Exhibit 10.24


 


FIRST AMENDMENT TO

EMPLOYMENT AGREEMENT


 


THIS
FIRST AMENDMENT TO EMPLOYMENT AGREEMENT (this “First Amendment”) is made this
25th day of February, 2008 (the “Effective Date”), by and between Centro US
Management Joint Venture 2, LP, successor by name change to Centro Watt
Management Joint Venture 2, LP (“CUSMJV”), Centro Properties Group (and
together with CUSMJV, the “Company”) and Michael Moss (“Executive”).


 


Preliminary Statement


 


A.                By a certain employment agreement dated December 5th,
2007 (the “Agreement”), Company and Executive entered into a certain agreement
regarding the employment of Executive, as more particularly described in the
Agreement.


 


B.                  Section 6(d) of the Agreement,
Relocation, provides that Company shall financially assist Executive in the
acquisition of a new residence (the “Assistance”) in connection with Executive
working from Company’s New York, New York office (the “Corporate Office”) as
more particularly described therein. Executive has entered into a contract to
purchase a new construction new residence (the “New Residence”) and has been
working from the Corporate Office for six months. Section 6(d) also
provides that Company shall give the Assistance at closing of the purchase on
the New Residence. Section 6(d) did not contemplate that the New
Residence would be new construction and that Executive would be working from
the Corporate Office prior to closing on the purchase of the New Residence.


 


C.                  Company has previously wired One Hundred
Twenty-One Thousand Three Hundred Thirty-One Dollars ($121,331) on June 18,
2007 and Sixty-Six Thousand Seven Hundred Sixty-Eight Dollars ($66,768) on October 18,
2007 (together, the “Initial Wires”) into a Dutchess Farm Estates Lot 7 Funding
Account held by the seller of the New Residence


 


D.                 Company and Executive have agreed to amend the
Agreement, as set forth below.


 


Agreement


 


Accordingly,
for good and valuable consideration, the receipt and sufficiency of which are
hereby acknowledged, Company and Executive, intending to be legally bound
hereby, agree to amend the Agreement as hereinafter set forth:


 


1.                                  The Preliminary Statement is incorporated
herein by this reference.


 


2.                                  All capitalized terms used, but not otherwise
defined herein, shall have the meanings as set forth in the Agreement.


 


3.                                  Section 6(d) is hereby amended so
that Company shall provide the balance of the Assistance (Eight Hundred Eleven Thousand Nine Hundred One Dollars ($811,901) (the “Balance”),
which amount represents the Assistance amount of One Million Dollars
($1,000,000) less the Initial Wires) now by wiring the Balance to an account of
an escrow agent reasonably acceptable to Company, under an escrow agreement
reasonably acceptable to Company, all of which shall be used to partially


 


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fund
the closing of the purchase of the New Residence, promptly upon Executive
delivering the wiring instructions for such escrow account.


 


4.                                            Except as herein provided, all of the terms,
covenants, conditions and stipulations contained in the Agreement shall
continue with like force and effect.


 


5.                                            This First Amendment shall be binding upon
and inure to the benefit of the parties and their successors and assigns.


 


6.                                            This First Amendment may be executed in
counterparts, each of which shall be deemed an original, and all of which shall
constitute one and the same instrument. For all purposes, photostatic or
facsimile copies of original signatures shall be deemed to be originals of such
signatures.


 


IN
WITNESS WHEREOF, the parties hereto, on behalf of themselves and their
respective successors and permitted assigns have executed this First Amendment
as of the date first above written.


 


	
  CENTRO US MANAGEMENT JOINT VENTURE 2, LP

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
  By:

  	
  /s/ Glenn Rufrano

  	
   

  	
   

  
	
   

  	
  Name: Glenn Rufrano

  	
   

  	
   

  
	
   

  	
  Title: Chief Executive Officer

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
  CENTRO PROPERTIES GROUP

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
  By:

  	
  /s/ Glenn Rufrano

  	
   

  	
   

  
	
   

  	
  Name: Glenn Rufrano

  	
   

  	
   

  
	
   

  	
  Title: Chief Executive Officer

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
  EXECUTIVE

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
  By:

  	
  /s/ Michael Moss

  	
   

  	
   

  
	
   

  	
  Michael Moss

  	
   

  	
   

  
	
   

  	
  Title: Executive, VP Leasing

  	
   

  	
   

  



 


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