Southcross Energy Partners GP, LLC Non-Employee Director Compensation Arrangement
This agreement outlines the compensation for non-employee directors of Southcross Energy Partners GP, LLC. Non-employee directors receive annual cash retainers, additional fees for serving as committee chairpersons, payments for attending board and committee meetings, per diem compensation for special projects, and an annual equity grant in the form of common units of Southcross Energy Partners, L.P. Compensation is paid quarterly or per meeting, and the equity grant is based on the average market price of the units prior to April 1 each year.
Exhibit 10.12
Southcross Energy Partners GP, LLC
Non-Employee Director Compensation Arrangement
Directors of Southcross Energy Partners GP, LLC who are not officers, employees or paid consultants are entitled to be paid the following (pro-rated for time served):
1. An annual retainer of $50,000, to be paid quarterly in arrears;
2. An annual retainer of $10,000 for the Chairperson of the Audit Committee, to be paid quarterly in arrears;
3. An annual retainer of $5,000 for the Chairperson of the Compensation Committee of the Board, to be paid quarterly in arrears;
4. An annual retainer of $2,500 for the Chairperson of the Conflicts Committee of the Board, to be paid quarterly in arrears;
5. $1,500 for each Board meeting attended (whether in person or telephonically);
6. $1,200 for each Committee (Audit, Compensation or Conflicts) meeting attended (whether attended in person or telephonically);
7. A per diem amount for assistance with special projects, in an amount commensurate with the amount payable for attendance at Board or Committee meetings; and
8. An annual equity grant of common units of Southcross Energy Partners, L.P. (the “Partnership”) pursuant to the Partnership’s 2012 Long-Term Incentive Plan equivalent to $75,000 divided by the average of the closing daily sales price of the Partnership’s common units for the ten trading days immediately prior to April 1 of each year.
