UGI CORPORATION
DESCRIPTION OF EMPLOYMENT ARRANGEMENT
FOR
PETER KELLY
Effective September 4, 2007, Peter Kelly will be Vice President – Finance and Chief Financial Officer of UGI Corporation. Mr. Kelly has an oral arrangement with UGI Corporation for “at will” employment which includes the following:
Mr. Kelly:
1. | is entitled to an annual base salary of $400,036; | |||
2. | participates in UGI Corporation’s annual bonus plan, with bonus payable based on the achievement of pre-approved financial and/or business performance objectives, which support business plans and strategic goals; | |||
3. | participates in UGI Corporation’s long-term compensation plan, the Amended and Restated 2004 Omnibus Equity Compensation Plan, with annual awards as determined by the Compensation and Management Development Committee of the Board; | |||
4. | will receive cash benefits upon termination of his employment without cause following a change in control of UGI Corporation; | |||
5. | participates in UGI Corporation’s benefit plans, including the Senior Executive Employee Severance Pay Plan and the Supplemental Executive Retirement Plan; and | |||
6. | is eligible for executive perquisites including financial planning/tax preparation services and participation in the executive health maintenance program. |