0001193125-04-106490 Sample Contracts

CABELA’S INCORPORATED INDEMNIFICATION AGREEMENT
Indemnification Agreement • June 22nd, 2004 • Cabelas Inc • Retail-miscellaneous shopping goods stores • Delaware

INDEMNIFICATION AGREEMENT (this “Agreement”) dated as of , 2004 by and among Cabela’s Incorporated, a Delaware corporation (the “Company”) and (the “Indemnitee”).

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MANAGEMENT CHANGE OF CONTROL SEVERANCE AGREEMENT
Management Change of Control Severance Agreement • June 22nd, 2004 • Cabelas Inc • Retail-miscellaneous shopping goods stores • Delaware

This Management Change of Control Severance Agreement (this “Agreement”) is dated this day of , 2004 (the “Effective Date”), by and among Cabela’s Incorporated, a Delaware corporation (the “Company”), and (the “Executive”).

] Shares CABELA’S INCORPORATED Class A Common Stock, $0.01 par value per share UNDERWRITING AGREEMENT
Underwriting Agreement • June 22nd, 2004 • Cabelas Inc • Retail-miscellaneous shopping goods stores • New York
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