Delay for Specified Employees. To the extent required to comply with Section 409A of the Internal Revenue Code and the regulations thereunder, if you are a “specified employee” (within the meaning of Internal Revenue Code Section 409A(a)(2)(B)), notwithstanding Section 8.1, you shall not receive any payment pursuant to Section 4 within six months after the date of your Termination of Employment, provided that if your Termination of Employment is due to death, this delay shall not apply. Amounts otherwise payable within six months after the date of your Termination of Employment shall be paid on the date that is six months and one day after the date of your Termination of Employment, or, if such date is not a business day, the next business day following such date. No interest shall accrue during the six month period.

Delay for Specified Employees. If the Employee is a “Specified Employee” within the meaning of Section 409A of the Internal Revenue Code of 1986, as amended (“Section 409A”), and determined pursuant to procedures adopted by the Company at the time of the Employee’s Separation from Service and any amount that would be paid to the Employee during the six-month period following Separation from Service constitutes deferred compensation (within the meaning of Section 409A), such amount shall not be paid to the Employee until six months following the Employee’s Separation from Service. On the first regular payroll date following the expiration of such six-month period (or if the Employee dies during the six-month period, the first payroll date following death), all payments that were delayed pursuant to the preceding sentence shall be paid to the Employee in a single lump sum and thereafter all payments shall be made as if there had been no such delay. In addition, if the Employee becomes entitled to severance compensation, such payments shall be considered, and are hereby designated as, a series of separate payments for purposes of Section 409A. Further, all severance compensation payable under this Agreement shall be paid by, and no further severance compensation shall be paid or payable after, December 31 of the second calendar year following the year in which the Employee’s Separation from Service occurs.

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Delay for Specified Employees. With respect to a Participant who ceases to be an employee of the Company before the Vesting Date under any of the circumstances set forth in clauses (i)-(iii) of the first sentence of Section 5 above, if such Participant is a “specified employee” (as defined in Section 409A(a)(2)(B)(i) of the Code and the generally applicable Internal Revenue Service guidance thereunder) on the date of separation, then, notwithstanding anything in Section 5 to the contrary, no shares will be delivered for Units until at least the date that is six months after the date of separation (or until the date of death, if earlier).

Delay for Specified Employees. If, at the time of a Participant’s Separation from Service, the Company has any Stock which is publicly traded on an established securities market or otherwise, and if the Participant is considered to be a Specified Employee, to the extent any payment for any Award is subject to the requirements of Section 409A of the Code and is payable upon the Participant’s Separation from Service, such payment shall not commence prior to the first business day following the date which is six (6) months after the Participant’s Separation from Service (or the date of the Participant’s death if earlier than the end of the six (6) month period). Any amounts that would have been distributed during such six (6) month period will be distributed on the day following the expiration of the six (6) month period.

Delay for Specified Employees. Notwithstanding the foregoing, if on the date of your “separation from service” (within the meaning of Treas. Reg. §1.409A-1(h)), you are a “specified employee” within the meaning of Treas. Reg. §1.409-1(i), then payment of any amount under this Agreement that constitutes nonqualified deferred compensation shall be delayed until the earlier of (i) the first day of the seventh month following your separation from service, (ii) the first date on which such payment would not be non-deductible as a result of Section 162(m) of the Code, or (iii) your death and in the event any such payment is so delayed, the amount of the first payment shall be increased for interest earned on the delayed payment based upon interest for the period of delay, compounded annually, equal to the prime rate (as published in the Wall Street Journal) in effect as of the date the payment should otherwise have been provided. If this Letter Agreement accurately sets forth our agreement and understanding in regard to these matters, will you please sign this Letter Agreement where indicated below and return the executed letter to me for our files. A separate copy is enclosed for your records. WSI INDUSTRIES, INC. By: /s/ Xxxxxxx X. Xxxxx Its: Chief Executive Officer READ AND AGREED: /s/ Xxxx X. Xxxxxx (Name) Dated as of October 7, 2009 Definition of “Cause”: 1. The failure by you to use your best efforts to perform the material duties and responsibilities of your position or to comply with any material policy or directive WSI has in effect from time to time, provided you shall have received notice of such failure and have failed to cure the same within fourteen days of such notice. 2. Any act on your part which is harmful to the reputation, financial condition, business or business relationships of WSI, including, but not limited to, conduct which is inconsistent with federal or state law respecting harassment of, or discrimination against, any WSI employee or harmful to your reputation or business relationships. 3. A material breach of your fiduciary responsibilities to WSI, such as embezzlement or misappropriation of WSI funds, business opportunities or properties, or to any customer, vendor, agent or employee of WSI. 4. Your conviction of, or guilty plea or nolo contendere plea to a felony or any crime involving moral turpitude, fraud or misrepresentation. 5. A material breach of your Restricted Covenant Agreement with WSI.

Delay for Specified Employees. Notwithstanding any provision of this Agreement to the contrary, if you are a “specified employee” (within the meaning of Reg. 1.409A-1(i) and determined pursuant to procedures adopted by Emulex) at the time of your separation from service, and if any portion of the payments or benefits to be received by you under this Agreement upon your separation from service would be considered nonqualified deferred compensation under Section 409A of the U.S. Internal Revenue Code of 1986 (the “Code”) and any proposed, temporary or final regulation, or any other guidance, promulgated with respect to Section 409A of the Code by the U.S. Department of Treasury or the Internal Revenue Service (“Section 409A”), then each portion of such payments that would otherwise be payable pursuant to this Agreement during the six-month period immediately following your separation from service shall instead be paid or made available on the earlier of (i) the first day of the seventh month following the date you incur a separation from service, or (ii) your death. Separation from Service. A termination of employment shall not be deemed to have occurred for purposes of any provision of this Agreement providing for the payment of any amounts or benefits subject to Section 409A upon or following a termination of employment unless such termination is also a “separation from service” (within the meaning of Section 409A).

Delay for Specified Employees. 3.4.1 Notwithstanding any other provision of this Agreement to the contrary, in the event that Executive is at the time of Executive’s Separation from Service a “Specified Employee” (as hereinafter defined) then any payment otherwise required to be made to Executive (calculated as of the Payment Date) shall be accumulated, deferred and paid in a lump sum to Executive (with interest on the amount deferred from the Payment Date until the day prior to the actual payment at the federal short-term rate on the Payment Date) on the day after the date that is six months from the date of Executive’s Separation from Service; provided, however, if Executive dies prior to the expiration of such six month period, payment to Executive’s beneficiary shall be made as soon as practicable following Executive’s death. Notwithstanding the forgoing, this Section 3.4.1 requires only that payments be delayed to the extent that such payments exceed the lesser of (i) two times Executive’s annualized compensation based upon the annual rate of pay for services provided to the Company for the taxable year of Executive preceding the taxable year of Executive’s Separation from Service (adjusted for any increase during that year that was expected to continue indefinitely if Executive had not incurred a Separation from Service) or (ii) two times the Code section 401(a)(17) compensation limit applicable in the year of Executive’s Separation from Service. 3.4.2 Executive will be a “Specified Employee” for purposes of payments made pursuant to this Agreement if Executive is designated as a “Specified Employee” by the Company within the meaning and in accordance with Treasury Regulation Section 1.409A-1(i).

Delay for Specified Employees. Notwithstanding the foregoing, if on the date of your “separation from service” (within the meaning of Treas. Reg. §1.409A-1(h)), you are a “specified employee” within the meaning of Treas. Reg. §1.409-1(i), then payment of any amount under this Agreement that constitutes nonqualified deferred compensation shall be delayed until the earlier of (i) the first day of the seventh month following your separation from service, (ii) the first date on which such payment would not be non-deductible as a result of Section 162(m) of the Code, or (iii) your death and in the event any such payment is so delayed, the amount of the first payment shall be increased for interest earned on the delayed payment based upon interest for the period of delay, compounded annually, equal to the prime rate (as published in the Wall Street Journal) in effect as of the date the payment should otherwise have been provided. If this Letter Agreement accurately sets forth our agreement and understanding in regard to these matters, will you please sign this Letter Agreement where indicated below and return the executed letter to me for our files. A separate copy is enclosed for your records. RIMAGE CORPORATION Its: READ AND AGREED: (Name) Dated as of _______________, ____ Definition of “Cause”: 1. The failure by you to use your best efforts to perform the material duties and responsibilities of your position or to comply with any material policy or directive Rimage has in effect from time to time, provided you shall have received notice of such failure and have failed to cure the same within thirty days of such notice. 2. Any act on your part which is harmful to the reputation, financial condition, business or business relationships of Rimage, including, but not limited to, conduct which is inconsistent with federal or state law respecting harassment of, or discrimination against, any Rimage employee or harmful to your reputation or business relationships. 3. A material breach of your fiduciary responsibilities to Rimage, such as embezzlement or misappropriation of Rimage funds, business opportunities or properties, or to any customer, vendor, agent or employee of Rimage. 4. Your conviction of, or guilty plea or nolo contendere plea to a felony or any crime involving moral turpitude, fraud or misrepresentation. 5. A material breach of your Nondisclosure and Noncompetition Agreement with Rimage.

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