0000950153-09-000364 Sample Contracts

AMENDED AND RESTATED EMPLOYMENT AGREEMENT
Employment Agreement • May 11th, 2009 • Republic Services, Inc. • Refuse systems • Arizona

This AMENDED AND RESTATED EMPLOYMENT AGREEMENT by and between Republic Services, Inc. (the “Company”) and TOD C. HOLMES (“Employee”) shall become effective upon the date of the approval by the Company’s stockholders of the Executive Incentive Plan (including the Synergy Incentive Plan) proposed in the Company’s April 3, 2009 proxy statement (the “Effective Date”); provided, however, that if (a) prior to such date the Employee has notified the Company of his intention to terminate his employment, or (b) the Executive Incentive Plan (including the Synergy Incentive Plan) is not approved on or before June 30, 2009, this Amended and Restated Employment Agreement shall be null and void and the Existing Employment Agreement (defined below) shall remain in full force and effect. Employee and the Company are parties to that Employment Agreement that was entered into and effective as of February 21, 2007 (the “Existing Employment Agreement”). The parties desire to revise the Existing Employment

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