EXHIBIT 10.1 AMENDED AND RESTATED EMPLOYMENT AGREEMENT

(i)

Commission by Rhein (evidenced by a conviction or written, voluntary and freely given confession) of a criminal act constituting a felony involving fraud or moral turpitude;

(ii)

Commission by Rhein of a material breach or material default of any of Rhein’s agreements or obligations under any provision of this Agreement, including, without limitation, Rhein’s agreements and obligations under Subsections 4(a) through 4(e) or Section 11 of this Agreement, which is not substantially cured within ninety (90) days after the Board gives written notice thereof to Rhein;

(iii)

Commission by Rhein, when carrying out Rhein’s duties under this Agreement, of acts or the omission of any act, which constitutes willful misconduct or which constitutes gross negligence and results in material

(f)

Change in Control. The term “Change in Control” shall mean a change in control of the Company of a nature that would be required to be reported in response to Item 6(e) of Schedule 14A of Regulation 14A promulgated under the Securities Exchange Act of 1934 as in effect on the date of this Agreement, regardless of whether the Company is then subject to such reporting requirement; provided that, without limitation, such a Change in Control shall be deemed to have occurred if and when (a) any “person” (as such term is used in Sections 13(d) and 14(d)(2) of the Securities Exchange Act of 1934), excluding any employee benefit plan of the Company, any trust established under any employee benefit plan of the Company, or any trustee of any trust established under any employee benefit plan of the Company, becomes a beneficial owner, directly or indirectly, of securities of the Company representing twenty percent (20%) or more of the combined voting power of the Company’s then outstanding securities, or (b) during any period of twelve (12) consecutive months, commencing before or after the date of this Agreement, individuals who, at the beginning of such twelve (12) month period were directors of the Company for whom Rhein, as a shareholder, shall have voted, cease for any reason to constitute at least a majority of the Board; provided, however, that in no event shall a Change in Control be deemed to have occurred for purposes of this Agreement if such Change in Control occurs as a part of the Company’s strategic plan unless the Change in Control occurs as a part of a change to the Company’s strategic plan initiated by the Board of Directors. A Change in Control resulting from an unsolicited offer by a third party shall not be considered to be part of the Company’s strategic plan and, therefore, would be considered a Change in Control for purposes of this Agreement. A Change in Control resulting from an offer by a third party solicited by the Company would not be considered a Change in Control for purposes of this Agreement unless the solicitation is authorized in advance by the Board of Directors.

(g)

Company . The term “Company” shall mean Agilysys, Inc., formerly known as Pioneer-Standard Electronics, Inc., an Ohio corporation, and its successors and assigns to the extent permitted under this Agreement.

(h)

Compensation Committee . The term “Compensation Committee” shall mean the Compensation Committee of the Board or its successor.

(i)

Disability . The term “Disability” shall mean a condition resulting from illness or accident which has prevented Rhein from performing his duties under this Agreement for a period of six (6) consecutive months. The Employment Term shall be deemed to have ended as of the close of business on a day designated by the Company, which shall not be earlier than (x) the last day of such period

(i)

there is any reduction in Rhein’s title or position or change in his reporting relationship;

(ii)

there is a material reduction in Rhein’s duties or responsibilities;

(iii)

Rhein’s compensation is reduced or his participation in any benefit plan, program or arrangement is eliminated, or benefits payable to Rhein under any such plan, program or arrangement or Rhein’s perquisites are materially reduced or restricted, except where either (A) such reduction, restriction, elimination or other change is both generally applicable to all members of senior management and does not reduce either Rhein’s annual salary or Target Annual Bonus, or (B) such reduction, restriction, elimination or other change is merely the result of application of a formula measuring individual or corporate performance or both, or (C) such reduction, restriction, elimination or other change is merely the result of carrying out the terms of this Agreement (e.g., it is intended that Rhein’s grants in Fiscal Year 2007 under the Company’s long term incentive plan will be his last grants thereunder, and it is expected that his Base Salary will remain at the level set forth herein from April 1, 2006, through the end of the Employment Term, neither of which circumstances shall constitute a Good Reason);

(iv)

there is a material breach or material default by the Company or its successor of any of its agreements or obligations under any provision of this Agreement, unless such breach or default is substantially cured within a reasonable period of time (hereby defined as ten (10) days for simple non-payment of an agreed amount without any related issues and ninety (90) days in all other cases) after written notice advising the Company or its successor of the acts or omissions constituting such breach or default has been received by the Company; or

(v)

the failure of the Company to obtain an agreement from any successor to the Company to assume this Agreement as contemplated by Section 14 of this Agreement.

(i)

The rate then in effect from the Effective Date through March 31, 2006; and

(ii)

The rate of Seven Hundred Twenty-Five Thousand Dollars ($725,000.00) effective April 1, 2006. This salary shall be subject to annual review, at the beginning of each fiscal year of the Company commencing with Fiscal Year 2008, by the Compensation Committee or the Board and may be increased, but not decreased, to the extent, if any, that the Compensation Committee, or the Board, may determine. It is not anticipated that this amount will be increased during the Employment Term.

(b)

Rhein shall participate in the Annual Incentive Plan. Rhein’s Target Annual Bonus will be one hundred percent (100%) of his annual Base Salary, with a range of zero percent (0%) to two hundred fifty percent (250%) of his annual Base Salary.

(c)

Rhein shall be eligible for participation in such other benefit plans, including, but not limited to, the Company’s Retirement Plan, Severance Benefit Plan, 2000 Stock Incentive Plan, Supplemental Executive Retirement Plan, Benefit Equalization Plan, Short-Term and Long Term Disability Plans, Group Term Life Insurance Plan, Medical Plan, and Dental Plan, as the Company may adopt from time to time and in which the Company’s executive officers, or employees in general, are eligible to participate. This Subsection 5(c) shall not be deemed to prevent participation in any special plan or arrangement providing special benefits to Rhein which are not available to other employees. Such participation shall be subject to the terms and conditions set forth in the applicable plan documents. As is more fully set forth in Section 9 hereof, Rhein shall not be entitled to duplicative payments under this Agreement and any Severance Benefit Plan.

(d)

Without limiting the generality of Subsection 5(c) above, as soon as reasonably possible following the Effective Date, and thereafter throughout the Employment Term, Rhein shall be provided with life insurance protection, at the Company’s expense, in an aggregate amount of not less than two hundred percent (200%) of his earnings from the Company as reported on IRS Form W-2 for the preceding calendar year.

(e)

Without limiting the generality of Subsection 5(c) above, Rhein shall be entitled to an automobile allowance in accordance with the Company’s automobile policy for its executive officers (but not less than Twelve Thousand Dollars ($12,000.00) per year), an allowance for estate, financial and tax planning of Ten Thousand Dollars ($10,000.00) per year, and reimbursement for reasonable club dues and membership fees consistent with the Company’s past practice.

(f)

Without limiting the generality of Subsection 5(c) above, Rhein shall be entitled to director’s and officer’s liability insurance coverage with respect to claims against Rhein arising in connection with his activities performed on behalf of or in connection with his service as an officer or Director of the Company or any affiliate.

(i)

Base Salary through the end of the month of his death;

(ii)

Pro Rata award under the Annual Incentive Plan for the year of his death, payable when such awards are payable to other officers;

(iii)

All of Rhein’s then outstanding stock options, whether or not then exercisable, shall become exercisable in full, and then outstanding stock options which were granted to Rhein after April 1, 2003, shall not terminate prior to the end of their respective terms;

(iv)

Restrictions on Rhein’s restricted stock shall lapse;

(v)

Director’s and officer’s liability insurance coverage as described in Subsection 5(f) for the two (2) year period following the date of his death; and

(vi)

Such other benefits shall be payable as shall be provided under the relevant plans and arrangements of the Company.

(i)

Base Salary through the end of the month of the termination of his employment;

(ii)

Pro Rata award under the Annual Incentive Plan for the year of his termination of employment, payable when such awards are payable to other officers;

(iii)

All of Rhein’s then outstanding stock options, whether or not then exercisable, shall become exercisable in full, and then outstanding stock options which were granted to Rhein after April 1, 2003, shall not terminate prior to the end of their respective terms;

(iv)

Restrictions on Rhein’s restricted stock shall lapse;

(v)

Director’s and officer’s liability insurance coverage as described in Subsection 5(f) until the later of the date on which Rhein attains age sixty-five (65) or the date which is two (2) years from the date of such termination of employment;

(vi)

Such other benefits shall be payable as shall be provided under the relevant plans and arrangements of the Company; and

(vii)

Rhein’s life insurance provided under Subsection 5(d) and medical insurance coverage substantially equivalent to the coverage to Rhein, his spouse and dependents provided under the Company’s Medical Plan at the time of such termination due to Rhein’s Disability shall continue in effect until Rhein attains age sixty-five (65).

(c)

Retirement . If Rhein’s employment is terminated due to his Retirement, he shall be entitled to the following: