0001193125-12-078826 Sample Contracts

CHANGE IN CONTROL SEVERANCE AGREEMENT
Change in Control Severance Agreement • February 27th, 2012 • Under Armour, Inc. • Apparel & other finishd prods of fabrics & similar matl

This CHANGE IN CONTROL SEVERANCE AGREEMENT (this “Agreement”) is made as of the day of , , between Under Armour, Inc., a corporation organized under the laws of the State of Maryland (together with its affiliates, the “Company”), and (“Executive”).

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Form of Option Grant Agreement
Form of Option Grant Agreement • February 27th, 2012 • Under Armour, Inc. • Apparel & other finishd prods of fabrics & similar matl • Maryland

WHEREAS, the Company has adopted and maintains the Amended and Restated 2005 Omnibus Long-Term Incentive Plan (the “Plan”), attached hereto as Attachment A, or otherwise delivered or made available to Grantee, to promote the interests of the Company and its stockholders by providing key employees and others with an appropriate incentive to encourage them to continue in the employ or service of the Company and to improve the growth and profitability of the Company;

RESTRICTED STOCK GRANT AGREEMENT
Restricted Stock Grant Agreement • February 27th, 2012 • Under Armour, Inc. • Apparel & other finishd prods of fabrics & similar matl • Maryland

THIS AGREEMENT, made as of this 1st day of June, 2010 (the “Agreement”), between UNDER ARMOUR, INC. (the “Company”) and Henry Stafford (the “Grantee”).

EMPLOYEE CONFIDENTIALITY, NON-COMPETITION, AND NON-SOLICITATION AGREEMENT
Non-Solicitation Agreement • February 27th, 2012 • Under Armour, Inc. • Apparel & other finishd prods of fabrics & similar matl

This Confidentiality, Non-Competition, and Non-Solicitation Agreement (“Agreement”) is entered into this day of , , by Under Armour, Inc. (together with its affiliates, the “Company”) and (“Employee”).

AGREEMENT AND MUTUAL GENERAL RELEASE
General Release Agreement • February 27th, 2012 • Under Armour, Inc. • Apparel & other finishd prods of fabrics & similar matl • Maryland

This confidential Agreement and Mutual General Release (“Agreement”) is entered into by and between Under Armour, Inc. (the “Company”) and Mark Dowley (“Executive”), each a “Party” and collectively the “Parties,” to resolve any and all disputes concerning Executive’s services for and relationship with the Company both presently as an employee and previously as an independent consultant, and Executive’s separation from employment on close of business on May 1, 2011 (“Separation Date”). The Effective Date of this Agreement is the eighth day after Executive signs it, on the condition that Executive does not revoke it, as described below. Accordingly, in exchange for the consideration and mutual promises set forth herein, the parties do hereby agree as follows:

RESTRICTED STOCK UNIT GRANT AGREEMENT
Restricted Stock Unit Grant Agreement • February 27th, 2012 • Under Armour, Inc. • Apparel & other finishd prods of fabrics & similar matl • Maryland

WHEREAS, the Company has adopted the Amended and Restated 2005 Omnibus Long-Term Incentive Plan as amended by Amendment Number One (the “Plan”), attached hereto as Attachment A or otherwise delivered or made available to Grantee, to promote the interests of the Company and its stockholders by providing the Company’s key employees and others with an appropriate incentive to encourage them to continue in the employ of the Company and to improve the growth and profitability of the Company; and

FORM OF RESTRICTED STOCK UNIT GRANT AGREEMENT
Restricted Stock Unit Grant Agreement • February 27th, 2012 • Under Armour, Inc. • Apparel & other finishd prods of fabrics & similar matl • Maryland

WHEREAS, the Company has adopted the Amended and Restated 2005 Omnibus Long-Term Incentive Plan (the “Plan”), attached hereto as Attachment A or otherwise delivered or made available to Grantee, to promote the interests of the Company and its stockholders by providing the Company’s key employees and others with an appropriate incentive to encourage them to continue in the employ of the Company and to improve the growth and profitability of the Company; and

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