Senior Director Letter Agreement between McDonald's Corporation and Gordon C. Gray

Contract Categories: Human Resources › Employment Agreements
Summary

This agreement confirms that Gordon C. Gray will serve a second one-year term as a Senior Director of McDonald's Corporation, starting after the 2002 Annual Meeting. As a Senior Director, Mr. Gray may attend Board and certain Committee meetings without voting rights, can serve up to two one-year terms, and will receive compensation similar to Directors except for Committee meetings. He will also be indemnified by the company as per its By-Laws. The agreement is effective as of May 23, 2002.

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EX-10.(H) 5 dex10h.txt SENIOR DIRECTOR LETTER AGREEMENT - GORDON C. GRAY Exhibit (10)(h) Dated as of May 23, 2002 Mr. Gordon C. Gray BHP Billiton 120 Adelaide Street West Suite 2600 Toronto, Ontario M 5H 1W5 Canada Dear Gordon: This letter will acknowledge your agreement to serve for a second term as a Senior Director of McDonald's Corporation, effective immediately following the Company's 2002 Annual Meeting of Shareholders, held on May 23, 2002. As you know, your service as a Senior Director shall be at the pleasure of the Board on the following terms and conditions: . Senior Directors may attend Board meetings and meetings of Committees upon which they served at the time of their retirement as Directors, but shall not have the right to vote at any such meeting. . Senior Directors shall be designated annually for a one-year term, but may not serve more than two such one-year terms. . Senior Directors shall be compensated in the same manner as Directors, except that Senior Directors shall not be compensated for attending Committee meetings. . Senior Directors shall be expressly indemnified by resolution of the Board of Directors under the provisions of the Company's By-Laws. We thank you for your willingness to continue to share your advice and counsel with the Board and McDonald's management. Sincerely, /s/ Gloria Santona ------------------ Gloria Santona Senior Vice President, General Counsel and Secretary Accepted as of May 23, 2002 /s/ Gordon C. Gray - ---------------------------------- Gordon C. Gray