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BLAKE W. KRUEGER
SEPARATION AGREEMENT
FIRST AMENDMENT
This First
Amendment (the “ First Amendment ”) dated as of
December 11, 2008, amends the Separation Agreement
(“Agreement”) entered into as of March 13, 2008,
by and between Blake W. Krueger (“ Executive ”)
and Wolverine World Wide, Inc. (“ Company
”).
A. The Agreement contains certain
provisions relating to the Wolverine World Wide, Inc. Supplemental
Executive Retirement Plan (the “SERP”).
B. The Company’s Board of Directors
approved amendments to the SERP to comply with Internal Revenue
Code Section 409A and to otherwise modify the provisions of
the SERP. The Company and the Executive want to amend the Agreement
to clarify that the benefits provided to the Executive under the
Agreement with respect to the SERP continue to apply with respect
to the amended SERP.
NOW, THEREFORE,
in consideration of the mutual covenants and agreements contained
herein and other good and valuable consideration, the receipt and
sufficiency of which are hereby acknowledged, the Company and
Executive agree as set forth below.
1. Section 1.2 of the Agreement is
hereby deleted in its entirety and the following provision
substituted in its entirety as Section 1.2:
A separation
payment equal to the Executive’s base monthly salary as of
the termination date multiplied by eighteen (18) (the “
Separation Payment ”), less applicable tax and other
withholdings required by law. The Company will pay the Separation
Payment in one lump sum payment within three (3) business days
of the termination date. If (1) the Company’s Board of
Directors waive the Competitive Activity covenant in
Section 6.2 of the Wolverine World Wide, Inc. Supplemental
Executive Retirement Plan and Section 6.2 of the Wolverine
World Wide, Inc. 409A Supplement Executive Retirement Plan as
provided for under Section 1.6 of this Agreement, and
(2) the Executive begins new employment with a
Competi
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