Common use of Material Contracts; Defaults Clause in Contracts

Material Contracts; Defaults. (a) Other than as set forth in Company Disclosure Schedule 3.12, neither Company nor any of its Subsidiaries is a party to, bound by or subject to any agreement, contract, arrangement, commitment or understanding (whether written or oral) (i) with respect to the employment of any directors, officers, employees or consultants, (ii) which would entitle any present or former director, officer, employee or agent of Company or any of its Subsidiaries to indemnification from Company or any of its Subsidiaries, (iii) the benefits of which will be increased, or the vesting of benefits of which will be accelerated, by the occurrence of any of the transactions contemplated by this Agreement, or the value of any of the benefits of which will be calculated on the basis of any of the transactions contemplated by this Agreement, (iv) which grants any right of first refusal, right of first offer or similar right with respect to any material assets or properties of Company and or Subsidiaries; (v) which provides for payments to be made by Company or any of its Subsidiaries upon a change in control thereof; (vi) which provides for the lease of personal property having a value in excess of $25,000 individually or $100,000 in the aggregate; (vii) which relates to capital expenditures and involves future payments in excess of $10,000 individually or $50,000 in the aggregate; (viii) which relates to the disposition or acquisition of assets or any interest in any business enterprise outside the ordinary course of Company’s business; (ix) which is not terminable on sixty (60) days or less notice and involving the payment of more than $25,000 per annum; or (x) which materially restricts the conduct of any business by Company of any of its Subsidiaries (collectively, “Material Contracts”). Company has previously delivered to Buyer true, complete and correct copies of each such document.

Material Contracts; Defaults. (a) Other than as set forth in on Company Disclosure Schedule 3.123.13, neither Company nor any of its Subsidiaries is a party to, bound by or subject to any agreement, contract, arrangement, commitment or understanding (whether written or oral) or amendment thereto (i) with respect to the employment of any directors, officers, employees or consultants, (ii) which would entitle any present or former director, officer, employee or agent of Company or any of its Subsidiaries to indemnification from Company or any of its Subsidiaries, (iii) the benefits of which will be increased, or the vesting of benefits of which will be accelerated, by the occurrence of any of the transactions contemplated by this Agreement, or the value of any of the benefits of which will be calculated on the basis of any of the transactions contemplated by this Agreement, (iv) which grants any right of first refusal, right of first offer offer, or similar right with respect to any material assets or properties of Company and or Subsidiaries; , (v) which provides for payments to be made by Company or any of its Subsidiaries upon a change in control thereof; control, (vi) which provides for the lease of personal property having a value in excess of $25,000 individually or $100,000 50,000 in the aggregate; , (vii) which relates to capital expenditures and involves future payments in excess of $10,000 25,000 individually or $50,000 in the aggregate; , (viii) which relates to the disposition or acquisition of assets or any interest in any business enterprise outside the ordinary course of Company’s business; , (ix) which is not terminable on sixty (60) days or less notice and involving the payment of more than $25,000 per annum; , or (x) which materially restricts the conduct of any business by Company of any of its Subsidiaries (collectively, “Material Contracts”). Company has previously delivered made available to Buyer true, complete complete, and correct copies of each such documentMaterial Contract.

Material Contracts; Defaults. (a) Other than Except as set forth disclosed in Company Disclosure Schedule 3.12Section 3.13(a), neither Company the Bank nor any of its Subsidiaries is a party to, bound by or subject to any agreement, contract, arrangement, commitment or understanding (whether written or oral) (i) with respect to the employment of any directors, officers, employees or consultants, (ii) which would entitle any present or former director, officer, employee or agent of Company the Bank or any of its Subsidiaries to indemnification from Company the Bank or any of its Subsidiaries, (iii) the benefits of which will be increased, or the vesting of benefits of which will be accelerated, by the occurrence of any of the transactions contemplated by this Agreement, or the value of any of the benefits of which will be calculated on the basis of any of the transactions contemplated by this Agreement, (iv) which grants any right of first refusal, right of first offer or similar right with respect to any material assets or properties of Company and the Bank or its Subsidiaries; (v) which provides for payments to be made by Company the Bank or any of its Subsidiaries upon a change in control thereof; (vi) which provides for the lease of personal property having a value in excess of $25,000 50,000 individually or $100,000 125,000 in the aggregate; (vii) which relates to capital expenditures and involves future payments in excess of $10,000 50,000 individually or $50,000 125,000 in the aggregate; (viii) which relates to the disposition or acquisition of assets or any interest in any business enterprise outside the ordinary course Ordinary Course of Company’s businessBusiness of the Bank or any of its Subsidiaries; (ix) which is not terminable on sixty (60) days or less notice and involving the payment of more than $25,000 50,000 per annum; or (x) which materially restricts the conduct of any business by Company of the Bank or any of its Subsidiaries (collectively, “Material Contracts”). Company Parent has previously delivered made available to Buyer true, complete and correct copies of each such documentMaterial Contract.

Material Contracts; Defaults. (a) Other than Except as set forth disclosed in Company Sound Bank Disclosure Schedule 3.12Section 3.13, neither Company Sound Bank nor any of its Subsidiaries is a party to, bound by or subject to any agreement, contract, arrangement, commitment or understanding (whether written or oral) (i) with respect to the employment of any directors, officers, employees or consultants, (ii) which would entitle any present or former director, officer, employee or agent of Company Sound Bank or any of its Subsidiaries to indemnification from Company Sound Bank or any of its Subsidiaries, (iii) the benefits of which will be increased, or the vesting of benefits of which will be accelerated, by the occurrence of any of the transactions contemplated by this Agreement, or the value of any of the benefits of which will be calculated on the basis of any of the transactions contemplated by this Agreement, (iv) which grants any right of first refusal, right of first offer or similar right with respect to any material assets or properties of Company and or Sound Bank and/or its Subsidiaries; (v) which provides for payments to be made by Company Sound Bank or any of its Subsidiaries upon a change in control thereof; (vi) which provides for the lease of personal property having a value in excess of $25,000 individually or $100,000 50,000 in the aggregate; (vii) which relates to capital expenditures and involves future payments in excess of $10,000 25,000 individually or $50,000 in the aggregate; (viii) which relates to the disposition or acquisition of assets or any interest in any business enterprise outside the ordinary course Ordinary Course of Company’s businessBusiness of Sound Bank; (ix) which is not terminable on sixty (60) 60 days or less notice and involving involves the payment of more than $25,000 per annum; or (x) which materially restricts the conduct of any business by Company of Sound Bank or any of its Subsidiaries (collectively, “Sound Bank Material Contracts”). Company Sound Bank has previously delivered made available to Buyer West Town true, complete and correct copies of each such documentSound Bank Material Contract.

Material Contracts; Defaults. (a) Other than as set forth in Company Disclosure Schedule 3.12, neither Company nor any of its Subsidiaries is a party to, bound by or subject to any agreement, contract, arrangement, commitment or understanding (whether written or oral) (i) with respect to the employment of any directors, officers, employees or consultants, (ii) which would entitle any present or former director, officer, employee or agent of Company or any of its Subsidiaries to indemnification from Company or any of its Subsidiaries, (iii) the benefits of which will be increased, or the vesting of benefits of which will be accelerated, by the occurrence of any of the transactions contemplated by this Agreement, or the value of any of the benefits of which will be calculated on the basis of any of the transactions contemplated by this Agreement, (iv) which grants any right of first refusal, right of first offer or similar right with respect to any material assets or properties of Company and or Subsidiaries; (v) which provides for payments to be made by Company or any of its Subsidiaries upon a change in control thereof; (vi) which provides for the lease of personal property having a value in excess of $25,000 individually or $100,000 in the aggregate; (vii) which relates to capital expenditures and involves future payments in excess of $10,000 individually or $50,000 in the aggregate; (viii) which relates to the disposition or acquisition of assets or any interest in any business enterprise outside the ordinary course of Company’s 's business; (ix) which is not terminable on sixty (60) days or less notice and involving the payment of more than $25,000 per annum; or (x) which materially restricts the conduct of any business by Company of any of its Subsidiaries (collectively, “"Material Contracts”"). Company has previously delivered to Buyer or Buyer Bank true, complete and correct copies of each such document.

Material Contracts; Defaults. (a) Other than Except as set forth disclosed in Company Disclosure Schedule 3.12Section 3.13(a), neither Company the Bank nor any of its Subsidiaries is a party to, bound by or subject to any agreement, contract, arrangement, commitment or understanding (whether written or oral) (i) with respect to the employment of any directors, officers, employees or consultants, (ii) which would entitle any present or former director, officer, employee or agent of Company the Bank or any of its Subsidiaries to indemnification from Company the Bank or any of its Subsidiaries, (iii) the benefits of which will be increased, or the vesting of benefits of which will be accelerated, by the occurrence of any of the transactions contemplated by this Agreement, or the value of any of the benefits of which will be calculated on the basis of any of the transactions contemplated by this Agreement, (iv) which grants any right of first refusal, right of first offer or similar right with respect to any material assets or properties of Company and the Bank or its Subsidiaries; (v) which provides for payments to be made by Company the Bank or any of its Subsidiaries upon a change in control thereof; (vi) which provides for the lease of personal property having a value in excess of $25,000 50,000 individually or $100,000 125,000 in the aggregate; (vii) which relates to capital expenditures and involves future payments in excess of $10,000 50,000 individually or $50,000 125,000 in the aggregate; (viii) which relates to the disposition or acquisition of assets or any interest in any business enterprise outside the ordinary course Ordinary Course of Company’s businessBusiness of the Bank or any of its Subsidiaries; (ix) which is not terminable on sixty (60) days or less notice and involving the payment of more than $25,000 per annum; or (x) which materially restricts the conduct of any business by Company of the Bank or any of its Subsidiaries (collectively, “Material Contracts”). Company Parent has previously delivered made available to Buyer true, complete and correct copies of each such documentMaterial Contract.

Material Contracts; Defaults. (a) Other than Except as set forth disclosed in Company Disclosure Schedule 3.12Section 3.13, neither Company FNB nor any of its Subsidiaries is a party to, bound by or subject to any agreement, contract, arrangement, commitment or understanding (whether written or oral) (i) with respect to the employment of any directors, officers, employees or consultants, (ii) which would entitle any present or former director, officer, employee or agent of Company FNB or any of its Subsidiaries to indemnification from Company FNB or any of its Subsidiaries, (iii) the benefits of which will be increased, or the vesting of benefits of which will be accelerated, by the occurrence of any of the transactions contemplated by this Agreement, or the value of any of the benefits of which will be calculated on the basis of any of the transactions contemplated by this Agreement, (iv) which grants any right of first refusal, right of first offer or similar right with respect to any material assets or properties of Company and or FNB and/or its Subsidiaries; (v) which provides for payments to be made by Company FNB or any of its Subsidiaries upon a change in control thereof; (vi) which provides for the lease of personal property having a value in excess of $25,000 individually or $100,000 50,000 in the aggregate; (vii) which relates to capital expenditures and involves future payments in excess of $10,000 25,000 individually or $50,000 in the aggregate; (viii) which relates to the disposition or acquisition of assets or any interest in any business enterprise outside the ordinary course Ordinary Course of Company’s businessBusiness of FNB; (ix) which is not terminable on sixty (60) days or less notice and involving the payment of more than $25,000 per annum; or (x) which materially restricts the conduct of any business by Company of FNB or any of its Subsidiaries (collectively, “Material Contracts”). Company FNB has previously delivered made available to Buyer true, complete and correct copies of each such documentMaterial Contract.

Material Contracts; Defaults. (a) Other than as set forth in Company Disclosure Schedule 3.123.13, neither Company nor any of its Subsidiaries is a party to, bound by or subject to any agreement, contract, arrangement, commitment or understanding (whether written or oral) (i) with respect to the employment of any directors, officers, employees or consultants, (ii) which would entitle any present or former director, officer, employee or agent of Company or any of its Subsidiaries to indemnification from Company or any of its Subsidiaries, (iii) the benefits of which will be increased, or the vesting of benefits of which will be accelerated, by the occurrence of any of the transactions contemplated by this Agreement, or the value of any of the benefits of which will be calculated on the basis of any of the transactions contemplated by this Agreement, (iv) which grants any right of first refusal, right of first offer offer, or similar right with respect to any material assets or properties of Company and or Subsidiaries; (v) which provides for payments to be made by Company or any of its Subsidiaries upon a change in control thereofcontrol; (vi) which provides for the lease of personal property having a value in excess of $25,000 individually or $100,000 50,000 in the aggregate; (vii) which relates to capital expenditures and involves future payments in excess of $10,000 25,000 individually or $50,000 in the aggregate; (viii) which relates to the disposition or acquisition of assets or any interest in any business enterprise outside the ordinary course of Company’s business; (ix) which is not terminable on sixty (60) days or less notice and involving the payment of more than $25,000 per annum; or (x) which materially restricts the conduct of any business by Company of any of its Subsidiaries (collectively, “Material Contracts”). Company has previously delivered to Buyer true, complete and correct copies of each such documentMaterial Contract.

Material Contracts; Defaults. (a) Other than as set forth in Company Disclosure Schedule 3.12, neither Company nor any of its Subsidiaries is a party to, bound by or subject to any agreement, contract, arrangement, commitment or understanding (whether written or oral) (i) with respect to the employment of any directors, officers, employees or consultants, (ii) which would entitle any present or former director, officer, employee or agent of Company or any of its Subsidiaries to indemnification from Company or any of its Subsidiaries, (iii) the benefits of which will be increased, or the vesting of benefits of which will be accelerated, by the occurrence of any of the transactions contemplated by this Agreement, or the value of any of the benefits of which will be calculated on the basis of any of the transactions contemplated by this Agreement, (iv) which grants any right of first refusal, right of first offer or similar right with respect to any material assets or properties of Company and or Subsidiaries; (v) which provides for payments to be made by Company or any of its Subsidiaries upon a change in control thereof; (vi) which provides for the lease of personal property having a value in excess of $25,000 individually or $100,000 in the aggregate; (vii) which relates to capital expenditures and involves future payments in excess of $10,000 individually or $50,000 in the aggregate; (viii) which relates to the disposition or acquisition of assets or any interest in any business enterprise outside the ordinary course of Company’s business; (ix) which is not terminable on sixty (60) days or less notice and involving the payment of more than $25,000 per annum; or (x) which materially restricts the conduct of any business by Company of any of its Subsidiaries (collectively, “Material Contracts”). Company has previously delivered to Buyer or Buyer Bank true, complete and correct copies of each such document.

Material Contracts; Defaults. (a) Other than Except as set forth disclosed in Company West Town Disclosure Schedule 3.12Section 4.13, neither Company West Town nor any of its Subsidiaries is a party to, bound by or subject to any agreement, contract, arrangement, commitment or understanding (whether written or oral) (i) with respect to the employment of any directors, officers, employees or consultants, (ii) which would entitle any present or former director, officer, employee or agent of Company West Town or any of its Subsidiaries to indemnification from Company West Town or any of its Subsidiaries, (iii) the benefits of which will be increased, or the vesting of benefits of which will be accelerated, by the occurrence of any of the transactions contemplated by this Agreement, or the value of any of the benefits of which will be calculated on the basis of any of the transactions contemplated by this Agreement, (iv) which grants any right of first refusal, right of first offer or similar right with respect to any material assets or properties of Company and or West Town and/or its Subsidiaries; (v) which provides for payments to be made by Company West Town or any of its Subsidiaries upon a change in control thereof; (vi) which provides for the lease of personal property having a value in excess of $25,000 individually or $100,000 50,000 in the aggregate; (vii) which relates to capital expenditures and involves future payments in excess of $10,000 25,000 individually or $50,000 in the aggregate; (viii) which relates to the disposition or acquisition of assets or any interest in any business enterprise outside the ordinary course Ordinary Course of Company’s businessBusiness of West Town; (ix) which is not terminable on sixty (60) 60 days or less notice and involving involves the payment of more than $25,000 per annum; or (x) which materially restricts the conduct of any business by Company of West Town or any of its Subsidiaries (collectively, “West Town Material Contracts”). Company West Town has previously delivered made available to Buyer Sound Bank true, complete and correct copies of each such documentWest Town Material Contract.

Material Contracts; Defaults. (a) Other than Except as set forth disclosed in Company Disclosure Schedule 3.12Section 3.13, neither Company nor any of its Subsidiaries is a party to, bound by or subject to any agreement, contract, arrangement, commitment or understanding (whether written or oral) (i) with respect to the employment of any directors, officers, employees or consultants, (ii) which would entitle any present or former director, officer, employee or agent of Company or any of its Subsidiaries to indemnification from Company or any of its Subsidiaries, (iii) the benefits of which will be increased, or the vesting of benefits of which will be accelerated, by the occurrence of any of the transactions contemplated by this Agreement, or the value of any of the benefits of which will be calculated on the basis of any of the transactions contemplated by this Agreement, (iv) which grants any right of first refusal, right of first offer or similar right with respect to any material assets or properties of Company and or its Subsidiaries; (v) which provides for payments to be made by Company or any of its Subsidiaries upon a change in control thereof; (vi) which provides for the lease of personal property having a value in excess of $25,000 10,000 individually or $100,000 25,000 in the aggregate; (vii) which relates to capital expenditures and involves future payments in excess of $10,000 25,000 individually or $50,000 in the aggregate; (viii) which relates to the disposition or acquisition of assets or any interest in any business enterprise outside the ordinary course Ordinary Course of Company’s businessBusiness of Company or any of its Subsidiaries; (ix) which is not terminable on sixty (60) days or less notice and involving the payment of more than $25,000 per annum; or (x) which materially restricts the conduct of any business by Company of or any of its Subsidiaries (collectively, “Material Contracts”). Company has previously delivered made available to Buyer true, complete and correct copies of each such documentMaterial Contract.