0000950123-11-096874 Sample Contracts

Those portions of this Agreement that have been redacted were omitted pursuant to a request for confidential treatment and have been filed separately with the Securities and Exchange Commission. AMENDMENT ONE TO DISTRIBUTION AGREEMENT
Distribution Agreement • November 9th, 2011 • Barry R G Corp /Oh/ • Footwear, (no rubber)

THIS AMENDMENT ONE TO DISTRIBUTION AGREEMENT (“Amendment”) is entered into as of this 22 day of August, 2011, by R.G. Barry Corporation (“Customer”) and UTi Integrated Logistics, LLC, formerly UTi Integrated Logistics, Inc. (“Contractor”).

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PERFORMANCE-BASED RESTRICTED STOCK UNIT AND PERFORMANCE-BASED CASH AWARD AGREEMENT UNDER THE R.G. BARRY CORPORATION AMENDED AND RESTATED 2005 LONG-TERM INCENTIVE PLAN
Restricted Stock Unit and Performance-Based Cash Award Agreement • November 9th, 2011 • Barry R G Corp /Oh/ • Footwear, (no rubber) • Ohio

THIS PERFORMANCE-BASED RESTRICTED STOCK UNIT AND PERFORMANCE-BASED CASH AWARD AGREEMENT (the “Agreement”), is made to be effective as of the 26th day of September, 2011 (the “Grant Date”) by and between R.G. Barry Corporation (the “Company”) and the individual whose name appears at the end of this Agreement (the “Participant”) who is an employee of the Company or one of its Subsidiaries, and evidences the grant by the Company of (i) a Performance-Based Award of Restricted Stock Units (the “RSU Award”) and (ii) Performance-Based Cash Awards (the “Cash Awards” and, together with the RSU Award, the “Awards”) to the Participant and the Participant’s acceptance of the Awards in accordance with the provisions of the R.G. Barry Corporation Amended and Restated 2005 Long-Term Incentive Plan (the “Plan”). The Company and the Participant agree as follows:

Those portions of this Agreement that have been redacted were omitted pursuant to a request for confidential treatment and have been filed separately with the Securities and Exchange Commission. THIS AGREEMENT IS SUBJECT TO ARBITRATION PURSUANT TO THE...
Distribution Agreement • November 9th, 2011 • Barry R G Corp /Oh/ • Footwear, (no rubber) • South Carolina

THIS DISTRIBUTION AGREEMENT (“Agreement”) is made and entered into as of the 13th day of February 2009, by R.G. BARRY CORPORATION, hereinafter referred to as CUSTOMER, and UTi INTEGRATED LOGISTICS, INC., hereinafter referred to as CONTRACTOR.

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