0001104659-09-007326 Sample Contracts

Magnetek, Inc. Restricted Stock Award Agreement (“Incentive Stock Document”)
Restricted Stock Award Agreement • February 6th, 2009 • Magnetek, Inc. • Electronic components, nec

FOR GOOD AND VALUABLE CONSIDERATION, MAGNETEK, INC., a Delaware Corporation, hereby grants to the Grantee named below, an award of restricted $0.01 par value Common Stock (the “Restricted Stock”), upon the terms and subject to the conditions set forth in this Restricted Stock Award Agreement (the “Agreement”). The award is granted pursuant to the 2004 Stock Incentive Plan of Magnetek, Inc. (the “Plan”) and is subject to the terms and conditions of the Plan, which are incorporated herein by reference. In the event of any conflict between the provisions of this Agreement and the provisions of the Plan, the terms of the Plan shall control, except as expressly stated otherwise in this Agreement. The Committee, as defined in the Plan, shall have the authority to interpret this Agreement and may change or modify its terms, subject to the terms of the Plan.

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TRANSITION, SEPARATION AND COMPLETE RELEASE AGREEMENT
Transition, Separation and Complete Release Agreement • February 6th, 2009 • Magnetek, Inc. • Electronic components, nec

This Transition, Separation and Complete Release Agreement (this “Agreement”) is entered into by and between Magnetek, Inc., a Delaware corporation (the “Company”), and David P. Reiland (“Executive”). Executive enters into this Agreement on behalf of himself, his spouse, heirs, successors, assigns, executors and representatives of any kind, if any.

ADVISORY SERVICES AGREEMENT
Advisory Services Agreement • February 6th, 2009 • Magnetek, Inc. • Electronic components, nec • Wisconsin

THIS ADVISORY SERVICES AGREEMENT (this “Agreement”) is made effective as of the 24th day of October, 2008 (the “Effective Date”) by and between Magnetek, Inc., located at N49 W13650 Campbell Drive, Menomonee Falls, WI 53051 (“Magnetek” or the “Company”), and David A. Bloss, Sr. (“Advisor”).

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