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REV04093
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REV04093
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Entry Properties
Last modified
8/25/2016 1:02:07 AM
Creation date
11/21/2007 9:14:55 AM
Metadata
Fields
Template:
DRMS Permit Index
Permit No
C1981038
IBM Index Class Name
Revision
Doc Date
3/20/1995
Doc Name
STOCK PURCHASE AGREEMENT
Type & Sequence
TR26
Media Type
D
Archive
No
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<br />time, or elections of other Persons, or any combination thereof) <br />or accelerate or permit the acceleration of the performance <br />required by, any Contract or Lien to which Seller or the Company <br />is a party or by which Seller or the Company or the assets or <br />properties owned or leased by either are bound or affected; <br />(iv) result in the creation or imposition of any Lien against or <br />upon the Shares or any of the assets or properties owned or <br />leased by the Company; or (v) require any consent, approval or <br />authorization of, or filing of any certificate, notice, <br />application, report or other document with, any Governmental <br />Authority or other Person. <br />Section 5.7 Litigation. There is no Litigation pending <br />or, to Seller's knowledge, threatened, by or before any <br />Governmental Authority or private arbitration tribunal, against <br />the Company or its operations, nor, to Seller's knowledge, is <br />there any basis for any such Litigation. There is not in <br />existence any Judgment requiring the Company to take any action <br />of any kind with respect to the assets or properties owned or <br />leased by it, or its activities, or to which the Company or its <br />activities, properties or assets are otherwise subject or by <br />which they are otherwise bound or affected. <br />Section 5.8 Compliance with Applicable Legal <br />Requirements. The conduct by the Company of its activities as <br />currently conducted does not violate or infringe any Legal <br />Requirements currently in effect, or, to the knowledge of Seller, <br />proposed to become effective. The Company has received no notice <br />of any violation by the Company of any Legal Requirements <br />applicable to the Company or its activities as currently <br />conducted; and Seller knows of no basis for the allegation of any <br />such violation. <br />Section 5.9 Permits. The Company holds, and there are in <br />full force and effect, all permits, authorizations, licenses, <br />permissions, or consents of any Governmental Authority or other <br />Person that are required to own, maintain and operate the assets <br />and properties owned or leased by it or conduct its activities as <br />currently conducted. <br />Section 5.10 Tax Returns and Pavments. The Company has <br />filed in true and correct form all federal, state, local and <br />foreign Tax Returns required by any Legal Requirements to be <br />filed, and has timely paid all Taxes that have become due and <br />payable, whether or not so shown on any such Tax Returns. <br />Section 5.11 Title to and Status of Assets and Properties. <br />The Company has good, indefeasible and marketable title to all of <br />its tangible and intangible assets and properties, subject only <br />to Permitted Liens. The tangible and intangible assets and <br />properties owned or leased by the Company include all properties, <br />assets, and rights necessary to conduct the business of the <br />7 <br />
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