0001193125-14-376482 Sample Contracts

October 20, 2014 Mr. Michael W. Rayden c/o Tween Brands, Inc. New Albany, OH 43054 Dear Mike:
Retirement Agreement • October 21st, 2014 • Ascena Retail Group, Inc. • Retail-apparel & accessory stores • Ohio

This retirement agreement and release (“Agreement”) will confirm the terms of your retirement with Tween Brands, Inc. (“Justice”) and resignation from the Boards of Directors (the “Boards”) of Justice and its parent corporation, Ascena Retail Group, Inc. (“Ascena,” and collectively with its subsidiaries (including, without limitation, Justice) the “Company”) on mutually agreeable terms as set forth below. You and the Company are collectively referred to herein as the “Parties.” Capitalized terms used herein without definition have the meaning ascribed to such terms in your employment agreement with Justice, which became effective April 23, 2010 (the “Employment Agreement”).

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