0000922423-06-000339 Sample Contracts

The Stride Rite Corporation 191 Spring Street Lexington, Massachusetts 02420
Letter Agreement • March 2nd, 2006 • Stride Rite Corp • Footwear, (no rubber) • Delaware
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LETTER AGREEMENT
Letter Agreement • March 2nd, 2006 • Stride Rite Corp • Footwear, (no rubber)

This letter agreement sets forth the agreement between Barington Companies Equity Partners, L.P., a Delaware limited partnership and its related affiliates ("Barington"), and The Stride Rite Corporation, a Massachusetts corporation (the "Company"), with respect to certain matters set forth herein. Pursuant to Section 12 of Article II of the Company's By-Laws, as amended (the "Bylaw"), to timely deliver nominations of candidates for election to the Board of Directors of the Company, notice thereof must be delivered to the Company no later than the close of business on the 10th day following the day on which public disclosure of the date of the applicable meeting of shareholders called for such election is made. The Company publicly disclosed the date of the 2006 Shareholders Meeting in its Annual Report filed with the Securities and Exchange Commission on February 13, 2006. Therefore, the deadline for timely delivering nominations to the Company is the close of business on February 23,

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