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

Material Contracts; Leases; Defaults. (a) Except as set forth in First Franklin Disclosure Schedule 3.08(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 First Franklin nor Franklin Savings, nor any Subsidiary, is a party to, bound by or subject to (i) any agreement, contract, arrangement, commitment or understanding (whether written or oral) that is a Material Contract; (ii) any collective bargaining agreement with any labor union relating to employees of First Franklin or Franklin Savings; (iii) any agreement which by its terms limits the payment of dividends by First Franklin or Franklin Savings; (iv) any instrument evidencing or related to material indebtedness for borrowed money whether directly or indirectly, by way of purchase money obligation, conditional sale, lease purchase, guaranty or otherwise, in respect of which First Franklin or Franklin Savings is an obligor to any Person, which instrument evidences or relates to indebtedness other than deposits, 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 restrictions (other than those relating to the payment of principal and interest when due) which would be applicable on or after the Merger Effective Date to Cheviot Financial or any Cheviot Financial Subsidiary; (v) any contract (other than this Agreement) limiting the ability, in any material respect, of First Franklin or Franklin Savings to engage in any type of banking or bank-related business which First Franklin or Franklin Savings is permitted to engage in under applicable law as of the date of this Agreement or (vi) any agreement (other than this Agreement), contract, arrangement, commitment or understanding (whether written or oral) that restricts or limits in any material way the conduct of business by First Franklin or Franklin Savings (it being understood that any Regulatory Agreement or any non-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. (a) Except as set forth in First Franklin Disclosure Schedule 3.08(a), and except for this Agreement, and the restrictions on dividend payments promulgated under the rules those agreements and regulations of the OTS and the Departmentother documents filed as exhibits to Innes Street's Securities Documents, neither First Franklin Innes Street nor Franklin Savings, nor any Subsidiary, Citizens Bank is a party to, bound by or subject to (i) any agreement, contract, arrangement, commitment or understanding (whether written or oral) that is a Material Contract; "material contract" within the meaning of Item 601(b)(10) of the SEC's Regulation S-K (ii) any collective bargaining agreement with any labor union relating to employees of First Franklin Innes Street or Franklin SavingsCitizens Bank; (iii) any agreement which by its terms limits the payment of dividends by First Franklin Innes Street or Franklin SavingsCitizens Bank; (iv) any instrument evidencing or related to material indebtedness for borrowed money whether directly or indirectly, by way of purchase money obligation, conditional sale, lease purchase, guaranty or otherwise, in respect of which First Franklin Innes Street or Franklin Savings Citizens Bank is an obligor to any Person, which instrument evidences or relates to indebtedness other than deposits, repurchase agreements, FHLB of Cincinnati 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 restrictions (other than those relating to the payment of principal and interest when due) which would be applicable on or after the Merger Effective Date to Cheviot Financial Xxxxxx Bancorp or any Cheviot Financial Xxxxxx Bancorp Subsidiary; (v) any contract (other than this Agreement) limiting the abilityfreedom, in any material respect, of First Franklin Innes Street or Franklin Savings Citizens Bank to engage in any type of banking or bank-related business which First Franklin Innes Street or Franklin Savings Citizens Bank is permitted to engage in under applicable law as of the date of this Agreement or (vi) any agreement (other than this Agreement)agreement, contract, arrangement, commitment or understanding (whether written or oral) that restricts or limits in any material way the conduct of business by First Franklin Innes Street or Franklin Savings Citizens Bank (it being understood that any Regulatory Agreement or any non-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. (a) Except as set forth in First Franklin Disclosure Schedule EQUINOX FINANCIAL DISCLOSURE SCHEDULE 3.08(a), and except for this Agreement, Equinox Financial and the restrictions on dividend payments promulgated under the rules and regulations of the OTS and the Department, neither First Franklin nor Franklin Savings, nor any Subsidiary, is a party Equinox are not parties to, bound by or subject to to: (i) any agreement, contract, arrangement, commitment or understanding (whether written or oral) that is a Material Contract"material contract" within the meaning of Item 601(b)(10) of the SEC's Regulation S-K; (ii) any collective bargaining agreement with any labor union relating to employees of First Franklin Equinox Financial or Franklin SavingsEquinox; (iii) any agreement which by its terms limits the payment of dividends by First Franklin Equinox Financial or Franklin SavingsEquinox; (iv) any instrument evidencing or related to material indebtedness for borrowed money whether directly or indirectly, by way of purchase money obligation, conditional sale, lease purchase, guaranty or otherwise, in respect of which First Franklin Equinox Financial or Franklin Savings Equinox is an obligor to any Person, which instrument evidences or relates to indebtedness other than deposits, 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 restrictions (other than those relating to the payment of principal and interest when due) which would be applicable on or after the Merger Effective Date to Cheviot Financial Northwest Bancorp or any Cheviot Financial Northwest Bancorp Subsidiary; (v) any contract (other than this Agreement) limiting the abilityfreedom, in any material respect, of First Franklin Equinox Financial or Franklin Savings Equinox to engage in any type of banking or bank-related business which First Franklin Equinox Financial or Franklin Savings Equinox is permitted to engage in under applicable law as of the date of this Agreement or Agreement; (vi) any agreement providing insurance of any type to Equinox Financial, Equinox or any of its directors, officers, employees or agents in such capacity; or (other than this Agreement)vii) any agreement, contract, arrangement, commitment or understanding (whether written or oral) that restricts or limits in any material way the conduct of business by First Franklin Equinox Financial or Franklin Savings Equinox (it being understood that any Regulatory Agreement or any non-compete or similar provision shall be deemed material). Except The foregoing contracts, agreements, arrangements, commitments or understandings are hereinafter referred to 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 Agreements."

Material Contracts; Leases; Defaults. (a) Except as set forth in First Franklin Disclosure Schedule 3.08(a), and except for this Agreement, and the restrictions on dividend payments promulgated under the rules those agreements and regulations of the OTS and the Departmentother documents filed as exhibits to Innes Street's Securities Documents, neither First Franklin Innes Street nor Franklin Savings, nor any Subsidiary, Citizens Bank is a party to, bound by or subject to (i) any agreement, contract, arrangement, commitment or understanding (whether written or oral) that is a Material Contract; "material contract" within the meaning of Item 601(b)(10) of the SEC's Regulation S-K (ii) any collective bargaining agreement with any labor union relating to employees of First Franklin Innes Street or Franklin SavingsCitizens Bank; (iii) any agreement which by its terms limits the payment of dividends by First Franklin Innes Street or Franklin SavingsCitizens Bank; (iv) any instrument evidencing or related to material indebtedness for borrowed money whether directly or indirectly, by way of purchase money obligation, conditional sale, lease purchase, guaranty or otherwise, in respect of which First Franklin Innes Street or Franklin Savings Citizens Bank is an obligor to any Person, which instrument evidences or relates to indebtedness other than deposits, repurchase agreements, FHLB of Cincinnati 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 restrictions (other than those relating to the payment of principal and interest when due) which would be applicable on or after the Merger Effective Date to Cheviot Financial Gxxxxx Bancorp or any Cheviot Financial Gxxxxx Bancorp Subsidiary; (v) any contract (other than this Agreement) limiting the abilityfreedom, in any material respect, of First Franklin Innes Street or Franklin Savings Citizens Bank to engage in any type of banking or bank-related business which First Franklin Innes Street or Franklin Savings Citizens Bank is permitted to engage in under applicable law as of the date of this Agreement or (vi) any agreement (other than this Agreement)agreement, contract, arrangement, commitment or understanding (whether written or oral) that restricts or limits in any material way the conduct of business by First Franklin Innes Street or Franklin Savings Citizens Bank (it being understood that any Regulatory Agreement or any non-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. (a) Except as set forth in First Franklin Disclosure Schedule 3.08(a), and except for this Agreement, and the restrictions on dividend payments promulgated under the rules those agreements and regulations of the OTS and the Departmentother documents filed as exhibits to Innes Street's Securities Documents, neither First Franklin nor Franklin Savings, nor any Subsidiary, Innes Street no r Citizens Bank is a party to, bound by or subject to (i) any agreement, contract, arrangement, commitment or understanding (whether written or oral) that is a Material Contract; "material contract" within the meaning of Item 601(b)(10) of the SEC's Regulation S-K (ii) any collective bargaining agreement with any labor union relating to employees of First Franklin Innes Street or Franklin SavingsCitizens Bank; (iii) any agreement which by its terms limits the payment of dividends by First Franklin Innes Street or Franklin SavingsCitizens Bank; (iv) any instrument evidencing or related to material indebtedness for borrowed money whether directly or indirectly, by way of purchase money obligation, conditional sale, lease purchase, guaranty or otherwise, in respect of which First Franklin Innes Street or Franklin Savings Citizens Bank is an obligor to any Person, which instrument evidences or relates to indebtedness other than deposits, repurchase agreements, FHLB of Cincinnati 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 restrictions (other than those relating to the payment of principal and interest when due) which would be applicable on or after the Merger Effective Date to Cheviot Financial Xxxxxx Bancorp or any Cheviot Financial Xxxxxx Bancorp Subsidiary; (v) any contract (other than this Agreement) limiting the abilityfreedom, in any material respect, of First Franklin Innes Street or Franklin Savings Citizens Bank to engage in any type of banking or bank-related business which First Franklin Innes Street or Franklin Savings Citizens Bank is permitted to engage in under applicable law as of the date of this Agreement or (vi) any agreement (other than this Agreement)agreement, contract, arrangement, commitment or understanding (whether written or oral) that restricts or limits in any material way the conduct of business by First Franklin Innes Street or Franklin Savings Citizens Bank (it being understood that any Regulatory Agreement or any non-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.