0001104659-05-023851 Sample Contracts

RESTRICTED STOCK AGREEMENT
Restricted Stock Agreement • May 16th, 2005 • Guess Inc • Women's, misses', children's & infants' undergarments • Delaware

This RESTRICTED STOCK AGREEMENT (the “Agreement”), dated as of , (the “Date of Grant”), is entered into by and between GUESS?, INC., a Delaware corporation (the “Company”), and (the “Grantee”).

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GUESS?, INC.
Nonqualified Stock Option Agreement • May 16th, 2005 • Guess Inc • Women's, misses', children's & infants' undergarments • Delaware

THIS NONQUALIFIED STOCK OPTION AGREEMENT (this “Option Agreement”) dated by and between Guess?, Inc., a Delaware corporation (the “Company”), and (the “Grantee”) evidences the nonqualified stock option (the “Option”) granted by the Company to the Grantee as to the number of shares of the Company’s Common Stock first set forth below.

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