1 Exhibit 5 AGREEMENT AND POWER OF ATTORNEY WHEREAS, the undersigned are beneficial owners, as determined pursuant to Rule 13d-3 of the General Rules and Regulations of the Securities Exchange Act of 1934, as amended, of certain shares of Class B...Stockholders' Agreement • November 13th, 2000 • Smith Richard A • Retail-department stores
1- 2 SECTION 1.01. Voting Agreement; Conversion of Class B Stock. (a) Each Stockholder hereby agrees to vote all Subject Shares that such Stockholder is entitled to vote at the time of any vote to approve and adopt the Merger Agreement and the Merger...Stockholder Agreement • November 13th, 2000 • Smith Richard A • Retail-department stores
