Burger King 2009 Annual Report Download - page 125

Exhibit 10.51
AMENDED AND RESTATED EMPLOYMENT AGREEMENT
This AMENDED AND RESTATED EMPLOYMENT AGREEMENT (this “Agreement”) is entered into as of this 16 th day of December 2008 by and
between Burger King Corporation, a Florida corporation (together with any successor thereto, the “Company”), and John Chidsey (“Executive”).
WHEREAS, Executive commenced employment with the Company on March 1, 2004 (the “Commencement Date”); and
WHEREAS, Executive has served as the President and Chief Executive Officer of the Company pursuant to an Employment Agreement with the
Company, dated as of April 7, 2006 (as amended from time to time, the “Original Agreement”);
WHEREAS, the Company desires that Executive continue to serve the Company as the Chief Executive Officer on the terms and conditions set forth in
this Agreement; and
WHEREAS, the parties desire to enter into this Agreement setting forth the terms and conditions of Executive’s continued employment with the
Company as its Chief Executive Officer and desire that this Agreement shall supersede the Original Agreement;
NOW, THEREFORE, in consideration of the premises and the mutual covenants and promises contained herein and for other good and valuable
consideration, the Company and Executive hereby agree as follows:
1. Agreement to Employ. Upon the terms and subject to the conditions of this Agreement, the Company hereby agrees to continue to employ Executive,
and Executive hereby accepts such continued employment with the Company.
2. Amendment and Restatement of Original Agreement. This Agreement shall serve as a complete amendment and restatement of the Original
Agreement. All terms of the Original Agreement shall be superseded by the terms of this Agreement and, upon execution of this Agreement, the Original
Agreement shall be of no further force and effect.
3. Term of Employment. Unless Executive’s employment shall sooner terminate pursuant to Section 10, the Company shall employ Executive on the
terms and subject to the conditions of this Agreement for the term commencing on April 7, 2006 and ending on April 6, 2009 (the “Term”). Effective upon
the expiration of the Term and each Additional Term (as defined below), Executive’s employment hereunder shall be deemed to be automatically extended,
upon the same terms and conditions, for an additional period of three years (each, an “Additional Term”), in each such case, commencing upon the
expiration of the Term or the then current Additional Term, as the case may be, unless either party shall have given written notice to the other, at least six
(6) months prior to the expiration of the Term or such Additional Term, of its intention not to extend the Employment Period (as defined below) hereunder.
Executive’s Separation from Service (as defined below) with the Company pursuant to any such notice of non−extension delivered by the Company to
Executive shall occur upon expiration of the relevant Term or Additional Term (as applicable) and shall be deemed to constitute his Separation from
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