Common use of Material Contracts; Leases; Defaults Clause in Contracts

Material Contracts; Leases; Defaults. 4.9.1 Except as set forth in Beacon Federal Disclosure Schedule 4.9.1, neither Beacon Federal nor any Beacon Federal Subsidiary is a party to or subject to: (i) any employment, consulting or severance contract or arrangement with any past or present officer, director, employee or consultant of Beacon Federal or any Beacon Federal Subsidiary, except for “at will” arrangements; (ii) any plan, arrangement or contract providing for bonuses, pensions, options, deferred compensation, retirement payments, profit sharing or similar arrangements for or with any past or present officers, directors, employees or consultants of Beacon Federal or any Beacon Federal Subsidiary; (iii) any agreement which by its terms limits or affects the payment of dividends by Beacon Federal or any Beacon Federal Subsidiary; (iv) any instrument evidencing or related to indebtedness for borrowed money in excess of $500,000, whether directly or indirectly, by way of purchase money obligation, conditional sale, lease purchase, guaranty or otherwise, in respect of which Beacon Federal or any Beacon Federal Subsidiary is an obligor to any Person, which instrument evidences or relates to indebtedness other than deposits, FHLB advances with a term to maturity not in excess of one (1) year, repurchase agreements, bankers’ acceptances, and transactions in “federal funds” or which contains financial covenants or other non-customary restrictions (other than those relating to the payment of principal and interest when due) which would be applicable on or after the Closing Date to Beacon Federal or any Beacon Federal Subsidiary; (v) any other agreement, written or oral, which is not terminable without cause on sixty (60) days’ notice or less without penalty or payment, or that obligates Beacon Federal or any Beacon Federal Subsidiary for the payment of more than $50,000 annually or for the payment of more than $100,000 over its remaining term; or (vi) any agreement (other than this Agreement), contract, arrangement, commitment or understanding (whether written or oral) that materially restricts or limits the conduct of business by Beacon Federal or any Beacon Federal Subsidiary.

Material Contracts; Leases; Defaults. 4.9.1 (a) Except for this Agreement, and those agreements and other documents filed as set forth in Beacon Federal Disclosure Schedule 4.9.1exhibits to Innes Street's Securities Documents, neither Beacon Federal Innes Street nor any Beacon Federal Subsidiary Citizens Bank is a party to to, bound by or subject to: to (i) any employmentagreement, consulting contract, arrangement, commitment or severance contract understanding (whether written or arrangement with any past or present officer, director, employee or consultant oral) that is a "material contract" within the meaning of Beacon Federal or any Beacon Federal Subsidiary, except for “at will” arrangements; Item 601(b)(10) of the SEC's Regulation S-K (ii) any plan, arrangement or contract providing for bonuses, pensions, options, deferred compensation, retirement payments, profit sharing or similar arrangements for or collective bargaining agreement with any past labor union relating to employees of Innes Street or present officers, directors, employees or consultants of Beacon Federal or any Beacon Federal SubsidiaryCitizens Bank; (iii) any agreement which by its terms limits or affects the payment of dividends by Beacon Federal Innes Street or any Beacon Federal SubsidiaryCitizens Bank; (iv) any instrument evidencing or related to material indebtedness for borrowed money in excess of $500,000, whether directly or indirectly, by way of purchase money obligation, conditional sale, lease purchase, guaranty or otherwise, in respect of which Beacon Federal Innes Street or any Beacon Federal Subsidiary Citizens Bank is an obligor to any Person, which instrument evidences or relates to indebtedness other than deposits, FHLB advances with a term to maturity not in excess of one (1) year, repurchase agreements, FHLB of Atlanta advances, bankers’ ' acceptances, "treasury tax and loan" accounts established in the ordinary course of business and transactions in “"federal funds” " or which contains financial covenants or other non-customary restrictions (other than those relating to the payment of principal and interest when due) which would be applicable on or after the Closing Merger Effective Date to Beacon Federal Xxxxxx Bancorp or any Beacon Federal Xxxxxx Bancorp Subsidiary; (v) any contract (other agreementthan this Agreement) limiting the freedom, written in any material respect, of Innes Street or oral, Citizens Bank to engage in any type of banking or bank-related business which Innes Street or Citizens Bank is not terminable without cause on sixty (60) days’ notice or less without penalty or payment, or that obligates Beacon Federal or any Beacon Federal Subsidiary for permitted to engage in under applicable law as of the payment date of more than $50,000 annually or for the payment of more than $100,000 over its remaining term; this Agreement or (vi) any agreement (other than this Agreement)agreement, contract, arrangement, commitment or understanding (whether written or oral) that materially restricts or limits in any material way the conduct of business by Beacon Federal Innes Street or Citizens Bank (it being understood that any Beacon Federal Subsidiarynon-compete or similar provision shall be deemed material).

Material Contracts; Leases; Defaults. 4.9.1 5.9.1 Except as set forth in Beacon Federal CUB Disclosure Schedule 4.9.15.9.1, neither Beacon Federal CU Bancorp nor any Beacon Federal Subsidiary CUB is a party to or subject to: (i) any employment, consulting or severance contract or material arrangement with any past or present officer, director, director or employee of CU Bancorp or consultant of Beacon Federal or any Beacon Federal SubsidiaryCUB, except for “at will” arrangements; , (ii) any plan, material arrangement or contract providing for bonuses, pensions, options, deferred compensation, retirement payments, profit sharing or similar material arrangements for or with any past or present officers, directorsdirectors or employees of CU Bancorp or CUB, employees or consultants of Beacon Federal or any Beacon Federal Subsidiary; (iii) any collective bargaining agreement with any labor union relating to employees of CU Bancorp or CUB, (iv) any agreement which by its terms limits or affects the payment of dividends by Beacon Federal CU Bancorp or any Beacon Federal Subsidiary; CUB, (ivv) any instrument evidencing or related to material indebtedness for borrowed money in excess of $500,000, whether directly or indirectly, by way of purchase money obligation, conditional sale, lease purchase, guaranty or otherwise, in respect of which Beacon Federal CU Bancorp or any Beacon Federal Subsidiary CUB is an obligor to any Personperson, which instrument evidences or relates to indebtedness other than deposits, FHLB advances with a term to maturity not in excess of one (1) year, repurchase agreements, the Federal Reserve Bank advances, bankers’ acceptances, and “treasury tax and loan” accounts and transactions in “federal funds” in each case established in the ordinary course of business consistent with past practice, or which contains financial covenants or other non-customary restrictions (other than those relating to the payment of principal and interest when due) which would be applicable on or after the Closing Date to Beacon Federal CU Bancorp or any Beacon Federal Subsidiary; (v) any other agreementCUB, written or oral, which is not terminable without cause on sixty (60) days’ notice or less without penalty or payment, or that obligates Beacon Federal or any Beacon Federal Subsidiary for the payment of more than $50,000 annually or for the payment of more than $100,000 over its remaining term; or (vi) any agreement (other than this Agreement), contract, arrangement, commitment or understanding (whether written or oral) that materially restricts or limits in any material way the conduct of business by Beacon Federal CU Bancorp or CUB (it being understood that any Beacon Federal Subsidiarynon-compete or similar provision shall be deemed material).

Material Contracts; Leases; Defaults. 4.9.1 (a) Except as set forth in Beacon Federal First Franklin Disclosure Schedule 4.9.13.08(a), and except for this Agreement, and the restrictions on dividend payments promulgated under the rules and regulations of the OTS and the Department, neither Beacon Federal First Franklin nor Franklin Savings, nor any Beacon Federal Subsidiary Subsidiary, is a party to to, bound by or subject to: to (i) any employmentagreement, consulting contract, arrangement, commitment or severance contract understanding (whether written or arrangement with any past or present officer, director, employee or consultant of Beacon Federal or any Beacon Federal Subsidiary, except for “at will” arrangementsoral) that is a Material Contract; (ii) any plan, arrangement or contract providing for bonuses, pensions, options, deferred compensation, retirement payments, profit sharing or similar arrangements for or collective bargaining agreement with any past labor union relating to employees of First Franklin or present officers, directors, employees or consultants of Beacon Federal or any Beacon Federal SubsidiaryFranklin Savings; (iii) any agreement which by its terms limits or affects the payment of dividends by Beacon Federal First Franklin or any Beacon Federal SubsidiaryFranklin Savings; (iv) any instrument evidencing or related to material indebtedness for borrowed money in excess of $500,000, whether directly or indirectly, by way of purchase money obligation, conditional sale, lease purchase, guaranty or otherwise, in respect of which Beacon Federal First Franklin or any Beacon Federal Subsidiary Franklin Savings is an obligor to any Person, which instrument evidences or relates to indebtedness other than deposits, FHLB advances with a term to maturity not in excess of one (1) year, repurchase agreements, FHLB of Cincinnati advances, bankers’ acceptances, “treasury tax and loan” accounts established in the ordinary course of business and transactions in “federal funds” or which contains financial covenants or other non-customary restrictions (other than those relating to the payment of principal and interest when due) which would be applicable on or after the Closing Merger Effective Date to Beacon Federal Cheviot Financial or any Beacon Federal Cheviot Financial Subsidiary; (v) any contract (other agreementthan this Agreement) limiting the ability, written in any material respect, of First Franklin or oral, Franklin Savings to engage in any type of banking or bank-related business which First Franklin or Franklin Savings is not terminable without cause on sixty (60) days’ notice or less without penalty or payment, or that obligates Beacon Federal or any Beacon Federal Subsidiary for permitted to engage in under applicable law as of the payment date of more than $50,000 annually or for the payment of more than $100,000 over its remaining term; this Agreement or (vi) any agreement (other than this Agreement), contract, arrangement, commitment or understanding (whether written or oral) that materially restricts or limits in any material way the conduct of business by Beacon Federal First Franklin or Franklin Savings (it being understood that any Regulatory Agreement or any Beacon Federal Subsidiarynon-compete or similar provision shall be deemed material). Except as set forth in First Franklin Disclosure Schedule 3.08(b), neither First Franklin nor Franklin Savings is in default in any material respect under any material contract, agreement, commitment, arrangement, lease, insurance policy or other instrument to which it is a party, by which its assets, business, or operations may be bound or affected, or under which it or its assets, business, or operations receive benefits, and there has not occurred any event that, with the lapse of time or the giving of notice or both, would constitute such a default.

Material Contracts; Leases; Defaults. 4.9.1 (a) Except for this Agreement, and those agreements and other documents filed as set forth in Beacon Federal Disclosure Schedule 4.9.1exhibits to Innes Street's Securities Documents, neither Beacon Federal nor any Beacon Federal Subsidiary Innes Street no r Citizens Bank is a party to to, bound by or subject to: to (i) any employmentagreement, consulting contract, arrangement, commitment or severance contract understanding (whether written or arrangement with any past or present officer, director, employee or consultant oral) that is a "material contract" within the meaning of Beacon Federal or any Beacon Federal Subsidiary, except for “at will” arrangements; Item 601(b)(10) of the SEC's Regulation S-K (ii) any plan, arrangement or contract providing for bonuses, pensions, options, deferred compensation, retirement payments, profit sharing or similar arrangements for or collective bargaining agreement with any past labor union relating to employees of Innes Street or present officers, directors, employees or consultants of Beacon Federal or any Beacon Federal SubsidiaryCitizens Bank; (iii) any agreement which by its terms limits or affects the payment of dividends by Beacon Federal Innes Street or any Beacon Federal SubsidiaryCitizens Bank; (iv) any instrument evidencing or related to material indebtedness for borrowed money in excess of $500,000, whether directly or indirectly, by way of purchase money obligation, conditional sale, lease purchase, guaranty or otherwise, in respect of which Beacon Federal Innes Street or any Beacon Federal Subsidiary Citizens Bank is an obligor to any Person, which instrument evidences or relates to indebtedness other than deposits, FHLB advances with a term to maturity not in excess of one (1) year, repurchase agreements, FHLB of Atlanta advances, bankers’ ' acceptances, "treasury tax and loan" accounts established in the ordinary course of business and transactions in “"federal funds” " or which contains financial covenants or other non-customary restrictions (other than those relating to the payment of principal and interest when due) which would be applicable on or after the Closing Merger Effective Date to Beacon Federal Xxxxxx Bancorp or any Beacon Federal Xxxxxx Bancorp Subsidiary; (v) any contract (other agreementthan this Agreement) limiting the freedom, written in any material respect, of Innes Street or oral, Citizens Bank to engage in any type of banking or bank-related business which Innes Street or Citizens Bank is not terminable without cause on sixty (60) days’ notice or less without penalty or payment, or that obligates Beacon Federal or any Beacon Federal Subsidiary for permitted to engage in under applicable law as of the payment date of more than $50,000 annually or for the payment of more than $100,000 over its remaining term; this Agreement or (vi) any agreement (other than this Agreement)agreement, contract, arrangement, commitment or understanding (whether written or oral) that materially restricts or limits in any material way the conduct of business by Beacon Federal Innes Street or Citizens Bank (it being understood that any Beacon Federal Subsidiarynon-compete or similar provision shall be deemed material).

Material Contracts; Leases; Defaults. 4.9.1 (i) Except as set forth in Beacon Federal FSSB Disclosure Schedule 4.9.14.1(i)(i), neither Beacon Federal FSSB nor any Beacon Federal FSSB Subsidiary is a party to or subject to: (i) any employment, consulting or severance contract or arrangement with any past or present officer, director, director or employee or consultant of Beacon Federal FSSB or any Beacon Federal FSSB Subsidiary, except for “"at will” " arrangements; (ii) any plan, arrangement plan or contract providing for bonuses, pensions, options, deferred compensation, retirement payments, profit sharing or similar material arrangements for or with any past or present officers, directors, directors or employees or consultants of Beacon Federal FSSB or any Beacon Federal FSSB Subsidiary; (iii) any collective bargaining agreement with any labor union relating to employees of FSSB or any FSSB Subsidiary; (iv) any agreement (other than this Agreement) which by its terms limits or affects the payment of dividends by Beacon Federal FSSB or any Beacon Federal FSSB Subsidiary; (ivv) any instrument evidencing or related to material indebtedness for borrowed money in excess of $500,000, whether directly or indirectly, by way of purchase money obligation, conditional sale, lease purchase, guaranty or otherwise, in respect of which Beacon Federal FSSB or any Beacon Federal FSSB Subsidiary is an obligor to any Personperson, which instrument evidences or relates to indebtedness other than deposits, FHLB advances with a term to maturity not in excess of one (1) year, repurchase agreements, bankers’ ' acceptances, and "treasury tax and loan" accounts established in the ordinary course of business and transactions in “"federal funds” " or which contains financial covenants or other non-customary restrictions (other than those relating to the payment of principal and interest when due) which would be applicable on or after the Closing Date to Beacon Federal Farmers or any Beacon Federal SubsidiaryFarmers Entity; (vvi) any other agreement, written or oral, which is not terminable without cause on sixty (60) days’ notice or less without penalty or payment, or that obligates Beacon Federal FSSB or any Beacon Federal FSSB Subsidiary for the payment of more than $50,000 annually or for the payment of more than $100,000 over its remaining termannually; or (vivii) any agreement (other than this Agreement), contract, arrangement, commitment or understanding (whether written or oral) that materially restricts or limits in any material way the conduct of business by Beacon Federal FSSB or any Beacon Federal SubsidiaryFSSB Subsidiary (it being understood that any non-compete or similar provision shall be deemed material).