EXHIBIT 10.7
December 29, 1995
Mr. Daniel W. McGlaughlin
3430 Tuxedo Road
Atlanta, GA 30305
Dear Dan:
In connection with your recent election as Chief Executive Officer of Equifax
Inc. (the "Company"), effective January 1, 1996, you have requested that your
employment agreement, dated June 22, 1989, as amended July 1, 1991, be further
amended to provide for certain enhanced retirement benefits. I am pleased to
inform you that the Management Compensation Committee of the Board of Directors
has approved the amendment of your employment agreement as reflected below, at
its meeting on December 15, 1995. This letter also summarizes the protection
which exists in the event there is a change in control of the Company and your
death benefits pursuant to the basic life insurance plan, the Equifax Inc. U.S.
Retirement Income Plan (Retirement Plan) and your employment agreement.
In consideration of your continuing employment with the Company and under the
terms of our prior agreement, as amended, this letter shall serve to further
amend Paragraphs 5.1 and 5.2 and to add Paragraphs 5.3 and 5.4 to that agreement
so that said paragraphs read as follows:
5.1 Retirement Benefits. Should you retire at age 59 or thereafter, your
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annual retirement benefit will be paid according to the terms and conditions of
the Supplemental Executive Retirement Plan (SERP) (although you are not
currently a participant in the SERP, and the benefits provided by this agreement
are in lieu of such participation) and the Retirement Plan, except that the
benefits payable under the Retirement Plan shall be supplemented to the extent
necessary to provide aggregate annual payments according to the following
schedule:
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Annual Retirement Benefit
(including benefits payable
Age at Retirement under the Retirement Plan)
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59 30% of Final Average Earnings
61 40% of Final Average Earnings
62 50% of Final Average Earnings
63 60% of Final Average Earnings
64 60% of Final Average Earnings
65 60% of Final Average Earnings
For the purposes of this agreement, Final Average Earnings shall have the
expanded definition contained in the SERP as it exists on the date of this
amendment.
5.2 Disability. Should you incur a disability within the meaning of the
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Company's long-term disability plan (whether or not you are covered by said
plan), while you are still actively employed by the Company, you will be
entitled to receive retirement benefits, according to Section 5.1 above reduced
by the amount of benefits available to you under the Retirement Plan at that
date, whether or not you actually elect to receive benefits under the Retirement
Plan.
5.3. Change in Control. In the event of a change in control of the Company, [as
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defined in the Change in Control Agreement, dated August 1, 1989, between you
and the Company ("Change in Control Agreement")], if you would be entitled to a
benefit under Paragraph 5 (iii) (c) of said agreement, you shall be entitled to
retirement benefits as of the date of said event, equivalent to 60% of Final
Average Earnings as defined in paragraph 5.1 above (regardless of your age at
that time), plus the net benefit, if any, payable under the Change in Control
Agreement Paragraph 5 (iii) (c).
5.4 Death Benefits. In the event of your death during employment, a death
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benefit will be paid according to the terms and conditions contained in the
Retirement Plan, taking into consideration the enhanced retirement benefits
described in 5.1 above. The total benefit calculated in this manner will be
paid from two sources: the Retirement Plan and the additional amount from the
Company through the trust established for the payments of non- qualified
benefits to executives. In addition, you are eligible for a death benefit under
the basic life insurance plan which is a function of base compensation and years
of service.
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Except as specifically modified hereby, the terms of your agreements with the
Company dated June 22, 1989, August 1, 1989 and July 1, 1991 remain in full
force and effect.
Please indicate your concurrence with the foregoing by signing in the space
provided below.
Sincerely,
C. B. Rogers, Jr.
Chairman and Chief Executive Officer
Agreed to this ______ day of _________ ,1996.
__________________________________________
D. W. McGlaughlin