0000078890-09-000013 Sample Contracts

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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”)
Change in Control Agreement • March 2nd, 2009 • Brinks Co • Arrangement of transportation of freight & cargo

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.

AMENDMENT NO. 2 to EXECUTIVE AGREEMENT dated May 4, 1998 by and between The Brink’s Company (the “Company”), Brink’s, Incorporated and Michael T. Dan (the “Executive”)
Executive Agreement • March 2nd, 2009 • Brinks Co • Arrangement of transportation of freight & cargo

WHEREAS, the Company, Brink’s, Incorporated and the Executive entered into an executive agreement dated as of May 4, 1998, as amended as of March 28, 2007 (the “Agreement”).

AMENDMENT NO. 3 to EMPLOYMENT AGREEMENT dated May 4, 1998 by and between The Brink’s Company (the “Company”), Brink’s, Incorporated and Michael T. Dan (the “Executive”)
Employment Agreement • March 2nd, 2009 • Brinks Co • Arrangement of transportation of freight & cargo

WHEREAS, the Company, Brink’s, Incorporated and the Executive entered into an employment agreement dated as of May 4, 1998, as amended as of March 8, 2002 and March 8, 2006 (the “Agreement”).

AMENDMENT NO. 1 to SEVERANCE AGREEMENT dated ________________________ by and between The Brink’s Company (the “Company”) and _____________________ (the “Executive”)
Severance Agreement • March 2nd, 2009 • Brinks Co • Arrangement of transportation of freight & cargo

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.

First Amendment to Change in Control Agreement
Change in Control Agreement • March 2nd, 2009 • Brinks Co • Arrangement of transportation of freight & cargo

The Brink’s Company (the “Company”) and Matthew A. P. Schumacher (the “Executive”), agree to amend the terms of the Change in Control Agreement, dated as of December 1, 2006, between the Company and the Executive (the “Agreement”) as follows:

SECOND AMENDMENT TO CREDIT AGREEMENT
Credit Agreement • March 2nd, 2009 • Brinks Co • Arrangement of transportation of freight & cargo • New York

THIS SECOND AMENDMENT TO CREDIT AGREEMENT (the “Amendment”) is entered into as of March 24, 2008 by and among THE BRINK’S COMPANY, a Virginia corporation (“BC”), BRINK’S, INCORPORATED, a Delaware corporation (“BI”), and ABN AMRO BANK N.V. (the “Bank”).

AMENDMENT NO. 2 to CHANGE IN CONTROL AGREEMENT dated December 1, 2006 by and between The Brink’s Company (the “Company”) and Matthew A. Schumacher (the “Executive”)
Change in Control Agreement • March 2nd, 2009 • Brinks Co • Arrangement of transportation of freight & cargo

WHEREAS, the Company and the Executive entered into a change in control agreement dated as of December 1, 2006, as amended by Amendment No. 1 thereto (the “Agreement”).

AMENDMENT NO. 1 to SEVERANCE AGREEMENT dated April 7, 2008 by and between The Brink’s Company (the “Company”) and Michael J. Cazer (the “Executive”)
Severance Agreement • March 2nd, 2009 • Brinks Co • Arrangement of transportation of freight & cargo

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.

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