Casey Rebecca Powell Sample Contracts

VOTING AGREEMENT
Voting Agreement • May 1st, 2001 • Casey Rebecca Powell • Retail-family clothing stores • Oklahoma

This Voting Agreement (this "Agreement") is made and entered into as of February 28, 2001, among Harold's Stores, Inc., an Oklahoma corporation (the "Company"), the Investors listed on the Schedule of Investors attached hereto (collectively, the "Investors"), and the individuals and entities set forth on the Schedule of Family Shareholders attached hereto (collectively, the "Family Shareholders").

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SERIES 2001-A PREFERRED STOCK PURCHASE AGREEMENT
Preferred Stock Purchase Agreement • May 1st, 2001 • Casey Rebecca Powell • Retail-family clothing stores • Oklahoma

This Series 2001-A Preferred Stock Purchase Agreement (this "Agreement") is made as of February 23, 2001 among Harold's Stores, Inc., an Oklahoma corporation (the "Company"), and the investors listed on the Schedule of Investors attached hereto (the "Investors").

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INVESTOR RIGHTS AGREEMENT
Investor Rights Agreement • May 1st, 2001 • Casey Rebecca Powell • Retail-family clothing stores • Oklahoma

This Investor Rights Agreement (this "Agreement") is made as of February 28, 2001, among Harold's Stores, Inc., an Oklahoma corporation (the "Company"), and the investors set forth on the Schedule of Investors attached hereto (the "Investors").

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FIRST AMENDMENT TO FIRST AMENDED AND RESTATED STOCKHOLDERS' AGREEMENT
Stockholders' Agreement • May 1st, 2001 • Casey Rebecca Powell • Retail-family clothing stores • Oklahoma

This First Amendment ("Amendment") to the Amended and Restated Stockholders' Agreement is made and entered into as the 28th day of February, 2001 by and among the signatories hereto in order to amend the Harold's Stores, Inc. First Amended and Restated Stockholders' Agreement dated June 15, 1998 (the "Stockholders' Agreement").

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RIGHT OF FIRST REFUSAL AGREEMENT
Right of First Refusal Agreement • May 1st, 2001 • Casey Rebecca Powell • Retail-family clothing stores • Oklahoma

This Right of First Refusal Agreement (this "Agreement") is made and entered into as of February 28, 2001, by and among Harold's Stores, Inc., an Oklahoma corporation (the "Company"), the investors set forth on the Schedule of Investors attached hereto (collectively, the "Investors"), and each of the persons set forth on the Schedule of Family Shareholders attached hereto (collectively, the "Family Shareholders").

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AGREEMENT Pursuant to Securities Exchange Act Rule 13d-1(k)(1)(iii)
Schedule 13d Agreement • May 1st, 2001 • Casey Rebecca Powell • Retail-family clothing stores

The undersigned hereby agree that the Schedule 13D, filed pursuant to the Securities Exchange Act of 1934 and executed by each of the undersigned of even date herewith, is filed on behalf of each of the undersigned.

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February 23, 2001
Preferred Stock Purchase Agreement • May 1st, 2001 • Casey Rebecca Powell • Retail-family clothing stores
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