1. | Term of Employment. Section 2(a) of the Agreement is amended to provide that the term of the Agreement, and therefore Schwartz’s employment with the Company, shall terminate on September 30, 2019 (the “Termination Date”). Schwartz hereby waives any right or entitlement he may have had, if any, under the Agreement to receive pay in lieu of notice and severance pay upon the termination of his employment on the Termination Date. |
2. | Location. Section 2(c) of the Agreement is amended to change the word “Oakville” to “Toronto” where it appears in such Section 2(c). |
3. | Annual Incentive Compensation. Section 4 of the Agreement is deleted in its entirety and replaced with the following: |
4. | Tax Equalization and Tax Preparation. The tax equalization and tax preparation obligations of the Company described in Section 6(a) and Section 6(b) of the Agreement shall survive termination of the Employment Agreement, including but not limited to equalization for taxes assessed on exercises or settlements of employment-based equity compensation granted to Schwartz by the Company during the term of his employment with the Company or any of its Affiliates. |
5. | Notices. Section 15(g) of the Agreement is amended to change the Company’s notice and copy addresses to the following: Restaurant Brands International Inc., 130 King Street West, Suite 300, Toronto, Ontario, Canada MX5 1E1. Notices to the Company shall be sent to the attention of the Chief People Officer, and copies of notices to the Company shall be sent to the attention of the General Counsel. |
6. | Miscellaneous. All provisions of the Agreement not modified by this Amendment remain in full force and effect. This Amendment may be executed in any number of counterparts, each of which shall be deemed to constitute an original and all of which shall be deemed to constitute one and the same instrument. Whenever possible, each provision of this Amendment will be interpreted in such manner as to be effective and valid under applicable law, but if any provision of this Amendment is held to be prohibited by or invalid under applicable law, such provision will be ineffective only to the extent of such prohibition or invalidity, without invalidating the remainder of such provision or the remaining provisions of this Amendment. |
DANIEL SCHWARTZ Signature: /s/ Daniel Schwartz Print Name: Daniel Schwartz Date: January 23, 2019 | THE TDL GROUP CORP. By: /s/ Jill Granat Name: Jill Granat Title: Secretary Date: January 23, 2019 |