0000950144-01-510093 Sample Contracts

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EXHIBIT 10.5 NOTE AND PLEDGE AGREEMENT
Note and Pledge Agreement • December 18th, 2001 • Belk Inc • Retail-department stores • North Carolina

FOR VALUE RECEIVED, the undersigned, H.W. McKay Belk, a resident of the State of North Carolina (the "Maker"), promises to pay to the order of Belk, Inc., a Delaware corporation (the "Company"), the principal sum of Two Million Five Hundred Thousand and 00/100 Dollars ($2,500,000.00) in accordance with the terms set forth in this Note and Pledge Agreement ("Agreement"). The principal amount outstanding from time to time under this Agreement will bear interest at a rate per annum equal to the 30 day LIBOR rate as published in the Wall Street Journal on the last business day of the month plus one hundred fifty (150) basis points for the entire following month. The principal amount outstanding under this Agreement will be payable in five equal annual installments of Five Hundred Thousand and 00/100 Dollars ($500,000.00) each, plus all accrued and unpaid interest, on January 3, 2003 and on January 3 of each year thereafter to and including January 3, 2007.

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