Common use of Title to Assets; Adequate Insurance Coverage Clause in Contracts

Title to Assets; Adequate Insurance Coverage. Except as described on Schedule 6.12: a. As of March 31, 1999, Community Federal and Community Federal Bank had, and except with respect to assets disposed of for adequate consideration in the ordinary course of business since such date, now have, good and merchantable title to all real property and good and merchantable title to all other material properties and assets reflected in the Community Federal Financial Statements, free and clear of all mortgages, liens, pledges, restrictions, security interests, charges and encumbrances of any nature except for (i) mortgages and encumbrances which secure indebtedness which is properly reflected in the Community Federal Financial Statements or which secure deposits of public funds as required by law; (ii) liens for taxes accrued but not yet payable; (iii) liens arising as a matter of law in the ordinary course of business with respect to obligations incurred after March 31, 1999, provided that the obligations secured by such liens are not delinquent or are being contested in good faith; (iv) such imperfections of title and encumbrances, if any, as do not materially detract from the value or materially interfere with the present use of any of such properties or assets or the potential sale of any such owned properties or assets; and (v) capital leases and leases, if any, to third parties for fair and adequate consideration. Community Federal and Community Federal Bank own, or have valid leasehold interests in, all material properties and assets, tangible or intangible, used in the conduct of its businesses. Any real property and other material assets held under lease by Community Federal or Community Federal Bank are held under valid, subsisting and enforceable leases with such exceptions as are not material and do not interfere with the use made or proposed to be made by First M&F in such lease of such property. b. Except as disclosed on Schedule 6.12 with respect to each lease of any real property or a material amount of personal property to which Community Federal or Community Federal Bank is a party and except for financing leases in which Community Federal or Community Federal Bank is lessor, (i) such lease is in full force and effect in accordance with its terms; (ii) all rents and other monetary amounts that have been due and payable thereunder have been paid; (iii) there exists no default or event, occurrence, condition or act which with the giving of notice, the lapse of time or the happening of any further event, occurrence, condition or act would become a default under such lease; and (iv) the Merger will not constitute a default or a cause for termination or modification of such lease. c. Neither Community Federal nor Community Federal Bank has any legal obligation, absolute or contingent, to any other person to sell or otherwise dispose of any substantial part of its assets or to sell or dispose of any of its assets except in the ordinary course of business consistent with past practices. d. To the knowledge and belief of its management, the policies of fire, theft, liability and other insurance maintained with respect to the assets or businesses of Community Federal and Community Federal Bank provide adequate coverage against loss and are insured in such amounts with such deductibles and against such risks and losses as are in the opinion of management adequate for the businesses engaged in by Community Federal and Community Federal Bank.

Title to Assets; Adequate Insurance Coverage. Except as described on Schedule 6.125.12: a. As (a) On the date of March 31the ABI Latest Balance Sheet, 1999, Community Federal ABI and Community Federal Assumption Bank had, and except with respect to assets disposed of for adequate consideration in the ordinary course of business since such date, now have, good and merchantable title to all real property and good and merchantable title to all other material properties and assets reflected in on the Community Federal Financial StatementsABI Latest Balance Sheet, free and clear of all mortgages, liens, pledges, restrictions, security interests, charges and encumbrances of any nature except for (i) mortgages and encumbrances which secure indebtedness which is properly reflected in on the Community Federal Financial Statements ABI Latest Balance Sheet or which secure deposits of public funds as required by law; (ii) liens for taxes accrued but by not yet payable; (iii) liens arising as a matter of law in the ordinary course of business with respect to obligations incurred after March 31, 1999the date of the ABI Latest Balance Sheet, provided that the obligations secured by such liens are not delinquent or are being contested in good faith; (iv) such imperfections of title and encumbrances, if any, as do not materially detract from the value or materially interfere with the present use of any of such properties or assets or the potential sale of any such owned properties or assets; and (v) capital leases and leases, if any, to third parties for fair and adequate consideration. Community Federal ABI and Community Federal Assumption Bank own, or have valid leasehold interests in, all material properties and assets, tangible or intangible, used in the conduct of its businessesbusiness. Any real property and other material assets held under lease by Community Federal ABI or Community Federal Assumption Bank are held under valid, subsisting and enforceable leases with such exceptions as are not material and do not interfere with the use made or proposed to be made by First M&F ArgentBank in such lease of such property. b. Except as disclosed on Schedule 6.12 with (b) With respect to each lease of any real property or a material amount of personal property to which Community Federal ABI or Community Federal Assumption Bank is a party and party, except for financing leases in which Community Federal ABI or Community Federal Assumption Bank is lessor, (i) such lease is in full force and effect in accordance with its terms; (ii) all rents and other monetary amounts that have been due and payable thereunder have been paid; (iii) there exists no default or event, occurrence, condition or act which with the giving of notice, the lapse of time or the happening of any further event, occurrence, condition or act would become a default under such lease; and (iv) the Merger Mergers will not constitute a default or a cause for termination or modification of such lease. c. (c) Neither Community Federal ABI nor Community Federal Assumption Bank has any legal obligation, absolute or contingent, to any other person to sell or otherwise dispose of any substantial part of its assets or to sell or dispose of any of its assets except in the ordinary course of business consistent with past practices. d. To the knowledge (d) ABI and belief of its management, the Assumption Bank maintain in force insurance policies of fire, theft, liability and other insurance maintained with respect to the assets or businesses of Community Federal and Community Federal Bank provide adequate coverage against loss and are insured bonds in such amounts with such deductibles and against such risks liabilities and losses hazards as are considered adequate for institutions of their size and type operating similar properties and businesses in the opinion State of management adequate for the businesses engaged in by Community Federal and Community Federal BankLouisiana.

Title to Assets; Adequate Insurance Coverage. Except as described on Schedule 6.12: a. As of March 31the date of the ASB Latest Balance Sheet, 1999, Community Federal ASB and Community Federal the Bank had, and except with respect to assets disposed of for adequate consideration in the ordinary course of business since such date, now have, good and merchantable title to all real property and good and merchantable title to all other material properties and assets reflected in the Community Federal Financial StatementsASB Latest Balance Sheet, free and clear of all mortgages, liens, pledges, restrictions, security interests, charges and encumbrances of any nature except for (i) mortgages and encumbrances which secure indebtedness which is properly reflected in the Community Federal ASB Audited or Unaudited Financial Statements or which secure deposits of public funds as required by law; (ii) liens for taxes accrued but by not yet payable; (iii) liens arising as a matter of law in the ordinary course of business with respect to obligations incurred after March 31, 1999the date of the ASB Latest Balance Sheet, provided that the obligations secured by such liens are not delinquent or are being contested in good faith; (iv) such imperfections of title and encumbrances, if any, as do not materially detract from the value or materially interfere with the present use of any of such properties or assets or the potential sale of any such owned properties or assets; and (v) capital leases and leases, if any, to third parties for fair and adequate consideration. Community Federal ASB and Community Federal the Bank own, or have valid leasehold interests in, all material properties and assets, tangible or intangible, used in the conduct of its businessesbusiness. Any real property and other material assets held under lease by Community Federal ASB or Community Federal the Bank are held under valid, subsisting and enforceable leases with such exceptions as are not material and do not interfere with the use made or proposed to be made by First M&F HHC in such lease of such property. b. Except as disclosed on Schedule 6.12 with respect to each lease of any real property or a material amount of personal property to which Community Federal ASB or Community Federal the Bank is a party and party, except for financing leases in which Community Federal ASB or Community Federal the Bank is lessor, (i) such lease is in full force and effect in accordance with its terms; (ii) all rents and other monetary amounts that have been due and payable thereunder have been paid; (iii) there exists no default or event, occurrence, condition or act which with the giving of notice, the lapse of time or the happening of any further event, occurrence, condition or act would become a default under such lease; and (iv) the Company Merger will not constitute a default or a cause for termination or modification of such lease. c. Neither Community Federal ASB nor Community Federal the Bank has any legal obligation, absolute or contingent, to any other person to sell or otherwise dispose of any substantial part of its assets or to sell or dispose of any of its assets except in the ordinary course of business consistent with past practices. d. To the knowledge and belief of its management, the policies of fire, theft, liability and other insurance maintained with respect to the assets or businesses of Community Federal ASB and Community Federal the Bank provide adequate coverage against loss and are the fidelity bonds in effect as to which ASB or the Bank is named insured in such amounts with such deductibles and against such risks and losses as are in meet the opinion applicable standards of management adequate for the businesses engaged in by Community Federal and Community Federal BankAmerican Bankers Association.

Title to Assets; Adequate Insurance Coverage. Except as described on Schedule 6.127.20: a. As of March 31, 1999, Community Federal First M&F and Community Federal M&F Bank had, and except with respect to assets disposed of for adequate consideration in the ordinary course of business since such date, now have, good and merchantable title to all real property and good and merchantable title to all other material properties and assets reflected in the Community Federal First M&F Audited Financial Statements, free and clear of all mortgages, liens, pledges, restrictions, security interests, charges and encumbrances of any nature except for (i) mortgages and encumbrances which secure indebtedness which is properly reflected in the Community Federal First M&F Audited Financial Statements or which secure deposits of public funds as required by law; (ii) liens for taxes accrued but not yet payable; (iii) liens arising as a matter of law in the ordinary course of business with respect to obligations incurred after March 31, 1999, provided that the obligations secured by such liens are not delinquent or are being contested in good faith; (iv) such imperfections of title and encumbrances, if any, as do not materially detract from the value or materially interfere with the present use of any of such properties or assets or the potential sale of any such owned properties or assets; and (v) capital leases and leases, if any, to third parties for fair and adequate consideration. Community Federal First M&F and Community Federal M&F Bank own, or have valid leasehold interests in, all material properties and assets, tangible or intangible, used in the conduct of its businesses. Any real property and other material assets held under lease by Community Federal First M&F or Community Federal M&F Bank are held under valid, subsisting and enforceable leases with such exceptions as are not material and do not interfere with the use made or proposed to be made by First M&F or M&F Bank in such lease of such property. b. Except as disclosed on Schedule 6.12 7.20 with respect to each lease of any material real property or a material amount of personal property to which Community Federal First M&F or Community Federal M&F Bank is a party and except for financing leases in which Community Federal First M&F or Community Federal M&F Bank is lessor, (i) such lease is in full force and effect in accordance with its terms; (ii) all rents and other monetary amounts that have been due and payable thereunder have been paid; (iii) there exists no default or event, occurrence, condition or act which with the giving of notice, the lapse of time or the happening of any further event, occurrence, condition or act would become a default under such lease; and (iv) the Merger will not constitute a default or a cause for termination or modification of such lease. c. Neither Community Federal First M&F nor Community Federal M&F Bank has any legal obligation, absolute or contingent, to any other person to sell or otherwise dispose of any substantial part of its assets or to sell or dispose of any of its assets except in the ordinary course of business consistent with past practices. d. To the knowledge and belief of its management, the policies of fire, theft, liability and other insurance maintained with respect to the assets or businesses of Community Federal and Community Federal First M&F or M&F Bank provide adequate coverage against loss and are insured in such amounts with such deductibles and against such risks and losses as are in the opinion of management adequate for the businesses engaged in by Community Federal First M&F and Community Federal M&F Bank.