS, the parties desire to amend the Stock Option\nand Grant Agreement;\n\n     NOW THEREFORE, in consideration thereof and of the\nmutual covenants contained herein, the parties agree as\nfollows:\n\n1.   All references to Enron International Inc. in the Stock\nOption and Grant Agreement are deleted in their entirety and\nEnron Capital &amp; Trade Resources Corp. ('ECT') International\nOperations is substituted in its place.\n\nThis Agreement is the second amendment to the Stock Option\nand Grant Agreement, and the parties agree that all other\nterms, conditions and stipulations contained in the Stock\nOption and Grant Agreement shall remain in full force and\neffect and without any change or modification, except as\nprovided herein.\n\n     IN WITNESS WHEREOF, the parties have duly executed this\nAgreement as of the date first above written.\n\nENRON CORP.                                  RODNEY L. GRAY\n\n\nBy:   CHARLES A. LE MAISTRE                   RODNEY L. GRAY\nTitle:  Chairman, Compensation Committee,     Employee\n     Enron Corp. Board of Directors\n\n\n\n<\/pre>\n","protected":false},"template":"","meta":{"_acf_changed":false,"_stopmodifiedupdate":true,"_modified_date":"","_cloudinary_featured_overwrite":false},"corporate_contracts_companies":[7454],"corporate_contracts_industries":[9535],"corporate_contracts_types":[9539,9544],"class_list":["post-39131","corporate_contracts","type-corporate_contracts","status-publish","hentry","corporate_contracts_companies-enron-corp","corporate_contracts_industries-utilities__gas","corporate_contracts_types-compensation","corporate_contracts_types-compensation__employment"],"acf":[],"_links":{"self":[{"href":"https:\/\/corporate.findlaw.com\/legal-api\/wp-json\/wp\/v2\/corporate_contracts\/39131","targetHints":{"allow":["GET"]}}],"collection":[{"href":"https:\/\/corporate.findlaw.com\/legal-api\/wp-json\/wp\/v2\/corporate_contracts"}],"about":[{"href":"https:\/\/corporate.findlaw.com\/legal-api\/wp-json\/wp\/v2\/types\/corporate_contracts"}],"wp:attachment":[{"href":"https:\/\/corporate.findlaw.com\/legal-api\/wp-json\/wp\/v2\/media?parent=39131"}],"wp:term":[{"taxonomy":"corporate_contracts_companies","embeddable":true,"href":"https:\/\/corporate.findlaw.com\/legal-api\/wp-json\/wp\/v2\/corporate_contracts_companies?post=39131"},{"taxonomy":"corporate_contracts_industries","embeddable":true,"href":"https:\/\/corporate.findlaw.com\/legal-api\/wp-json\/wp\/v2\/corporate_contracts_industries?post=39131"},{"taxonomy":"corporate_contracts_types","embeddable":true,"href":"https:\/\/corporate.findlaw.com\/legal-api\/wp-json\/wp\/v2\/corporate_contracts_types?post=39131"}],"curies":[{"name":"wp","href":"https:\/\/api.w.org\/{rel}","templated":true}]}}