0001193125-18-152760 Sample Contracts

STEIN MART, INC. RESTRICTED STOCK UNIT AWARD AGREEMENT (NON-EMPLOYEE DIRECTOR)
Restricted Stock Unit Award Agreement • May 4th, 2018 • Stein Mart Inc • Retail-family clothing stores • Florida

This document (the “Award Agreement”) is made and entered into as of the date set forth on the signature page hereof (the “Grant Date”) by and between STEIN MART, INC., a Florida corporation (“Company”), and the Non-Employee Director whose signature is set forth on the signature page hereof (the “Participant”). This Award Agreement is subject to the Stein Mart, Inc. 2018 Omnibus Incentive Plan, effective January 1, 2018 (the “Plan”), the terms of which, to the extent not stated herein, are specifically incorporated by reference in this Award Agreement.

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RENEWAL OF LAW FIRM ENGAGEMENT AGREEMENT
Renewal of Law Firm Engagement Agreement • May 4th, 2018 • Stein Mart Inc • Retail-family clothing stores

This Agreement (this “Agreement’) entered into in the City of Jacksonville and State of Florida between Stein Mart, Inc., a Florida corporation and its divisions, subsidiaries and affiliates (the “Company”), and KIRSCHNER & LEGLER, P.A. (which, together with its president, Mitchell W. Legler, “Legler”, and with Legler and Kirschner & Legler, P.A. collectively called the “Firm”), is made as of April 1, 2017 (the “Effective Date”).

Promissory Note
Promissory Note • May 4th, 2018 • Stein Mart Inc • Retail-family clothing stores • Florida

On this date of Friday, February 1, 2018, in return for valuable consideration received, STEIN MART, INC., (“Borrower”) promises to pay to SunTrust in its capacity as the trustee under trust agreement (“Trust Agreement”) dated September 1, 1999 by and between Suntrust, Central Florida, N.A. or its successor in interest, the “Lender”, the sum of THIRTEEN MILLION SEVEN HUNDRED THIRTY EIGHT THOUSAND THREE HUNDRED EIGHTEEN DOLLARS AND SIX CENTS ($13,738,318.06), together with interest thereon at the rate of 3.58% per annum. Interest shall accrue daily on the average loan balance for the number of days the loan is outstanding prior to the date of repayment.

Amendment to Promissory Note Stein Mart, Inc. (“Borrower”) SunTrust (“Lender”)
Promissory Note • May 4th, 2018 • Stein Mart Inc • Retail-family clothing stores

This Amendment to the Promissory Note (“Note”) dated February 2, 2018 in the principle amount of $13,738,318.06 by and between STEIN MART, INC. (“Borrower”) and SUNTRUST, as trustee (“Lender”) is entered into this 7th day of March, 2018.

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