EMPLOYMENT AGREEMENTEmployment Agreement • September 2nd, 2015 • Smartfinancial Inc. • National commercial banks • Tennessee
THIS EMPLOYMENT AGREEMENT is made and entered into as of February 1, 2015 (the “Effective Date”), by and among SmartFinancial, Inc., a Tennessee corporation and registered bank holding company (the “Company”); SmartBank, a banking corporation organized under the laws of the State of Tennessee (the “Bank,” and together with the Company, collectively, the “Employer”); and William Y. Carroll, Sr., a resident of the State of Tennessee (the “Employee”). The Company, the Bank, and the Employee are sometimes referred to herein collectively as the “Parties,” and each is sometimes referred to herein individually as a “Party.”
STOCK PLEDGE AND SECURITY AGREEMENTStock Pledge and Security Agreement • September 2nd, 2015 • Smartfinancial Inc. • National commercial banks • Tennessee
THIS STOCK PLEDGE AND SECURITY AGREEMENT (the “Agreement”), dated as of September 1, 2015, by SMARTFINANCIAL, INC., a Tennessee corporation (formerly known as CORNERSTONE BANCSHARES, INC., along with its successors and assigns, “Pledgor”) in favor of CAPSTAR BANK (the “Secured Party”) in order to further secure the Obligations (as herein defined) and for the consideration herein specified.
SmartBank Sevierville, Tennessee MANAGEMENT INCENTIVE STOCK OPTION AGREEMENTManagement Incentive Stock Option Agreement • September 2nd, 2015 • Smartfinancial Inc. • National commercial banks • Tennessee
THIS AGREEMENT is made and entered into effective as of this [date], by and between SmartBank (the "Bank"), a Tennessee-chartered commercial bank with its principal place of business in Sevierville, Tennessee, and ___________ (“Optionee").
LOAN AGREEMENTLoan Agreement • September 2nd, 2015 • Smartfinancial Inc. • National commercial banks • Tennessee
THIS LOAN AGREEMENT (this “Agreement”) is made and entered into as of August 28, 2015, by and among CORNERSTONE BANCSHARES, INC., a Tennessee corporation to be re-named “SmartFinancial, Inc.” pursuant to the SmartFinancial Merger (as defined herein), (along with its successors and assigns, the “Borrower”), and CAPSTAR BANK, a Tennessee banking corporation, and along with its successors and assigns, the “Lender”).
ASSIGNMENT AND ASSUMPTION AGREEMENTAssignment and Assumption Agreement • September 2nd, 2015 • Smartfinancial Inc. • National commercial banks • New York
THIS ASSIGNMENT AND ASSUMPTION AGREEMENT (the “Assignment”) is made and entered into by and between smartfinancial, inc., a Tennessee corporation (“Assignor”), and cornerstone bancshares, inc., a Tennessee corporation (“Assignee”). This Assignment shall be deemed entered into and effective at such time, if any, as the Merger (as defined below) becomes effective (the “Effective Time”).
EMPLOYMENT AGREEMENTEmployment Agreement • September 2nd, 2015 • Smartfinancial Inc. • National commercial banks • Tennessee
THIS EMPLOYMENT AGREEMENT is made and entered into as of February 1, 2015 (the "Effective Date"), by and among SmartFinancial, Inc., a Tennessee corporation and registered bank holding company (the "Company"); SmartBank, a banking corporation organized under the laws of the State of Tennessee (the "Bank," and together with the Company, collectively, the "Employer"); and William Y. Carroll, Jr., a resident of the State of Tennessee (the "Employee"). The Company, the Bank, and the Employee are sometimes referred to herein collectively as the "Parties," and each is sometimes referred to herein individually as a "Party."
INCENTIVE STOCK OPTION CERTIFICATE Non-transferable GRANT TO ("Optionee") the right to purchase from SmartFinancial, Inc. (the "Company") _____________ shares of its common stock, par value $1.00, at the price of $_______ per share (the "Option")Incentive Stock Option Certificate • September 2nd, 2015 • Smartfinancial Inc. • National commercial banks
pursuant to and subject to the provisions of the SmartFinancial, Inc. 2010 Incentive Plan (the "Plan") and to the terms and conditions set forth on the following page (the "Terms and Conditions"). By accepting the Option, Optionee shall be deemed to have agreed to the Terms and Conditions set forth in this Award Certificate and the Plan. Capitalized terms used herein and not otherwise defined shall have the meanings assigned to such terms in the Plan.
LINE OF CREDIT NOTESmartfinancial Inc. • September 2nd, 2015 • National commercial banks
FOR VALUE RECEIVED, the undersigned, CORNERSTONE BANCSHARES, INC, a Tennessee corporation (to be re-named SMARTFINANCIAL, INC., along with its successors and assigns, the “Borrower”), hereby promises to pay to CAPSTAR BANK (the “Lender”) or its registered assigns at its principal office, or any other office that the Lender designates, on the Maturity Date (as defined in the Loan Agreement dated as of the date hereof (as the same may be amended, restated, supplemented or otherwise modified from time to time, the “Loan Agreement”)), among the Borrower and Lender, the lesser of the principal sum of EIGHT MILLION AND 00/100 DOLLARS ($8,000,000.00) and the aggregate unpaid principal amount of the Line of Credit Facility made by the Lender to the Borrower pursuant to the Loan Agreement, in lawful money of the United States of America in immediately available funds, and to pay interest from the date hereof on the principal amount thereof from time to time outstanding, in like funds, at said o
