0000950157-08-000926 Sample Contracts

SEPARATION AND DISTRIBUTION AGREEMENT By and Between THE BRINK’S COMPANY and BRINK’S HOME SECURITY HOLDINGS, INC. Dated as of October 31, 2008
Separation and Distribution Agreement • November 5th, 2008 • Brinks Co • Arrangement of transportation of freight & cargo • New York

THIS SEPARATION AND DISTRIBUTION AGREEMENT dated as of October 31, 2008, is by and between THE BRINK’S COMPANY, a Virginia corporation (“Brink’s”), and BRINK’S HOME SECURITY HOLDINGS, INC., a Virginia corporation (“BHS”). Capitalized terms used herein and not otherwise defined shall have the respective meanings assigned to them in Article I hereof.

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Non-Competition and Non-Solicitation Agreement • November 5th, 2008 • Brinks Co • Arrangement of transportation of freight & cargo

NON-COMPETITION AND NON-SOLICITATION AGREEMENT (this “Agreement”) dated as of October 31, 2008, between THE BRINK’S COMPANY, a Virginia corporation (“Brink’s”), and BRINK’S HOME SECURITY HOLDINGS, INC., a Virginia corporation (“BHS”). Capitalized terms used herein but not otherwise defined herein shall have the meanings set forth in the Separation and Distribution Agreement (as defined below).

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BRAND LICENSING AGREEMENT
Brand Licensing Agreement • November 5th, 2008 • Brinks Co • Arrangement of transportation of freight & cargo
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EMPLOYEE MATTERS AGREEMENT
Employee Matters Agreement • November 5th, 2008 • Brinks Co • Arrangement of transportation of freight & cargo

THIS EMPLOYEE MATTERS AGREEMENT (this “Agreement”) dated as of October 31, 2008, is by and between THE BRINK’S COMPANY, a Virginia corporation (“Brink’s”), and BRINK’S HOME SECURITY HOLDINGS, INC., a Virginia corporation (“BHS”). Capitalized terms used herein and not otherwise defined shall have the respective meanings assigned to them in the Separation and Distribution Agreement dated as of the date hereof by and between Brink’s and BHS (the “Separation Agreement”).

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TAX MATTERS AGREEMENT By and Between THE BRINK’S COMPANY and BRINK’S HOME SECURITY HOLDINGS, INC. Dated as of October 31, 2008
Tax Matters Agreement • November 5th, 2008 • Brinks Co • Arrangement of transportation of freight & cargo • New York

TAX MATTERS AGREEMENT (this “Agreement”) entered into as of October 31, 2008, by and between THE BRINK’S COMPANY, a Virginia corporation (“Brink’s”), and BRINK’S HOME SECURITY HOLDINGS, INC., a Virginia corporation and a wholly owned subsidiary of Brink’s (“BHS”).

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