Amendment of Employment Agreement with Dennis J. Tietz, Chief Executive Officer

Exhibit 10.53

AMENDMENT TO SERVICE AGREEMENT

     THIS AMENDMENT TO SERVICE AGREEMENT (the “Amendment”), made as of this 8th day of July, 2005, by and between Cronos Containers Limited, a company incorporated in England and whose registered office is at the Ice House, Dean Street, Marlow, Buckinghamshire SL7 3AB, England (“Employer”), and John C. Kirby of Buckinghamshire, England (“Employee”),

W I T N E S S E T H:

     WHEREAS, Employer and Employee entered into a Service Agreement, dated as of February 29, 2000, as amended December 17, 2001, November 5, 2002, November 4, 2003, and May 28, 2004 (hereinafter, the “Service Agreement”); and

     WHEREAS, pursuant to clauses 2.1 and 2.2 of the Service Agreement, Employer agreed to employ Employee, and Employee agreed to serve in the employ of the Employer, on an exclusive and full-time basis, as the Senior Vice President – Operations of Employer, until November 30, 2005, subject to earlier termination pursuant to the provisions of the Service Agreement; and

     WHEREAS, Employer and Employee desire to extend the term of the Service Agreement; and

     WHEREAS, Employer and Employee desire to clarify the severance payable to Employee in the event of his termination of employment without cause;

     NOW, THEREFORE, in consideration of the mutual covenants herein contained Employer and Employee hereto agree as follows:

     1. Extension of Term of Service Agreement. Employer agrees to employ the Employee, and the Employee agrees to serve in the employ of the Employer, on an exclusive and full-time basis, in the position identified for Employee in the Service Agreement, subject to the supervision and direction of that person or persons set forth in the Service Agreement, until November 30, 2006, unless such period is sooner terminated by either party giving the other not less than three (3) months written notice subject to the provisions of clauses 13.1 or 13.3 of the Service Agreement.

     2. Severance Payment.

          (a) In the event of the termination of Employee under the Service Agreement without cause, or the failure by Employer without cause to extend the term of the Service Agreement on or prior to the expiration of the term of the Service Agreement, then, conditional upon the Employee entering into a Compromise Agreement in the form attached as Appendix A, the Employee shall be paid an amount equal to the greater of (i) Employee’s salary under the Service Agreement for the balance of the term of the Service Agreement, or (ii) an amount equal to the product obtained by multiplying

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Exhibit 10.53

the Employee’s monthly salary at the time of termination by the number of years, not to exceed twenty-four (24) (the “Multiplier”), that the Employee has worked for Employer (and any affiliate of Employer).

          (b) For purposes of this Section 2, a termination for “cause” refers to a termination based upon the non-performance of, or willful misconduct in the performance of, Employee’s duties to Employer, or to willful misconduct of Employee amounting to moral turpitude, so as to affect his ability to adequately perform services on behalf of Employer and/or in any circumstances in which the Company could dismiss the Employee without notice pursuant to clause 13.3 of the Service Agreement.

          (c) No severance shall be payable by Employer to Employee if Employee resigns his employment with Employer.

          (d) Any severance payable hereunder shall be paid to Employee within thirty (30) days of his termination of employment.

          (e) The severance payable to Employee under this Section 2 is in substitution of any severance payable to Employee under any severance policy of Employer, and no severance shall be payable to Employee separate and apart from the severance payable to Employee under this Section 2 and Section 3 hereof.

     3. Severance Benefit – Medical.

          (a) In the event that Employee’s employment with Employer terminates under circumstances that would entitle him to the payment of severance under Section 2 of this Amendment (including but without limitation the condition to enter into a legally binding compromise in the terms of the draft at Appendix A), and, at the time of termination, Employer is providing Employee with the benefit of private medical insurance, then and in such event Employer shall continue to pay the insurance premium on behalf of Employee in respect of the private medical insurance scheme (“Scheme”) for that number of months equal to the Multiplier for as long as such benefits are able to be made on behalf of the Employee under the scheme. In the event that Employer terminates its participation in the Scheme or any benefit thereof (e.g., dental or vision) that was available to and in which Employee was participating at the time that Employee’s employment with Employer was terminated, then and in such event Employer shall pay to Employee within thirty (30) days of termination of such coverage, an amount equal to the premium paid by Employer in respect of the Employee for such cover for the month prior to his termination, multiplied by the number of remaining months Employer would have reimbursed Employee under this Section 3(a) had Employer not terminated its participation in the Scheme (or any benefit thereof).

          (b) If, after termination of employment by Employer, Employee is receiving private medical insurance cover under the Scheme, and private medical insurance cover is available to Employee from another company or entity, then and in such event (i) Employee shall notify Employer that such private medical insurance cover is available to Employee from another company or entity, and (ii) Employer’s

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Exhibit 10.53

obligation to provide further premiums to Employee will terminate with effect from the date that Employee is entitled to receive such cover.

          (c) Nothing in this Section 3 or in this Amendment shall require Employer to continue to provide private medical insurance cover for its employees generally, including Employee, or to continue to maintain the current level and amount of coverage.

     4. Payment of Severance Benefits Conditional Upon Release. For the avoidance of doubt, neither the payments nor benefits described in Sections 2 and 3 above will become due or payable unless and until the Employer receives a validly executed Compromise Agreement in the terms set out in the draft at Appendix A and a duly signed Legal Adviser’s Certificate.

     5. Continuance in Force of Service Agreement. Other than as specifically amended hereby, the terms and provisions of the Service Agreement shall remain in full force and effect.

     IN WITNESS WHEREOF, the Employer and the Employee have signed this Amendment, effective as of the day and year first above written.

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APPENDIX A

Form of Compromise Agreement

Without Prejudice and Subject to Contract

COMPROMISE AGREEMENT

This Agreement is made the          day of                    200_

B E T W E E N:

BACKGROUND:

IT IS AGREED AS FOLLOWS:-

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he has instructed the Adviser who is referred to in paragraph 10 to advise whether he has or may have any Statutory Claims (as defined in paragraph 6.5) against the Company, any Group Company, or any of its or their partners, shareholders, officers, employees or agents arising out of or in connection with his employment by the Company and its termination; and

he has provided the Adviser with whatever information is in his possession to enable the Adviser to advise whether he has or may have any such Statutory Claims; and

he, having had legal advice from the Adviser, may have Specified Claims for [damages for wrongful dismissal or other breach of contract, compensation for unfair dismissal, including any basic or compensatory award, redundancy payments statutory or contractual or otherwise, to include the statutory sum of £[ ], unlawful deduction of wages, unlawful detriment on health and safety grounds, a protective award, breach of the Employment Rights Act 1996, the Employment Act 2002, the National Minimum Wage Act 1998, the Equal Pay Act 1970, the Data Protection Act 1998, the Sex Discrimination Act 1975, the Race Relations Act 1976, the Disability Discrimination Act 1995, the Transfer of Undertakings (Protection of Employment) Regulations 1981, the Working Time Regulations 1998, the Trade Union and Labour Relations (Consolidation) Act 1998, the Employment Relations Act 1999, Transitional Information and Consultation of Employees Regulations 1999, the Part time Workers (Prevention of Less Favourable Treatment) Regulations 2001, the Fixed-Term Employees (Prevention of Less Favourable Treatment) Regulations 2002, the Fixed-Term Employees (Prevention of Less Favourable Treatment) Regulations 2002, the Employment Equality (Religion or Belief) Regulations 2003, the Employment Equality (Sexual Orientation) Regulations 2003, the Employment Act 2002 (Dispute Resolution) Regulations 2004 and any claims in respect of which a Conciliation Officer is authorised to act [Adviser to delete unnecessary claims] against the Company, any Group Company, or its officers or employees (the “Specified Claims”), which have been raised with or notified to the Company and he, having had legal advice from the Adviser, has no Statutory Claims other than those referred to in this paragraph 5.1(c) against the Company, any Group Company or any of its or their partner, shareholders, officers, employees or agents, arising out of or in connection with his employment with the Company and its termination.

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all other claims and rights of action (whether under common law or otherwise) in any jurisdiction in the world, howsoever arising (including but not limited to contractual claims and tortious claims), which the Employee (or anyone on his behalf) has or may have against the Company, any Group Company, or and of its or their partners, officers, shareholders, employees or agents arising from or connected with the Employee’s employment by the Company, its termination and any other matter concerning the Company or any Group Company whether such claims are known or unknown to the Company and/or the Employee and whether or not they are or could be in the contemplation of the Company and the Employee at the signature of this Agreement, including claims which as a matter or law do not at the date of this Agreement exist and whose existence cannot currently be foreseen with the exception that this paragraph 6.3 shall not apply to any pensions benefits which have accrued to the Employee up to the Termination Date, or to any claims for damages for personal injury relating to the Employee but not for any claims of compensation or damages for personal injury which may be brought pursuant to discrimination legislation.

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This Agreement although marked “without prejudice” and “subject to contract” will upon signature by the Company and the Employee be treated as an open document evidencing an agreement binding on the Company and the Employee.

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[TO BE TYPED ON HEADED PAPER]

SCHEDULE 1

I, [          ] of [          ] Solicitors confirm that I have given independent legal advice to John Kirby of [Buckinghamshire, England] as to the terms and effect of the above Agreement and in particular the effect on his ability to pursue his rights before an Employment Tribunal.

I confirm that I am a Solicitor of the Supreme court holding a current Practice certificate and at the time I gave such advice there was in force a contract of insurance being a “contract of insurance” such as is referred to in Section 203(3)(d) of the Employment Rights Act 1996 (as amended) covering the risk of a claim by John Kirby in respect of any loss arising in consequence of that advice.

[          ] Solicitors

[Address]