EXECUTIVE EMPLOYMENT AGREEMENT

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                                                                    EXHIBIT 10.2

                         EXECUTIVE EMPLOYMENT AGREEMENT

      THIS AGREEMENT made with effect as of the 28th day of September, 2005

BETWEEN:

                                COTT CORPORATION

                                                             (the "CORPORATION")

                                      -and-

                                  MARK BENADIBA

                                                               (the "EXECUTIVE")

     WHEREAS the Corporation currently employs the Executive and the Executive
wishes to continue to be employed by the Corporation.

     AND WHEREAS the Corporation and the Executive are parties to an amended and
restated employment agreement dated October 15, 2003 and counter-signed by the
Executive on October 23, 2003 (the "2003 Employment Agreement").

     AND WHEREAS the Corporation and the Executive wish to terminate the 2003
Employment Agreement as of the Effective Date (as defined below), and have
negotiated terms and conditions for a fixed-term period of employment.

     AND WHEREAS the Corporation and the Executive have agreed to formalize the
terms and conditions agreed between them which will, as of the Effective Date,
govern the Executive's employment with the Corporation, all as set out in this
Agreement, and which will amend, supersede and replace any previous employment
agreement between the Corporation and the Executive (including, without
limitation, the 2003 Employment Agreement).

     NOW THEREFORE in consideration of the mutual covenants and promises set
forth herein and for other good and valuable consideration, the receipt and
sufficiency of which are hereby acknowledged by each of the Corporation and the
Executive, the parties hereby covenant and agree as follows:

                   ARTICLE I - DEFINITIONS AND INTERPRETATION

1.1 Definitions. For the purposes of this Agreement, the following words and
phrases shall have the following meanings:

     (a)  "AFFILIATE" has the same meaning as given to such word in the
          Securities Act (Ontario), as amended or replaced from time to time.

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     (b)  "AGREEMENT" means this agreement, including any schedules hereto, as
          amended, supplemented, or modified in writing from time to time.

     (c)  "BENEFITS" means those benefits and perquisites as described in
          Section 5.2 and in which the Executive is participating as at the Date
          of Termination but, for greater certainty, excludes any share option,
          share purchase, equity, profit-sharing, bonus, or other incentive
          plans or entitlements.

     (d)  "BOARD" means the Board of Directors of the Corporation.

     (e)  "BUSINESS" means the business of manufacturing, selling, or
          distributing non-alcoholic beverages or any other line of business
          actively carried on by the Corporation or in the Corporation's active
          contemplation to the knowledge of the Executive as at the Date of
          Termination, including, without limitation, the business carried on by
          any Affiliate.

     (f)  "COMPENSATION" shall mean the aggregate of the Executive's annual base
          salary and annual automobile allowance as at the Date of Termination,
          plus the Executive's target annual incentive bonus (such annual
          incentive bonus being capped at 100%) but, for greater certainty,
          excludes any retention or extraordinary bonuses, share option, share
          purchase, equity, profit-sharing, or long-term incentive plans, awards
          or entitlements.

     (g)  "CONFIDENTIAL INFORMATION" means information disclosed or accessible
          to the Executive or acquired by the Executive as a result of his
          employment with the Corporation and which is not in the public domain
          or otherwise required to be publicly disclosed by applicable law and
          includes, but is not limited to, information relating to the
          Corporation's or any of its Affiliates' current, future or proposed
          products/services or development of new or improved products/services,
          marketing strategies, sales or business plans, the names and
          information about the Corporation's past, present and prospective
          customers and clients, technical data, records, reports, presentation
          materials, interpretations, forecasts, test results, formulae,
          projects, research data, personnel data, budgets, unpublished
          financial statements, Innovations, and any other information received
          by the Corporation from third parties pursuant to an obligation of
          confidentiality.

     (h)  "DATE OF TERMINATION" means the date of cessation of the Executive's
          employment without regard to any notice of termination, pay in lieu of
          notice of termination, severance or other damages and, for greater
          certainty, shall mean the earliest of the following dates:

          (i)  the expiry of the Term;

          (ii) the date of the Executive's death; or

          (iii) the date set out in any written notice of
               termination/resignation delivered by the Corporation or the
               Executive to the other party.

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     (i)  "EFFECTIVE DATE" means the effective date of this Agreement as set
          forth above, that is, September 28, 2005.

     (j)  "INNOVATIONS" means any:

          (i)  processes, machines and compositions of matter;

          (ii) inventions and improvements (whether or not protectable under
               patent laws);

          (iii) techniques, ideas, concepts and programs;

          (iv) works of authorship and information fixed in any tangible medium,
               including source code for software, (whether or not protectable
               under copyright laws) and all moral rights therein;

          (v)  mask works or integrated circuit topography;

          (vi) trademarks, trade names, trade dress and trade secrets and
               know-how (whether or not protectable under trade secret laws);

          (vii) other subject matter protectable under patent, copyright, mask
               work, trademark, trade secret or other similar laws; or

          (viii) any derivative works, improvements, renewals, extensions,
               continuations, divisionals, continuations in part, or continuing
               patent applications relating to any Innovation.

     (k)  "JUST CAUSE" means:

          (i)  the wilful and continued failure by the Executive substantially
               to perform his duties with the Corporation (other than a failure
               resulting from his incapacity due to physical or mental illness)
               after a written demand for substantial performances delivered to
               the Executive by the Board, which demand specifically identifies
               the manner in which the Board believes that the Executive has not
               substantially performed his duties, and the Executive has failed
               to correct such failure to perform his duties within thirty (30)
               days after such written demand is delivered to him; or

          (ii) the wilful engaging by the Executive in conduct that is
               demonstrably and materially injurious to the Corporation,
               monetarily or otherwise, provided that no act or failure to act
               on the Executive's part shall be deemed "wilful" unless done, or
               omitted to be done, by the Executive not in good faith and
               without reasonable belief that his action or omission was in the
               best interests of the Corporation

     (l)  "SEVERANCE PERIOD" shall mean the period commencing on the Date of
          Termination and ending twenty-four (24) months thereafter.

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     (m)  "TERRITORY" means:

          (i)  Canada;

          (ii) every state or possession of the United States of America; and

          (iii) every country in which the Corporation or any of its Affiliates
               maintain an office and actively carry on the Business

                                ARTICLE II - TERM

2.1 Fixed Term. This Agreement shall commence on the Effective Date and this
Agreement and the Executive's employment shall be for a maximum fixed term of
three (3) years ending on September 27, 2008 (the "Term"), subject to earlier
termination of the Executive's employment in accordance with Article VI below.
At the end of the Term, this Agreement and the Executive's employment are wholly
and automatically at an end without notice or further obligation by the
Corporation to the Executive other than amounts or benefits earned and accrued
by the Executive and payable by the Corporation up to such expiry date. The
parties each acknowledge that there is no representation, warranty, covenant or
commitment to renew or extend the Term or the Executive's employment beyond the
expiry of the Term.

2.2 Consultancy: Notwithstanding Section 2.1 above, at the end of the Term and
effective as of the day following up the expiry of the Term, the Corporation and
the Executive shall enter into a consultancy agreement substantially including
the terms and conditions and in the form attached as Schedule "A" to this
Agreement.

                      ARTICLE III - EMPLOYMENT AND POSITION

3.1 Position. Subject to the terms and conditions set out in this Agreement, the
Corporation hereby agrees to employ the Executive, and the Executive hereby
agrees to serve the Corporation, in the position of Executive Vice President, or
such other position as may be assigned to the Executive by the Corporation's
President and Chief Executive Officer or the Board but provided that such
position is of at least equivalent stature and level of responsibilities within
the Corporation.

3.2 Executive's Covenant. The Executive represents and warrants to the
Corporation that he is free to enter this Agreement and that he is not subject
to any obligation or restriction (statutory, contractual, or at common law)
which would prevent or interfere with the performance of all of his obligations
hereunder.

3.3 Place of Employment. The Executive shall provide his duties and services to
the Corporation at its office in Toronto, Ontario, or at such other place or
places within the greater Toronto area as the Corporation may determine from
time-to-time. The Executive's place, of employment will not be moved outside of
the greater Toronto area without his consent. The Executive acknowledges that,
in the ordinary course of business and in carrying out his duties for the
Corporation, he will have customary business travel obligations.

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                               ARTICLE IV - DUTIES

4.1 Full-Time. The Executive's position with Corporation is a full-time one.
Therefore, throughout the duration of his employment, the Executive shall devote
his full working time and attention to the business and affairs of the
Corporation, acting in the best interests of the Corporation at all times. The
Executive shall not, during his employment with the Corporation, accept nor hold
any position as an officer, director, employee, consultant, or any like position
for or on behalf of any entity without the prior written approval of the
Corporation, which approval may be withheld in its sole discretion.

4.2 Duties; Reporting. Reporting to and subject to the general direction of the
Corporation's President and Chief Executive Officer or as may otherwise be
designated by the Board (but provided that the Executive shall always report to
the most senior management executive officer of the Corporation), the Executive
shall perform such other duties and responsibilities consistent with such
position as may be assigned to him by the Corporation's President and Chief
Executive Officer or the Board from time-to-time. The Executive shall perform
all duties in accordance with the charter documents and by-laws of the
Corporation, the instructions of the Corporation's President and Chief Executive
Officer and the Board, and all of the Corporation's policies and codes of
conduct, rules and regulations in effect from time to time. In addition to the
duties and responsibilities associated with his position, the Executive shall
perform such other duties and responsibilities consistent with the position as
may be assigned to him by the Corporation's President and Chief Executive
Officer or the Board from time to time. The Corporation's President and Chief
Executive Officer or the Board retain full authority to change the Executive's
duties and responsibilities and reporting relationships (but provided that the
Executive shall always report to the most senior management executive officer of
the Corporation) and to assign new duties and responsibilities provided that
such changes do not result in a diminution of the scope or dignity of the
Executive's overall duties and responsibilities.

4.3 Compliance. Recognizing the Corporation's commitment to achieving the
highest standards of openness and accountability, the Executive shall raise, in
a prompt manner, any good faith concerns he has regarding the conduct of the
Corporation's business or compliance with the Corporation's financial, legal or
reporting obligations. Such good faith concerns should be brought first to the
attention of the Corporation's President and Chief Executive Officer or to the
Board.

                      ARTICLE V - COMPENSATION AND BENEFITS

5.1 Signing Bonus. As an inducement to the Executive to sign this Agreement and
in full and final satisfaction of all of the Executive's payments, benefits,
rights and entitlements due or payable under the 2003 Employment Agreement, the
Corporation shall pay to the Executive a signing bonus of $1,000,000.00, such
payment to be made on a lump sum basis within ten (10) business days of the
execution of this Agreement by the Executive.

5.2 Base Salary. During his employment, the Corporation shall pay the Executive
a base salary of $500,000.00 annually, paid in such instalments and at such
times and in the same manner as the Corporation pays its other senior executives
generally, but not less than monthly. The Executive's base salary will be
reviewed annually by the Human Resources and

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Compensation Committee (or as may otherwise be delegated by the Board) for
consideration of an increase, if appropriate, in its discretion.

5.3 Benefits. During his employment, the Executive shall be eligible to
participate in all benefits and all perquisites (including medical,
prescription, dental, disability, life, AD&D and travel insurance), provided by
the Corporation on the same basis as similarly situated senior executives of the
Corporation employed in Canada, but excluding the Corporation's President and
Chief Executive Officer, as such plans and policies may be amended from
time-to-time. The Executive acknowledges and agrees that the benefits and
perquisites made available to him (including group insurance) are subject to
change in the Corporation's sole discretion, and further, any entitlement of the
Executive is subject to and shall be governed by the terms and conditions of any
written policies, plans, programs or contracts.

5.4 Automobile. During his employment, the Corporation shall pay to the
Executive an annual automobile allowance in accordance with the Corporation's
policy as it may be amended from time-to-time.

5.5 Vacation. For each year of employment during the Term, the Executive shall
accrue vacation in accordance with the Corporation's vacation policy for
management, currently five (5) weeks' paid vacation per calendar year, such
vacation to extend for such periods and to be taken at such intervals as shall
be appropriate and consistent with the proper performance of the Executive's
duties and as agreed upon between the Executive and the Corporation. To the
extent permitted by applicable law, accumulated vacation time or pay may not be
carried forward except with the prior approval of the Board.

5.6 Annual Bonus Incentive. For each year of employment during the Term, the
Executive shall be eligible for an annual bonus incentive with a target bonus
award of $575,000.00 (at 100%), and a potential maximum award based on exceeding
achievements of $1,150,000.00 (at 200%). The Executive's annual bonus incentive
shall include the following components, terms and conditions:

     (a)  Objectives (including all performance thresholds, targets and maximum
          goals) will be set annually by the Human Resources and Compensation
          Committee (or as may otherwise be delegated by the Board).

     (b)  The level of achievement of all objectives will be evaluated by the
          Human Resources and Compensation Committee (or as may otherwise be
          delegated by the Board) as soon as possible following each fiscal
          year.

     (c)  Subject to Sections 6.3 and 6.4 below, bonuses, if any, shall be
          earned only upon completion of the relevant fiscal year of the
          Corporation and shall be payable after completion of the Corporation's
          audited financial statements for such fiscal year.

5.7 Reimbursement of Expenses. Upon presentation of proper receipts or other
proof of expenditure and subject to such reasonable guidelines or limitations
provided by the Corporation from time to time, the Corporation shall reimburse
the Executive for all reasonable and necessary expenses actually incurred by the
Executive directly in connection with the business affairs of the Corporation
and the performance of his duties hereunder. The Executive shall comply with

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such reasonable limitations and reporting requirements with respect to such
expenses as the Board may establish from time to time.

5.8 Continuation of Benefits. All benefits, stock options and annual bonus
incentives to which the Executive was entitled immediately prior to the
execution of this Agreement shall, unless otherwise replaced or set out in this
Agreement, continue without loss or change as of the Effective Date. For greater
certainty, all grants of stock options to the Executive shall be governed by the
applicable plans and policies, specifically including and without limitation,
the Restated 1986 Common Share Option Plan of the Corporation, as they may be
amended from time-to-time.

5.9 No Other Entitlements. The Executive is not entitled to any other payment,
benefit, perquisite, allowance or entitlement other than as specifically set out
in this Agreement or as otherwise agreed to in writing and signed by the
Corporation and the Executive.

                     ARTICLE VI - TERMINATION OF EMPLOYMENT

6.1 Early Termination. Notwithstanding any other provision in this Agreement,
the Executive's employment may be terminated at any time as follows:

     (a)  Death. This Agreement and the Executive's employment shall
          automatically terminate upon the death of the Executive.

     (b)  Just Cause. The Corporation may terminate this Agreement and the
          Executive's employment at any time forthwith for any Just Cause.

     (c)  Without Just Cause. The Corporation may terminate this Agreement and
          the Executive's employment at any time without Just Cause and for any
          reason or no reason whatsoever by providing written notice to the
          Executive specifying the effective Date of Termination (which may be
          forthwith).

     (d)  Resignation. The Executive may terminate this Agreement and his
          employment at any time by providing written notice to the Board
          specifying the effective date of termination (such date being not less
          than three (3) months and not more than six (6) months after the date
          of the Executive's written notice). The Corporation may elect to deem
          any date prior to the date specified in the notice as the Date of
          Termination.

6.2 Termination for Just Cause or Resignation. If this Agreement and the
Executive's employment is terminated pursuant to subsections 6.1(b) or 6.1(d)
above, then the Corporation shall pay to the Executive an amount equal to the
base salary and vacation pay earned by and payable to the Executive up to the
Date of Termination and the Executive shall have no entitlement to any further
notice of termination, payment in lieu of notice of termination, severance, or
any damages whatsoever. Participation in all bonus plans (specifically including
all short and long term incentive plans) or other stock option, equity, or
profit participation plans terminates immediately upon the Date of Termination
and the Executive shall not be entitled to any additional bonus or incentive
award, pro rata or otherwise, except as may have been owing to him for the
Corporation's fiscal year immediately preceding the Date of Termination.

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6.3 Termination by Reason of Death. If this Agreement and the Executive's
employment is terminated pursuant to subsections 6.1(a) above, then the
Corporation shall pay to the Executive an amount equal to the base salary and
vacation pay earned by and payable to the Executive up to the Date of
Termination and the Executive shall have no entitlement to any further notice of
termination, payment in lieu of notice of termination, severance, or any damages
whatsoever. Participation in all bonus plans (specifically including all short
and long term incentive plans) or other stock option, equity, or profit
participation plans terminates immediately upon the Date of Termination, but the
Corporation shall pay to the Executive his bonus or incentive entitlements (if
any) calculated pro rata for the period up to the Date of Termination based on
achievement of the bonus incentive target to such date, such payment(s) being
made immediately if the amount can be readily determined but, in any event, no
later than thirty (30) days following the completion of the audited financial
statements for the fiscal year in which the Date of Termination occurs.

6.4 Termination Without Just Cause. If this Agreement and the Executive's
employment is terminated by the Corporation without Just Cause pursuant to
subsection 6.1(c) above, then the following provisions shall apply:

     (a)  The Corporation shall pay to the Executive an amount equal to the base
          salary, car allowance, and vacation pay earned by him and payable to
          him up to the Date of Termination.

     (b)  Participation in all bonus plans (specifically including all short and
          long term incentive plans) stock option, equity, or profit
          participation plans terminates immediately upon the Date of
          Termination. However, the Corporation shall pay to the Executive his
          bonus (if any) calculated pro rata for the period up to the Date of
          Termination based on achievement of the annual bonus incentive target
          to such date, such payment(s) being made immediately if the amount can