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EXHIBIT 10.30
SECOND AMENDMENT TO
EMPLOYMENT AND
STOCK OWNERSHIP AGREEMENT
UNITED STATES OF AMERICA
BY AND BETWEEN
STATE OF LOUISIANA
ENERGY PARTNERS, LTD.
PARISH OF ORLEANS
AND
[NAME OF EMPLOYEE]
THIS SECOND AMENDMENT TO EMPLOYMENT AND STOCK OWNERSHIP
AGREEMENT (this "Second Amendment") is entered into in New Orleans, Louisiana on
this 29th day of September, 2000, by and between [Name of Employee], an
individual of the full age of majority domiciled in the Parish of Orleans, State
of Louisiana (hereinafter called "Employee"), and Energy Partners, Ltd., a
corporation organized and existing under the laws of the State of Delaware
(hereinafter called the "Company"), represented herein by its duly authorized
President, ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇.
WHEREAS, Employee and the Company entered into that certain
Employment and Stock Ownership Agreement dated June 5, 1998;
WHEREAS, Employee and the Company entered into that certain
First Amendment to Employment and Stock Ownership Agreement dated November 17,
1999;
WHEREAS, Employee entered into a Stockholder Agreement dated
November 17, 1999, by and among the Company, Employee and the other shareholders
of the Company named therein;
WHEREAS, concurrent with the execution hereof, Employee is
entering into a First Amendment to Stockholder Agreement dated September 29,
2000 ("First Amendment"), by and among the Company, Employee and the other
shareholders of the Company named therein;
NOW, THEREFORE, the parties agree as follows:
1. The definition of "Stockholder Agreement" contained in
Section 2.2 shall mean such Stockholder Agreement as amended by the First
Amendment.
2. Section 2.7 is amended by adding the following at the end
thereof:
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"; provided further, however, if the Employee's employment
terminates as contemplated in this Section 2.7 other than in the
circumstances set forth in the immediately preceding proviso, the
number of Shares that may be acquired as set forth in Section 2.12
shall, depending on the date the Employee's employment terminates,
be equal to the number of Shares owned by Employee on the date of
this Second Amendment multiplied by the following fraction:
Fraction
of Shares Date of Termination
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3/4 On or after date of consummation of
Qualifying Public Offering and before
first anniversary of Qualifying Public
Offering
1/2 On or after first anniversary
of Qualifying Public Offering
and before second anniversary
of Qualifying Public Offering
1/4 On or after second anniversary
of Qualifying Public Offering
and before third anniversary
of Qualifying Public Offering
0 On or after third anniversary of
Qualifying Public Offering
3. This Second Amendment shall become effective upon
consummation of a Qualifying Public Offering.
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IN WITNESS WHEREOF, the parties hereto have set forth their
hand on the day, month and year first above written in multiple originals, each
of which shall have the same force and effect as if it were the same original.
WITNESSES: ENERGY PARTNERS, LTD.
By:
Name: Name: ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇
Title: President
Name:
WITNESSES:
By:
Name: Name:
Name:
WITNESSES: ACKNOWLEDGED AND AGREED
TO THE TERMS HEREOF:
By:
Name: Spouse
Name: