0000950123-11-010374 Sample Contracts

LOAN AGREEMENT
Loan Agreement • February 8th, 2011 • Retail Ventures Inc • Retail-variety stores • Ohio

This LOAN AGREEMENT (this “Agreement”), dated as of February 8, 2011 (the “Effective Date”), is made by and between SEI, Inc., a Nevada corporation (the “Lender”), and Retail Ventures, Inc., an Ohio corporation (the “Borrower”).

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REVOLVING NOTE
Revolving Note • February 8th, 2011 • Retail Ventures Inc • Retail-variety stores

FOR VALUE RECEIVED, the undersigned, Retail Ventures, Inc., an Ohio corporation (herein called the “Borrower”), hereby promises to pay to the order of SEI, Inc. (the “Lender”) the lesser of (i) the principal sum of Thirty Million Dollars ($30,000,000.00), or (ii) the aggregate unpaid principal balance of all Loans made by the Lender to the Borrower pursuant to Section 1.2 of the Loan Agreement, dated as of even date herewith, between the Borrower and the Lender (as amended, restated, supplemented, or otherwise modified from time to time, the “Loan Agreement”), payable on the Maturity Date.

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