Exhibit 10.9


 


AMENDMENT
TO EXECUTIVE EMPLOYMENT AGREEMENT


 


THIS AMENDMENT TO EXECUTIVE
EMPLOYMENT AGREEMENT (this “Amending Agreement”) dated and effective as
of the 1st day of March, 2009 (the “Effective Date”).


 


BETWEEN:


 


AECO
Gas Storage Partnership, by its managing partner, Niska Gas Storage Canada ULC


(hereinafter
called ‘‘Niska’’)


 


-
and-


 


David
Pope, an individual resident in the City of Calgary,


in
the Province of Alberta, (hereinafter called “Executive”).


 


WHEREAS:


 


A.            Executive and
Niska entered into an Executive Employment Agreement dated August 30, 2006
(the “Employment Agreement”)


 


B.            Executive and
Niska have agreed to amend the terms of the Employment Agreement as are
hereinafter set forth in this Amending Agreement. All other terms and conditions
of the Employment Agreement shall remain unchanged. This Amending Agreement may
be executed in multiple counterparts, each constituting an original document.
The Employment Agreement and this Amending Agreement shall constitute one legal
instrument.


 


C.            Executive and
Niska have agreed that their relationship will be governed by the terms and
conditions of this Amending Agreement as of the Effective Date.


 


NOW THEREFORE THIS AGREEMENT
WITNESSETH that in consideration of the mutual covenants
contained in this Amending Agreement, and other good and valuable consideration,
the receipt and sufficiency of which are hereby acknowledged, the Executive and
Niska agree as follows:


 


1.              All references
to the “Corporation” or “Niska Gas Storage” in the Employment Agreement shall
be amended and replaced with “AECO Gas Storage Partnership, by its managing
partner, Niska Gas Storage Canada ULC”;


 


2.              The entirety of
Section 1.5 (b) of the Employment Agreement is hereby deleted and
replaced with the following:


 


1.5(b) In addition to
the annual salary payable to the Executive, the Executive shall be paid a cash
bonus which shall be determined and paid in the complete and sole discretion of
the Compensation Committee of Niska GS Holdings I, L.P. and Niska GS Holdings
II, L.P. If a Compensation Committee is no longer constituted or has otherwise
been dissolved, such cash bonus shall be determined and paid in the complete and
sole discretion of the Board of Supervisors of Niska GS Holdings I, L.P. and
Niska GS Holdings II, L.P. (the “Board”). 
In such circumstances


 

















 


where a Compensation
Committee is no longer constituted or has otherwise been dissolved and the
determination of the bonus is put to the Board, David Pope will recuse himself
from the Board in the deliberation and ultimate decision regarding such bonus
determination.


 


3.              The entirety of
Section 1.21(b) of the Employment Agreement is hereby deleted and
replaced with the following:


 


2.21(b) if to the
Company:


 


AECO  Gas Storage
Partnership, by its managing partner


Niska
Gas Storage Canada ULC


400,607
- 8th Avenue S.W.


Calgary
AB TIP OA7


Attention:
General Counsel


 


With
a copy of any notice of default to:


Riverstone
Holdings, LLC


712
Fifth Avenue


New
York, NY 10019


United
States


Attention:
Andrew Ward


 


IN WITNESS WHEREOF the parties
hereto have executed this Amending Agreement as of the Effective Date.


 


 


	
  /s/
  David Pope

  	
   

  	
  /s/
  Jennifer Johnson

  
	
    David
  Pope

  	
   

  	
  Witness

  
	
   

  	
   

  	
  Print Name: Jennifer
  Johnson

  
	
   

  	
   

  	
   

  
	
  AECO Gas Storage Partnership,

  	
   

  	
   

  
	
  by its managing partner,

  	
   

  	
   

  
	
  Niska Gas Storage Canada ULC

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
  /s/
  Paul Amirault

  	
   

  
	
  Senior Vice President

  
	
  Paul Amirault