Exhibit
10.1 – Transition Retention Bonus Agreement

    


    TRANSITION BONUS
AGREEMENT

    


    This
Transition Bonus Agreement (the “Agreement”) between Symmetry Medical Inc.
(“Symmetry”) and _________________ (“Executive”) is made this ____ day of _____,
2011 under the following terms and conditions:

    


    
      	
              1.  

            	
              The Transition
      Bonus.  Symmetry shall pay to Executive an amount of
      $_______ (the “Transition Bonus”), less applicable taxes and other
      withholdings authorized by law or Executive, in the pay period following
      the date of this Agreement.

            


    

     

    
      	
              2.  

            	
              Repayment
      Obligations.  Executive shall repay all or a portion of
      the Transition Bonus within thirty (30) days following termination of
      employment with Symmetry that is initiated by Executive and which occurs
      prior to December 31, 2012.  The
      Executive shall repay 100% of the Transition Bonus, less any unrecoverable
      taxes or other withholdings imposed on the Transition Bonus, if Executive
      terminates employment with Symmetry on or before December 31, 2011 and 50%
      of the Transition Bonus, less any unrecoverable taxes or other
      withholdings imposed on the Transition Bonus, if Executive terminates
      his/her employment during 2012. 

            


    

     

    
      	
              3.  

            	
              Covenants Not To
      Compete.  In
      consideration for the Transition Bonus, during Executive's employment with
      the Company and for a period of twelve (12) months immediately after the
      termination of employment, regardless of the reason for that termination,
      Executive will not, directly or indirectly, without the prior written
      consent of the Board of Directors (which consent will not be unreasonably
      withheld):

            


    

     

    
      	
            	
              i.  

            	
              accept employment with, or perform any services for
      any Competitor of the Company.  For the purposes of this
      Section 3, the term "Competitor" means a
      company that manufactures orthopedic products that compete in the
      marketplace with products or services that the Company provides at the
      time Executive's employment
ends;

            


    

    


    
      	
            	
              ii.  

            	
              accept
      employment with or perform any services for any of the Company's customers
      with whom Executive had contact within the last twelve (12) months of his
      employment, if doing so would in any way reduce the level of business the
      customer does with the Company or otherwise adversely affect the Company's
      business relationship with the
customer;

            


    

    


    
      	
            	
              iii.  

            	
              accept
      employment with or perform any services for any Competitor anywhere within
      the Restricted Geographic Area in the same or similar capacity or function
      to that in which Executive worked for the Company or in any other capacity
      in which Executive's knowledge of the Company's confidential information
      or the customer goodwill Executive helped to develop on behalf of the
      Company would facilitate or support Executive's work.  For
      purposes of this Agreement, the term "Restricted Geographic Area" means
      (i) each and every State of the United States of America in which the
      Company is manufacturing or selling any of its products or services at the
      time Executive's employment ends; and (ii) each and every country in
      which the Company is manufacturing or selling any of its products and
      services at the time Executive's employment ends.  However, if
      the Competitor has separate divisions, business units or segments, some of
      which are not competitive with the business of the Company, nothing herein
      shall prohibit Executive from being employed by or working for only that
      segment of the business that is not competitive with the business of the
      Company, provided Executive's work does not involve any products or
      services that compete with the Company's products and
      services;

            


    

    


    
      	
            	
              iv.  

            	
              urge,
      induce or seek to induce any of the Company's customers to reduce or
      terminate their business with the Company or in any manner interfere with
      the Company's business relationships with its
  customers;

            


    

    


    
      	
            	
              v.  

            	
              urge,
      induce or seek to induce any of the Company's customers with whom
      Executive had contact during the last twelve (12) months of his employment
      with the Company, to reduce or terminate their business with the Company
      or in any manner interfere with the Company's business relationships with
      its customers;

            


    

     

    
      
         

      

      
         

        
          

        

      

      
         

      

    

     

    
      	
            	
              vi.  

            	
              acquire
      or maintain an ownership interest in any Competitor, except passive
      ownership of up to two percent (2%) of any publicly traded
      securities;

            


    

    


    
      	
            	
              vii.  

            	
              either
      on his own account or for any other person, firm or company solicit, hire,
      employ or attempt to solicit, hire or employ, or endeavor to cause any
      employee of the Company to leave his employment, or to induce or attempt
      to induce any such employee to breach any employment agreement with the
      Company.

            


    

    


    
      	
            	
              viii.  

            	
              urge,
      induce or seek to induce any of the Company's independent contractors,
      subcontractors, consultants, vendors or suppliers to reduce, terminate or
      modify in any way their relationship with the
  Company;

            


    

    


    
      	
            	
              ix.  

            	
              disparage
      the Company, its directors, officers, employees, products, facilities or
      other persons or things associated with the Company or otherwise publish
      or communicate any information or opinions that would reasonably be
      considered to be derogatory or critical of the Company, its Directors,
      officers, employees, products, facilities or other persons or things
      associated with the Company.

            


    

    


    Intending
to be bound, the parties affix their signatures below.

     

    Executive:

     

    
      
        	 	 	 	 	 
	Signature	 	 	Date	 
	 	 	 	 	 
	 	 	 	 	 
	 	 	 	 	 
	Printed
      Name	 	 	 	 
	 	 	 	 	 
	 	 	 	 	 
	Symmetry
      Medical, Inc.:	 	 	 	 
	 	 	 	 	 
	 	 	 	 	 
	David
      C. Milne, SVP of HR,	 	 	Date	 
	General
      Counsel & Corporate Secretary