Certain Agreements and Covenants of the Parties. Each and every obligation of the Buyer under this Agreement shall be subject to the satisfaction by the Seller, on or before the Closing Date, of each of the following conditions unless waived in writing by the Buyer:
Certain Agreements and Covenants of the Parties. PENDING THE CLOSING AND RELATED TAX MATTERS
Certain Agreements and Covenants of the Parties. 18 7.1 Further Assurances..........................................................18 -ii- 4 TABLE OF CONTENTS (CONTINUED)
Certain Agreements and Covenants of the Parties. 16 7.1 Further Assurances 16 7.2 Confidentiality, Publicity 16 7.3 No Other Discussions 16 7.4 Due Diligence Investigation 17 7.5 Related Party Agreements 17 7.6 Cooperation 17 7.7 Other Actions 17 7.8 Notification of Certain Matters 18 7.9 Payoff and Estoppel Letters 18 7.10 Consulting Services 18 7.11 Accounting Treatment 18 7.12 Covenant Not to Compete 18 7.13 Employment 20 7.14 Pre-Payment Amount 21 7.15 Seller's April Net Income 21 ARTICLE 8 CONDITIONS TO THE OBLIGATIONS OF PURCHASER 21 8.1 Accuracy of Representations and Warranties; Compliance with Obligations 21 8.2 No Material Adverse Change or Destruction of Property 21 8.3 Corporate Certificate 22 8.4 Consent 22 8.5 No Adverse Litigation 22 8.6 Opinion of Counsel 22 ARTICLE 9
Certain Agreements and Covenants of the Parties. 15 7.1 Further Assurances 15 7.2 Confidentiality, Publicity 15 7.3 No Other Discussions 16 7.4 Due Diligence Investigation 16 7.5 Related Party Agreements 16 7.6 Cooperation 16 7.7 Other Actions 16 7.8 Notification of Certain Matters 17 7.9 Payoff and Estoppel Letters 17 7.10 Accounting Treatment 17 7.11 Covenant Not to Compete 17 7.12 Employment 19
Certain Agreements and Covenants of the Parties. 14.1 Sino-Top covenants and agrees that, between the date of this Contract and the Closing Date, (a) the business of Sino-Top shall be conducted only in, and Sino-Top shall not take any action except in, the Ordinary Course of Business, (b) it shall not enter into any agreement requiring payment in excess of $5,000 without the prior written consent of Sino Silver, (c) it shall, at its cost and expense, take such steps as necessary in order to preserve and maintain all mineral and mining rights and Property Rights and (d) it shall preserve intact its business organization, business relationships, properties and assets.
Certain Agreements and Covenants of the Parties
