Change of Control Bonus Agreement between Safety Components International, Inc. and Brian P. Menezes

Contract Categories: Human Resources › Change of Control Agreements
Summary

This agreement is between Safety Components International, Inc. and Brian P. Menezes. It states that Mr. Menezes will receive a $406,000 bonus from the company upon the closing of the sale of the company's stock by Zapata Corporation to WLR Recovery Fund III, L.P. This payment replaces any change of control bonus he might otherwise receive under his employment agreement for this specific transaction. The agreement clarifies that it does not affect how future, unrelated change of control events will be handled under his employment agreement.

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EX-10.5.3 3 d67395_ex1053.txt LETTER Exhibit 10.5.3 Brian P. Menezes 307 Block House Road Greenville, South Carolina 29615 Safety Components International, Inc. Attn: Compensation Committee 41 Stevens Street Greenville, South Carolina 29605 Gentlemen: This letter will memorialize our agreement with respect to my receipt of a change of control bonus from Safety Components International, Inc. (the "Company"). Upon the closing of the proposed sale by Zapata Corporation, the Company's largest stockholder, of all of its shares of the Company's stock to WLR Recovery Fund III, L.P. (or an affiliate thereof) (the "Zapata Sale"), the Company will pay me a bonus in the amount of Four Hundred Six Thousand Dollars ($406,000). This payment shall be in lieu of any change of control bonus that is or might be payable to me pursuant to my employment agreement with the Company as a result of the Zapata Sale and the change(s) in the composition of the Company's Board of Directors directly resulting from the Zapata Sale. The Company and I have not reached any agreement regarding how my employment agreement should or will be interpreted in the event of a future change of control which is unrelated to the Zapata Sale. The parties also agree that neither the Company's payment of the change of control bonus in respect of the Zapata Sale nor my acceptance thereof will be used as evidence in support of any interpretation of the change of control provisions of my employment agreement in the event of a future change of control which is unrelated to the Zapata Sale. Sincerely, Brian P. Menezes Daniel Tessoni On behalf of the Compensation Committee