50 of the Top 250 law firms use our Products every day
EXHIBIT 10(m)(ii)
AMENDMENT NO. 1
to
CHANGE IN CONTROL
AGREEMENT
dated April 7,
2008
by and between
The Brink’s Company (the
“Company”)
and Michael J. Cazer
(the
“Executive”)
WHEREAS, the Company and the Executive entered
into a change in control agreement dated as of April 7, 2008
(the “Agreement”).
WHEREAS, the Company and the Executive desire to
amend the Agreement as set forth herein as a result of the
requirements of Section 409A of the Internal Revenue Code of 1986,
and the regulations thereunder.
NOW, THEREFORE, the Agreement is hereby amended
as follows:
|
|
Section 5 of
the Agreement is hereby modified by:
|
|
|
Adding the
following clause at the end of Section 5(a)(ii):
|
“
provided , however , that except as specifically
permitted by Section 409A of the Code and the Treasury Regulations
promulgated thereunder (“Section 409A”), the benefits
provided to the Executive under this Section 5(a)(ii) during any
calendar year shall not affect the benefits to be provided to the
Executive under this Section 5(a)(ii) in any other calendar year
and the right to such benefits cannot be liquidated or exchanged
for any other benefit, in accordance with Treas. Reg. Section
1.409A-3(i)(1)(iv) or any successor thereto”.
|
|
Adding the
words “in a lump sum in cash within 30 days after the Date of
Termination” after “Accrued Obligations” in
Sections 5(b)(i) and 5(c) and at the end of Section
5(c)(x).
|
|
|
Section 8 of
the Agreement is hereby modified by:
|
|
|
Adding the
words “prior to the tenth anniversary of the end of the
Employment Period” after “incur” in the last
sentence thereof.
|
|
|
Adding the
following sentences after the last sentence thereof:
|
|
|
“Except
as specifically permitted by Section 409A, the legal fees provided
to the Executive under this Section 8 during any calendar year
shall not affect the legal fees to be provided to the Executive
under this Section 8 in any other calendar year and the right to
such legal fees cannot be liquidated or exchanged for any other
benefit,
|
|
