0000818682-01-500005 Sample Contracts

EMPLOYMENT AGREEMENT
Employment Agreement • April 30th, 2001 • Harolds Stores Inc • Retail-family clothing stores • Texas

THIS EMPLOYMENT AGREEMENT ("Agreement"), dated this 23rd day of February, 2001, is entered into by and between HAROLD'S STORES, INC., an Oklahoma corporation (the "Company"), and Clark Hinkley, an individual ("Employee").

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HAROLD'S STORES, INC. STOCK OPTION AGREEMENT
Stock Option Agreement • April 30th, 2001 • Harolds Stores Inc • Retail-family clothing stores

This Agreement is made and entered into effective February 23, 2001 ("Effective Date") by and between Harold's Stores, Inc., an Oklahoma corporation ("Company"), and Clark Hinkley, an employee of Company ("Employee").

SECOND AMENDMENT TO EMPLOYMENT AGREEMENT
Employment Agreement • April 30th, 2001 • Harolds Stores Inc • Retail-family clothing stores

This SECOND AMENDMENT TO EMPLOYMENT AGREEMENT is made and entered into this 28th day of February, 2001, by and between HAROLD'S STORES, INC.("Harold's") and REBECCA P. CASEY ("Casey"). For and in consideration of the mutual covenants set forth herein, Harold's and Casey agree as follows:

FIRST AMENDMENT TO LOAN AND SECURITY AGREEMENT
Loan and Security Agreement • April 30th, 2001 • Harolds Stores Inc • Retail-family clothing stores • Texas

This First Amendment to Loan and Security Agreement (the "Amendment"), dated as of February 23, 2001 (the "Effective Date"), is among the financial institutions listed on the signature pages hereof, Bank of America, National Association as administrative agent for the Lenders (the "Agent"), Harold's Stores, Inc., an Oklahoma corporation (the "Parent"), and each of Harold's Financial Corporation, an Oklahoma corporation, Harold's Direct, Inc., an Oklahoma corporation, Harold's Stores of Texas, L.P., a Texas limited partnership, Harold's Stores of Georgia, L.P., a Georgia limited partnership, and Harold's of Jackson, Inc., a Mississippi corporation (including the Parent each a "Borrower" and collectively the "Borrowers").

HAROLD'S STORES, INC. STOCK OPTION AGREEMENT
Stock Option Agreement • April 30th, 2001 • Harolds Stores Inc • Retail-family clothing stores

This Agreement is made and entered into effective _________, __ ("Effective Date") by and between Harold's Stores, Inc., an Oklahoma corporation ("Company"), and ___________, an employee of Company, or a subsidiary of Company ("Employee").

FIRST AMENDMENT TO EMPLOYMENT AGREEMENT
Employment Agreement • April 30th, 2001 • Harolds Stores Inc • Retail-family clothing stores

This FIRST AMENDMENT TO EMPLOYMENT AGREEMENT is made and entered into this 28th day of February, 2001, by and between HAROLD'S STORES, INC. ("Harold's") and HAROLD G. POWELL ("Powell"). For and in consideration of the mutual covenants set forth herein, Harold's and Powell agree as follows:

TERMINATION AGREEMENT
Termination Agreement • April 30th, 2001 • Harolds Stores Inc • Retail-family clothing stores

This Termination Agreement is dated as of November 3, 2000 between Harold's Stores, Inc., an Oklahoma Corporation ("Harold's" or the "Company"), and PrimaTech Corporation, a Delaware corporation ("Consultant").

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