0000950144-03-008786 Sample Contracts

AGREEMENT (Wayland H. Cato, Jr.)
Agreement • July 23rd, 2003 • Cato Corp • Retail-women's clothing stores • North Carolina

THIS AGREEMENT is dated as of the 22 day of July, 2003 (“Agreement”), by and among Wayland H. Cato, Jr. (“Wayland Cato”) and The Cato Corporation, a Delaware corporation (the “Company”).

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AGREEMENT (Edgar T. Cato)
Agreement • July 23rd, 2003 • Cato Corp • Retail-women's clothing stores • North Carolina

THIS AGREEMENT is dated as of the 22 day of July, 2003 (“Agreement”), by and among Edgar T. Cato (“Edgar Cato”) and The Cato Corporation, a Delaware corporation (the “Company”).

STOCK REPURCHASE AGREEMENT
Stock Repurchase Agreement • July 23rd, 2003 • Cato Corp • Retail-women's clothing stores • North Carolina

THIS STOCK REPURCHASE AGREEMENT is dated as of the 22 day of July, 2003 (the “Agreement”), by and among Cato Family Investments Limited Partnership and the Wayland H. Cato, Jr. Revocable Trust, dated January 2, 1991, as amended (collectively, the “WC Sellers”), and Cato’s Roseneath Limited Partnership (the “EC Seller” and, together with the WC Sellers, the “Sellers”), and The Cato Corporation, a Delaware corporation (the “Company”).

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