FINANCIAL CORP Clause Samples

FINANCIAL CORP. ================================================================================ TABLE OF CONTENTS PAGE INTRODUCTORY STATEMENT.........................................................1 ARTICLE I

FINANCIAL CORP. By: ----------------------------- ▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇ Chairman of the Board and Chief Executive Officer EXHIBIT D ▇▇▇▇▇▇ BANCORP, INC. EMPLOYMENT AGREEMENT

FINANCIAL CORP. By /s/ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇, Chairman Date December 31, 2008 /s/ ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇ Date December 31, 2008

FINANCIAL CORP. By: --------------------------------- A. Tuck▇▇ ▇▇▇▇▇ Treasurer VT INC., as trustee of World Omni LT By: --------------------------------- Name: -------------------------------- Title: ------------------------------- WORLD OMNI LEASE SECURITIZATION L.P. (solely for purposes of Section 9.14) By: WORLD OMNI LEASE SECURITIZATION, INC., its general partner By: --------------------------------- A. Tuck▇▇ ▇▇▇▇▇ Treasurer FIRST BANK NATIONAL ASSOCIATION, as Trust Agent (solely for purposes of Section 11.01(b)) By: --------------------------------- Name --------------------------------- Title: ------------------------------

FINANCIAL CORP for the purchase of homes from any Person other than the Borrower or any Subsidiary of the Borrower shall not, in the aggregate at any one time outstanding, exceed the amount of $7,000,000.00. ELIGIBLE PRODUCTION INVENTORY. Eligible Production Inventory shall mean all detached or attached (including townhouse condominiums and condominiums) single family houses which are completed (including Speculative Houses but excluding Eligible Model Houses and Rental Houses, if any) or for which there has been a Start of Construction (including Speculative Houses but excluding Eligible Model Houses and Rental Houses, if any), and the lots on which such houses are located. The value of Eligible Production Inventory shall be calculated in accordance with GAAP and shall include all associated costs required to be capitalized under GAAP, but shall be reduced by the then outstanding aggregate amount of Indebtedness secured by any Eligible Production Inventory and which is Permitted Secured Indebtedness; provided that the cost of obtaining commitments for financing terms to be provided to the buyers of Eligible Production Inventory shall be excluded.

FINANCIAL CORP will mail to the holder of this certificate a copy of the Rights Agreement without charge within five days after receipt of a written request therefor. Under certain circumstances set forth in the Rights Agreement, Rights issued to or held by any Person who is, was or becomes an Acquiring Person or an Affiliate or Associate thereof (as defined in the Rights Agreement) and certain related persons whether currently held by or on behalf of such Person or by any subsequent holder of such Rights may become null and void. With respect to such certificates containing the foregoing legend, until the Distribution Date, the Rights associated with the Common Stock represented by such certificates shall be evidenced by such certificates alone, and the surrender for transfer of any of such certificates shall also constitute the transfer of the Rights associated with the Common Stock represented by such certificate. In the event that the Company purchases or acquires any shares of Common Stock prior to the Distribution Date, any Rights associated with such shares of Common Stock shall be deemed canceled and retired so that the Company shall not be entitled to exercise any Rights associated with the shares of Common Stock which are no longer outstanding.

FINANCIAL CORP. From and after the Effective Time (as defined in Section 7.1), the Surviving Corporation shall possess all of the properties and rights and be subject to all of the liabilities and obligations of Target and Acquisition Sub, all as more fully described in the DGCL.

FINANCIAL CORP. By: ------------------------------ ------------------------------- Name: ------------------------------- Title: -------------------------------

FINANCIAL CORP. Liens”) except to the extent that Borrower is an obligor under or guarantor of such Indebtedness, provided, however, that in the event that the lender under the M/I Financial Corp. Loan Agreement shall exercise its right to require M/I Financial Corp. to grant to such lender M/I Financial Corp. Liens as security for the Indebtedness under the M/I Financial Corp. Loan Agreement and Borrower is an obligor or guarantor of such Indebtedness, such Indebtedness shall continue to be excluded from Secured Indebtedness under this subsection 7.1 for a period of sixty (60) days after the lender’s exercise of such rights. Limitation on Liens. Create, incur, assume or suffer to exist any Lien upon any of its property, assets or revenues, whether owned or hereafter acquired, except: