FIRST AMENDMENT TO EMPLOYMENT AGREEMENT
This FIRST AMENDMENT TO EMPLOYMENT AGREEMENT (this Amendment), dated effective as of June 1, 2020, is by and among DNOW L.P., a Delaware limited partnership (the Company) and Dick Alario (Executive or You). The Company and Executive may be referred to herein individually as Party and collectively as the Parties.
WHEREAS, the Company and Executive entered into an Employment Agreement dated November 1, 2019 (the Employment Agreement);
WHEREAS, Executive is employed as Chief Executive Officer (CEO) on an interim basis until the Company hires a permanent CEO;
WHEREAS, now that the Company is hiring a new CEO, the Parties have agreed that Executive will no longer be CEO; however, in lieu of resigning from the Company, Executive agrees to accept the position of Executive Vice Chairman; and
WHEREAS, the Parties now intend to amend the Employment Agreement in accordance with the terms hereof.
NOW, THEREFORE, for and in consideration of this Amendment and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Parties hereto agree to amend the terms of the Employment Agreement as more particularly set forth below:
1. Title/Reporting Relationship. Paragraph 2 of the Employment Agreement is hereby amended and replaced in its entirety with the following:
Executives title is Executive Vice Chairman, and you will report to the Board of Directors of NOW Inc.
2. Base Compensation. Paragraph 6 of the Employment Agreement is hereby amended and replaced in its entirety with the following:
Executives base compensation will be $650,000.00 per year (the Base Compensation). Base Compensation will be payable while you are employed hereunder in accordance with the Companys payroll policies in effect from time to time, subject to such payroll and withholding deductions as may be required by law and, if applicable, other deductions (consistent with the Companys policy for all employees) relating to your election to participate in the Companys incentive, savings, retirement and other employee benefit plans.