Agreement Regarding the Amended and Restated Executive Officer Change In Control Agreement
Exhibit
10.1
Agreement
Regarding the Amended and Restated Executive Officer Change In Control
Agreement
This
Agreement, dated to be effective as of July 15, 2009, is by and between Sport
Supply Group, Inc. (the “Company”) and ▇▇▇▇▇ ▇▇▇▇▇▇ (the
“Executive”).
Whereas: The
Company has entered into an Amended and Restated Executive Officer Change In
Control Agreement (the “CIC Agreement”) with Executive dated October 1,
2008;
Whereas: Pursuant
to the CIC Agreement, the Executive may receive a “Severance Payment” (as
defined in the CIC Agreement), whose value is derived in part from a calculation
based on the Executive’s salary and the “actual bonus paid to the Executive by
the Company or any of its subsidiaries for the most recent fiscal year ended
prior to the occurrence of the Change in Control,” (as defined in the CIC
Agreement);
Whereas: The
Company’s Compensation Committee (the “Compensation Committee”) has determined
to award Executive a $100,000 retention bonus, payable in four equal
installments of $25,000 each over a 24-month period;
Whereas: Payment of
each installment of Executive’s retention bonus is conditioned on Executive’s
continued employment with the Company on the date of such payment;
Whereas: Payment of
the retention bonus is also conditioned on Executive’s agreement that no amount
of the retention bonus will be included in the calculation of any Severance
Payment (including, but not limited to the “actual bonus paid” component
thereof) payable under the CIC Agreement;
Therefore, in association with
the retention bonus to be awarded to the Executive, the undersigned do hereby
agree that:
No
portion of the retention bonus paid to Executive shall be included in the
calculation of any Severance Payment (including, but not limited to the “actual
bonus paid” component thereof) payable under the CIC
Agreement.
Signed:
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By:
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/s/ ▇▇▇▇▇▇▇ ▇ ▇▇▇▇▇▇▇▇
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▇▇▇▇▇▇▇
▇. ▇▇▇▇▇▇▇▇
Chairman,
Compensation Committee of the
Board
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Executive:
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By:
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/s/ ▇▇▇▇▇ ▇▇▇▇▇▇
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▇▇▇▇▇
▇▇▇▇▇▇
Executive
Vice President, U.S.
Operations
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