RELEASE AGREEMENT
This Release Agreement (this "Agreement") is effective as of November 6,
2000 between Xxxxxx X. Xxxxxxxxxxx ("Compofelice") and CompX International Inc.,
a Delaware corporation (the "CompX"). In consideration of the mutual promises
herein contained, and of other good and valuable consideration, the receipt and
sufficiency of which are hereby acknowledged, the parties agree as follows.
Section 1. Resignation of All Position. If Compofelice has not provided an
earlier resignation date in writing to CompX or any of its affiliated entities
(collectively, the "Affiliated Entities"), Compofelice acknowledges his
resignation from all positions with the Affiliated Entities effective as of the
date of this Agreement, and agrees to provide such letters as may be reasonably
requested of him to evidence his resignation from all positions with the
Affiliated Entities.
Section 2. General Release
(a) Compofelice hereby releases, acquits, and forever discharges any
and all claims and demands of whatever kind or character that Compofelice
or his family members may now have or assert or hereafter have or assert
against the Affiliated Entities or any of their officers, directors,
employees, agents or insurers for any liability, whether vicarious,
derivative or direct, whether fixed, liquidated or contingent, or whether
known or unknown, with respect to the period commencing at the beginning of
time and continuing through the effective date of this Agreement.
(b) CompX hereby releases, acquits, and forever discharges any and all
claims and demands of whatever kind or character that CompX may now have or
assert or hereafter have or assert against Compofelice for any liability,
whether vicarious, derivative or direct, whether fixed, liquidated or
contingent, or whether known or unknown, with respect to the period
commencing at the beginning of time and continuing through the effective
date of this Agreement.
Section 3. Payment. CompX agrees upon the execution of this Agreement to
pay Compofelice $500,000 in a form reasonably satisfactory to Compofelice less
applicable withholding for tax purposes.
Section 4. Counterparts. This Agreement may be executed by the parties
hereto in any number of counterparts, each of which shall be deemed an original,
but all of which shall constitute one and the same agreement.
Section 5. Jurisdiction. It is understood and agreed that the construction
and interpretation of this Agreement shall at all times and in all respects be
governed by and construed in accordance with the laws of the state of Texas. Any
action brought under this Agreement or otherwise brought by CompX or its
affiliates against Compofelice shall be brought in a court seated in Dallas
County, Texas and the parties waive any right to object to such location as an
improper venue for such claim.
Section 6. Complete Agreement. This Agreement contains the entire Agreement
and the understanding by and between the parties with respect to the subject
hereof and supersedes any previously existing agreements between the parties.
This Agreement may not be modified or amended in any respect except by an
instrument in writing signed by both of the parties hereto.
IN WITHESS WHEREOF, effective as of the date first set forth above,
Compofelice has executed this Agreement and CompX has caused this Agreement to
be executed on its behalf by its duly authorized officer.
CompX International Inc.
/s/ Xxxxxx X. Xxxxxxxxxxx By: /s/ Xxxxx X. Xxxxxxx
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Xxxxxx X. Xxxxxxxxxxx Xxxxx X. Xxxxxxx, Chairman of the Board and
Chief Executive Officer
