Common use of Non-Competition; Nonsolicitation Clause in Contracts

Non-Competition; Nonsolicitation. During the Term, and in the event that the Executive’s employment is terminated for any reason, then for a period of two (2) years (the “Restrictive Period”) following the Date of Termination the Executive shall be prohibited from working (as an employee, consultant, advisor, director or otherwise) for, engaging in or acquiring or investing in any business having assets engaged in (or actively considering engagement in) the following businesses in New England and other jurisdictions in which the Company and/or Global is conducting business as of the Date of Termination (the “Restricted Businesses”): (i) wholesale and/or retail marketing, sale, distribution and transportation of refined petroleum products, crude oil, renewable fuels (including ethanol and bio-fuels), natural gas liquids (including ethane, butane, propane and condensates), natural gas, compressed natural gas and liquefied natural gas; (ii) the storage of refined petroleum products and/or any of the other products identified in clause (i) of this paragraph in connection with any of the activities described in said clause (i); (iii) the sale of convenience store items and sundries and related food service and (iv) bunkering, unless the Chief Executive Officer of the Company and the Board approve such activity. During the Restrictive Period, the Executive also shall not directly or indirectly solicit any employees, contractors, vendors, suppliers or customers of the Company or Global to cease to be employed by or otherwise do business with the Company or Global, or to reduce the same, or to be employed or otherwise do business with any Restricted Business. Notwithstanding any provision of this Amendment to the contrary, the Executive may own up to 3% of a publicly traded entity that is engaged in one or more of the Restricted Businesses. If any court determines that any of the provisions of this Amendment are invalid or unenforceable, the remainder of such provisions shall not thereby be affected and shall be given full effect without regard to the invalid provisions. If any court construes any of the provisions of this Amendment, or any part thereof, to be unreasonable because of the duration of such provision or the geographic scope thereof, such court shall have the power to reduce the duration or restrict the geographic scope of such provision and to enforce such provision as so reduced or restricted. Notwithstanding the foregoing or any other provision of this Agreement, nothing in this Amendment shall limit the Executive’s ability to perform services in any capacity or invest in any of the following: (i) money management firm; (ii) investment partnership; (iii) investment or private equity firm; or (iv) private equity or other investment fund; except that if any such firm, partnership or fund referenced in subsections (i) through (iv) contemplates or makes direct investments in Global or in any Restricted Business, the Executive must recuse himself and may not personally, in any respect, be actively involved, actively participate, or directly invest, and must fully comply with the provisions of Section 15 of this Agreement. Any restrictions on the Executive otherwise prohibited under this Amendment may be waived only by express written permission of the Conflicts Committee of the Company’s Board of Directors. EXHIBIT A Short-Term Annual Cash Incentive Plan The Executive shall participate in an annual short-term cash incentive plan with 50% of any cash incentive amounts earned for a fiscal year to be determined based upon the achievement of financial metrics established by the Company’s Compensation Committee (the “financial metrics”) and 50% of such cash incentive amounts to be determined at the discretion of the Company’s Compensation Committee. The annual “award target” cash incentive amount shall be $265,000, and the annual maximum cash incentive amount that may be awarded shall be $530,000. The Company’s Compensation Committee may also establish threshold financial metrics required to be met for any cash incentive amount to be awarded, and a formula for the amount of the cash incentive that will be awarded relative to the amount by which the financial metrics threshold are or are not met or exceeded. The targets, metrics (including any thresholds) and formula will be established by the Company’s Compensation Committee in the first calendar quarter of each fiscal year. Any amounts earned or awarded under any short-term cash incentive plan shall be paid within 2 and ½ months of the end of the fiscal year for which the cash incentives were earned or awarded. EXHIBIT B Long-Term Equity-Based Incentive Plan Performance-Restricted Units Executive shall be eligible to participate in the Company’s Long-Term Equity-Based Incentive Plan (the “Plan”) throughout the Term of the Employment Agreement. The Company’s Compensation Committee shall determine whether and in what amounts to grant the Executive Performance-Restricted Units, Phantom Units or some functional equivalent of Global Partners LP, and shall establish the terms and conditions of such grants, including the timing of the grants, the vesting periods, if any, and any applicable milestones, all in accordance with the Plan and in compliance with Section 409A of the Code and any successor statute, regulation or guidance thereunder.

Non-Competition; Nonsolicitation. During the Term, and in the event that the Executive’s employment is terminated for any reason, then for a period of two one (21) years year following the Date of Termination (the “Restrictive Period”) following the Date of Termination ), the Executive shall be prohibited from working (as an employee, consultant, advisor, director or otherwise) for, engaging in or acquiring or investing in any business having assets engaged in (or actively considering engagement in) the following businesses in New England and the other jurisdictions in which the Company and/or Global Partnership Group is conducting business as of the Date of Termination (the “Restricted Businesses”): (i) wholesale and/or or retail marketing, sale, distribution and transportation of refined petroleum products, crude oil, renewable fuels (including ethanol and bio-fuelsbiofuels), and natural gas liquids (including ethane, butane, propane and condensates), natural gas, compressed natural gas and liquefied natural gas; (ii) the storage of refined petroleum products and/or any of the other products identified in clause (i) of this paragraph in connection with any of the activities described in said clause (i); (iii) the retail sale of convenience store items and sundries and related food service and service, whether or not related to the retail sale of refined petroleum products including, without limitation, gasoline; (iv) bunkering; and (v) any other business in which the Company or its Affiliates (a) becomes engaged during the period Executive is employed by the Company or any of its Affiliates, unless the Chief Executive Officer or (b) is preparing to become engaged as of the time that Executive’s employment with the Company or any of its Affiliates ends and, with respect to parts (a) and (b) of this clause (v), the Board approve Executive has participated in or obtained Confidential Information about such activitybusiness or anticipated business. During the Restrictive Period, the Executive also shall not directly or indirectly solicit any employees, contractors, vendors, suppliers or customers of the Company or Global the Partnership Group to cease to be employed by or otherwise do business with the Company or Globalthe Partnership Group, or to reduce the same, or to be employed or otherwise do business with any Restricted Business. Notwithstanding any provision of this Amendment Annex I to Amended and Restated Employment Agreement (this “Annex I”) to the contrary, the Executive may own up to 3% of a publicly traded entity that is engaged in one or more of the Restricted Businesses. If any court determines that any of the provisions of this Amendment Annex I are invalid or unenforceable, the remainder of such provisions shall not thereby be affected and shall be given full effect without regard to the invalid provisions. If any court construes any of the provisions of this AmendmentAnnex I, or any part thereof, to be unreasonable because of the duration of such provision or the geographic scope thereof, such court shall have the power to reduce the duration or restrict the geographic scope of such provision and to enforce such provision as so reduced or restricted. Notwithstanding the foregoing or any other provision of this AgreementAnnex I, nothing in this Amendment Annex I shall limit the Executive’s ability to perform services in any capacity or invest in any of the following: (iI) money management firm; (iiII) investment partnership; (iiiIII) investment or private equity firm; or (ivIV) private equity or other investment fund; except that if any such firm, partnership or fund referenced in subsections (iI) through (ivIV) contemplates or makes direct investments in Global the Partnership Group or in any Restricted Business, the Executive must recuse himself and may not personally, in any respect, be actively involved, actively participate, or directly invest, and must fully comply with the provisions of Section 15 of this AgreementAnnex 1. Any restrictions on the Executive otherwise prohibited under this Amendment Annex I may be waived only by express written permission of the Conflicts Committee of the Company’s Board of Directors. EXHIBIT A Short-Term Annual Cash Incentive Plan The Executive shall participate in an annual short-term cash incentive plan with 50% of any cash incentive amounts earned for a fiscal year to be determined based upon the achievement of financial metrics established by the Company’s Compensation Committee (the “financial metrics”) and 50% of such cash incentive amounts to be determined at the discretion of the Company’s Compensation Committee. The annual “award target” cash incentive amount shall be $265,000, and the annual maximum cash incentive amount that may be awarded shall be $530,000. The Company’s Compensation Committee may also establish threshold financial metrics required to be met for any cash incentive amount to be awarded, and a formula for the amount of the cash incentive that will be awarded relative to the amount by which the financial metrics threshold are or are not met or exceeded. The targets, metrics (including any thresholds) and formula will be established by the Company’s Compensation Committee in the first calendar quarter of each fiscal year. Any amounts earned or awarded under any short-term cash incentive plan shall be paid within 2 and ½ months of the end of the fiscal year for which the cash incentives were earned or awarded. EXHIBIT B Long-Term Equity-Based Incentive Plan Performance-Restricted Units Executive shall be eligible to participate in the Company’s Long-Term Equity-Based Incentive Plan (the “Plan”) throughout the Term of the Employment Agreement. The Company’s Compensation Committee shall determine whether and in what amounts to grant the Executive Performance-Restricted Units, Phantom Units or some functional equivalent of Global Partners LP, and shall establish the terms and conditions of such grants, including the timing of the grants, the vesting periods, if any, and any applicable milestones, all in accordance with the Plan and in compliance with Section 409A of the Code and any successor statute, regulation or guidance thereunder.A

Non-Competition; Nonsolicitation. During the Term, and in the event that the Executive’s employment is terminated for any reason, then for (a) For a period of two five (25) years (from and after the “Restrictive Period”) following the Closing Date of Termination the Executive shall be prohibited from working (as an employee, consultant, advisor, director or otherwise) for, engaging in or acquiring or investing in any business having assets engaged in (or actively considering engagement in) the following businesses in New England and other jurisdictions in which the Company and/or Global is conducting business as of the Date of Termination (the “Restricted BusinessesPeriod”): ), neither Seller, Parent nor any of their Affiliates (collectively, the “Restricted Parties”) shall, directly or indirectly: (i) wholesale and/or retail marketing, sale, distribution and transportation of refined petroleum products, crude oil, renewable fuels within the Protected Territory (including ethanol and bio-fuelsas hereinafter defined), natural gas liquids own, manage, operate, join, control or participate in the ownership, management, operation or control of any entity that engages in, or that the Restricted Party knows intends to engage in, the jet aircraft passenger charter business conducted by Seller as of the Closing Date; provided, however, that the foregoing restriction shall not be deemed to prohibit Parent or Seller or any of their Affiliates from transporting passengers incidental to and as part of transporting cargo (including ethanee.g., butane, propane and condensates), natural gas, compressed natural gas and liquefied natural gastransporting technicians or surgical team members on a flight delivering organs for transplant) or from transporting passengers pursuant to Parent’s U.S. Department of Defense certification; (ii) the storage of refined petroleum products and/or solicit, retain as a consultant, interfere with or attempt to entice away from Buyer or any of its Affiliates, any employee of (or individual whose primary role and responsibilities relate to the other products identified Business conducted by) Seller who becomes a Transferred Employee; provided, however, that the foregoing restriction shall not apply to any Transferred Employee whose employment with the Buyer or its Affiliates is terminated by the Buyer or such Affiliate, unless Parent has Knowledge that such Transferred Employee was terminated by Buyer or such Affiliate for “cause,” in clause which case, such restriction shall extend for six (i6) months after the date of this paragraph in connection with any of the activities described in said clause (i); termination, or (iii) the sale of convenience store items and sundries and related food service and (iv) bunkeringsolicit, unless the Chief Executive Officer of the Company and the Board approve such activity. During the Restrictive Period, the Executive also shall not directly interfere with or indirectly solicit any employees, contractors, vendors, suppliers attempt to entice away from Buyer or customers of the Company or Global to cease to be employed by or otherwise do business with the Company or Global, or to reduce the same, or to be employed or otherwise do business with any Restricted Business. Notwithstanding any provision of this Amendment to the contrary, the Executive may own up to 3% of a publicly traded entity that is engaged in one or more of the Restricted Businesses. If any court determines that any of its Affiliates, any person, firm or corporation which has been or is during the provisions one-year period ending on the Closing Date a customer of this Amendment are invalid or unenforceable, the remainder of such provisions shall not thereby be affected and shall be given full effect without regard to the invalid provisions. If any court construes any of the provisions of this Amendment, or any part thereof, to be unreasonable because of the duration of such provision or the geographic scope thereof, such court shall have the power to reduce the duration or restrict the geographic scope of such provision and to enforce such provision as so reduced or restrictedSeller. Notwithstanding the foregoing foregoing, a Restricted Party shall not be deemed to have violated Section 15.01(a)(ii), if such Restricted Person (or any other provision Affiliate thereof) hires or interviews any Transferred Employee who (A) contacts such Restricted Person (or any Affiliate thereof) or a search firm retained by such Restricted Person (or any Affiliate thereof) on his or her own initiative without any direct or indirect solicitation by such Restricted Person (or any Affiliate thereof) or (B) responds to a general solicitation of this Agreement, nothing in this Amendment shall limit the Executive’s ability to perform services employment placed in any capacity or invest in any of the following: (i) money management firm; (ii) investment partnership; (iii) investment or private equity firm; or (iv) private equity or other investment fund; except that if any such firm, partnership or fund referenced in subsections (i) through (iv) contemplates or makes direct investments in Global or in any Restricted Business, the Executive must recuse himself and may not personally, in any respect, be actively involved, actively participate, or directly invest, and must fully comply with the provisions of Section 15 of this Agreement. Any restrictions on the Executive otherwise prohibited under this Amendment may be waived only by express written permission of the Conflicts Committee of the Company’s Board of Directors. EXHIBIT A Short-Term Annual Cash Incentive Plan The Executive shall participate in an annual short-term cash incentive plan with 50% of any cash incentive amounts earned for a fiscal year to be determined based upon the achievement of financial metrics established by the Company’s Compensation Committee (the “financial metrics”) and 50% of such cash incentive amounts to be determined at the discretion of the Company’s Compensation Committee. The annual “award target” cash incentive amount shall be $265,000, and the annual maximum cash incentive amount that may be awarded shall be $530,000. The Company’s Compensation Committee may also establish threshold financial metrics required to be met for any cash incentive amount to be awarded, and a formula for the amount of the cash incentive that will be awarded relative to the amount by which the financial metrics threshold are or are not met or exceeded. The targets, metrics (including any thresholds) and formula will be established by the Company’s Compensation Committee in the first calendar quarter of each fiscal year. Any amounts earned or awarded under any short-term cash incentive plan shall be paid within 2 and ½ months of the end of the fiscal year for which the cash incentives were earned or awarded. EXHIBIT B Long-Term Equity-Based Incentive Plan Performance-Restricted Units Executive shall be eligible to participate in the Company’s Long-Term Equity-Based Incentive Plan (the “Plan”) throughout the Term of the Employment Agreement. The Company’s Compensation Committee shall determine whether and in what amounts to grant the Executive Performance-Restricted Units, Phantom Units or some functional equivalent of Global Partners LP, and shall establish the terms and conditions of such grants, including the timing of the grants, the vesting periods, if any, and any applicable milestones, all in accordance with the Plan and in compliance with Section 409A of the Code and any successor statute, regulation or guidance thereunderpublication.

Non-Competition; Nonsolicitation. During the Term, and in the event that the Executive’s employment is terminated for any reason, then for a period of two (2) years (the “Restrictive Period”) following the Date of Termination Termination, the Executive shall be prohibited from working (as an employee, consultant, advisor, director or otherwise) for, engaging in or acquiring or investing in any business having assets engaged in (or actively considering engagement in) the following businesses in New England and other jurisdictions in which the Company and/or Global is its affiliates are conducting business as of the Date of Termination (the “Restricted Businesses”): (i) wholesale and/or retail marketing, sale, distribution and transportation of refined petroleum products, crude oil, renewable fuels (including ethanol and bio-fuels), natural gas liquids (including ethane, butane, propane and condensates), natural gas, compressed natural gas and liquefied natural gas; (ii) the storage of refined petroleum products and/or any of the other products identified in clause (i) of this paragraph in connection with any of the activities described in said clause (i); (iii) the sale of convenience store items and sundries and related food service service; and (iv) bunkering, unless the Chief Executive Officer of the Company and the Board approve such activity. During the Restrictive Period, the Executive also shall not directly or indirectly solicit any employees, contractors, vendors, suppliers or customers of the Company or Global to cease to be employed by or otherwise do business with the Company or Global, or to reduce the same, or to be employed or otherwise do business with any Restricted Business. Notwithstanding any provision of this Amendment to the contrary, the Executive may own up to 3% of a publicly traded entity that is engaged in one or more of the Restricted Businesses. If any court determines that any of the provisions of this Amendment are invalid or unenforceable, the remainder of such provisions shall not thereby be affected and shall be given full effect without regard to the invalid provisions. If any court construes any of the provisions of this Amendment, or any part thereof, to be unreasonable because of the duration of such provision or the geographic scope thereof, such court shall have the power to reduce the duration or restrict the geographic scope of such provision and to enforce such provision as so reduced or restricted. Notwithstanding the foregoing or any other provision of this Agreement, nothing in this Amendment shall limit the Executive’s ability to perform services in any capacity or invest in any of the following: (i) money management firm; (ii) investment partnership; (iii) investment or private equity firm; or (iv) private equity or other investment fund; except that if any such firm, partnership or fund referenced in subsections (i) through (iv) contemplates or makes direct investments in Global or in any Restricted Business, the Executive must recuse himself and may not personally, in any respect, be actively involved, actively participate, or directly invest, and must fully comply with the provisions of Section 15 of this Annex 1 to the Agreement. Any restrictions on the Executive otherwise prohibited under this Amendment Agreement may be waived only by express written permission of the Conflicts Committee of the Company’s Board of Directors. EXHIBIT A Short-Term Annual Cash Incentive Plan The Executive shall participate in an annual short-term cash incentive plan with 50% of any cash incentive amounts earned for a fiscal year to be determined based upon the achievement of financial metrics established by the Company’s Compensation Committee (the “financial metrics”) and 50% of such cash incentive amounts to be determined at the discretion of the Company’s Compensation Committee. The annual “award target” cash incentive amount shall be $265,000, and the annual maximum cash incentive amount that may be awarded shall be $530,000. The Company’s Compensation Committee may also establish threshold financial metrics required to be met for any cash incentive amount to be awarded, and a formula for the amount of the cash incentive that will be awarded relative to the amount by which the financial metrics threshold are or are not met or exceeded. The targets, metrics (including any thresholds) and formula will be established by the Company’s Compensation Committee in the first calendar quarter of each fiscal year. Any amounts earned or awarded under any short-term cash incentive plan shall be paid within 2 and ½ months of the end of the fiscal year for which the cash incentives were earned or awarded. EXHIBIT B Long-Term Equity-Based Incentive Plan Performance-Restricted Units Executive shall be eligible to participate in the Company’s Long-Term Equity-Based Incentive Plan (the “Plan”) throughout the Term of the Employment Agreement. The Company’s Compensation Committee shall determine whether and in what amounts to grant the Executive Performance-Restricted Units, Phantom Units or some functional equivalent of Global Partners LP, and shall establish the terms and conditions of such grants, including the timing of the grants, the vesting periods, if any, and any applicable milestones, all in accordance with the Plan and in compliance with Section 409A of the Code and any successor statute, regulation or guidance thereunder.A