CROCS, INC. Board of Directors Compensation Plan

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Exhibit 10.2

CROCS, INC.

Board of Directors Compensation Plan

        On June 25, 2009, the Board of Directors of Crocs, Inc. (the "Company") approved a new compensation arrangement for non-employee directors effective as of June 25, 2009. The new compensation arrangement provides the following for non-employee directors:

        (a)   Annual compensation for each non-employee director of, at the election of such non-employee director, (i) $80,000 in cash payable in four successive quarterly payments, (ii) $80,000 of restricted stock of the Company based on the fair market value of the Company's common stock on the date of grant, which restricted stock will vest in four successive quarterly installments from the date of grant, or (iii) a combination thereof;

        (b)&n