CONTRACTS.
EXCEPT AS DESCRIBED ON CMTY DISCLOSURE SCHEDULE 4.08 OR IN
DOCUMENTS LISTED AS EXHIBITS TO CMTY'S SECURITIES DOCUMENTS, NEITHER CMTY NOR
ANY CMTY SUBSIDIARY IS A PARTY TO OR SUBJECT TO: (I) ANY AGREEMENT WHICH BY ITS
TERMS LIMITS THE PAYMENT OF DIVIDENDS BY CMTY OR ANY CMTY SUBSIDIARY, (II) ANY
CONTRACT, OTHER THAN THIS AGREEMENT, WHICH RESTRICTS OR PROHIBITS IT FROM
ENGAGING IN ANY TYPE OF BUSINESS PERMISSIBLE UNDER APPLICABLE LAW OR (III) ANY
AGREEMENT WHICH MAY ADVERSELY AFFECT THE ABILITY OF CMTY OR ANY CMTY SUBSIDIARY
TO CONSUMMATE THE CONTEMPLATED TRANSACTIONS.
4.09 OWNERSHIP OF PROPERTY; INSURANCE COVERAGE.
(A)
CMTY AND EACH CMTY SUBSIDIARY HAS, AND WILL HAVE AS TO PROPERTY ACQUIRED
AFTER THE DATE HEREOF, GOOD, AND AS TO REAL PROPERTY, MARKETABLE, TITLE TO ALL
MATERIAL ASSETS AND PROPERTIES OWNED BY CMTY OR SUCH CMTY SUBSIDIARY, WHETHER
REAL OR PERSONAL, TANGIBLE OR INTANGIBLE, INCLUDING SECURITIES, ASSETS AND
PROPERTIES REFLECTED IN THE BALANCE SHEETS CONTAINED IN THE CMTY FINANCIALS OR
ACQUIRED SUBSEQUENT THERETO (EXCEPT TO THE EXTENT THAT SUCH SECURITIES ARE HELD
IN ANY FIDUCIARY OR AGENCY CAPACITY AND EXCEPT TO THE EXTENT THAT SUCH ASSETS
AND PROPERTIES
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have been disposed of for fair value, in the ordinary course of business, or
have been disposed of as obsolete since the date of such balance sheets),
subject to no encumbrances, liens, mortgages, security interests or pledges,
except:
(I)
THOSE ITEMS THAT SECURE LIABILITIES FOR BORROWED MONEY AND THAT ARE
DESCRIBED IN CMTY DISCLOSURE SCHEDULE 4.09 OR PERMITTED UNDER ARTICLE V HEREOF;
(II)
STATUTORY LIENS FOR AMOUNTS NOT YET DELINQUENT OR WHICH ARE BEING
CONTESTED IN GOOD FAITH;
(III)
LIENS FOR CURRENT TAXES NOT YET DUE AND PAYABLE;
(IV)
PLEDGES TO SECURE DEPOSITS AND OTHER LIENS INCURRED IN THE ORDINARY COURSE
OF BANKING BUSINESS;
(V)
SUCH IMPERFECTIONS OF TITLE, EASEMENTS AND ENCUMBRANCES, IF ANY, AS ARE NOT
MATERIAL IN CHARACTER, AMOUNT OR EXTENT; AND
(VI)
DISPOSITIONS AND ENCUMBRANCES FOR ADEQUATE CONSIDERATION IN THE ORDINARY
COURSE OF BUSINESS.
CMTY and each CMTY Subsidiary have the right under leases of material properties
used by CMTY or such CMTY Subsidiary in the conduct of their respective
businesses to occupy and use all such properties in all material respects as
presently occupied and used by them.
(B)
WITH RESPECT TO ALL AGREEMENTS PURSUANT TO WHICH CMTY OR ANY CMTY
SUBSIDIARY HAS PURCHASED SECURITIES SUBJECT TO AN AGREEMENT TO RESELL, IF ANY,
CMTY OR SUCH CMTY SUBSIDIARY HAS A VALID, PERFECTED FIRST LIEN OR SECURITY
INTEREST IN THE SECURITIES OR OTHER COLLATERAL SECURING THE REPURCHASE
AGREEMENT, AND THE VALUE OF SUCH COLLATERAL EQUALS OR EXCEEDS THE AMOUNT OF THE
DEBT SECURED THEREBY, EXCEPT TO THE EXTENT THAT ANY FAILURE TO OBTAIN SUCH A
LIEN OR MAINTAIN SUCH COLLATERAL WOULD NOT, INDIVIDUALLY OR IN THE AGGREGATE,
HAVE A MATERIAL ADVERSE EFFECT.
(C)
CMTY AND EACH CMTY SUBSIDIARY MAINTAIN INSURANCE IN AMOUNTS CONSIDERED BY
CMTY TO BE REASONABLE FOR THEIR RESPECTIVE OPERATIONS, AND SUCH INSURANCE IS
SIMILAR IN SCOPE
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and coverage in all