0000950123-09-012356 Sample Contracts

EMPLOYMENT AGREEMENT AGILYSYS, INC.
Employment Agreement • June 9th, 2009 • Agilysys Inc • Wholesale-electronic parts & equipment, nec

You are a valuable Agilysys employee, and we expect you to make a significant contribution to Agilysys’ success. As a result, Agilysys, Inc. (“Agilysys”) wishes to employ you during the following years under the terms of this agreement.

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PERFORMANCE RESTRICTED STOCK AWARD AGREEMENT AGILYSYS, INC. 2006 STOCK INCENTIVE PLAN
Performance Restricted Stock Award Agreement • June 9th, 2009 • Agilysys Inc • Wholesale-electronic parts & equipment, nec • Ohio

THIS PERFORMANCE RESTRICTED STOCK AWARD AGREEMENT (the “Agreement”) is entered into as of the 22nd day of May, 2009 (the “Grant Date”) by and between Agilysys, Inc., an Ohio corporation (the “Company”), and (the “Participant”).

To: Kathleen Weigand From: Martin Ellis Date: March 9, 2009 Subject: Retention Agreement
Agilysys Inc • June 9th, 2009 • Wholesale-electronic parts & equipment, nec

This incentive will be paid at the successful completion of the retention period which runs from the legal date of a change of control of the company, as defined by Section 409A of the Internal Revenue Code of 1986, as amended (the “Code”), through a period that is twelve (12) months from the legal date of the change of control or until a release date determined by senior executives, whichever comes earlier. Notwithstanding the preceding, the retention incentive will be paid to you within 30 days of the end of the retention period, provided you do not resign from your employment during the retention period.

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