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i • <br />~ i nn!r 1~ ~f <br />BnnK JU~PACE (j <br />exert their best efforts to retain all. present customers of: <br />the business as customers of the Buyers. Fur!her in this <br />connection, it is ackno~,rledyed by the parties that all of <br />the equipment and personal property listed and described on <br />Exhibit T3 kiereto is presently in good operating condition <br />and it is agreed that all of such property shall be deliv- <br />ered to Buyers at the time of closing in the same condition <br />as it presently is, ordinary wear and tear excepted. Sellers <br />agree to consult ~vith and give advice to Buyers upon the <br />operation of the business, illness and other matters beyond <br />the control of Sellers excepted, for a period not to exceed <br />three (3) months from the date of closing. <br />13. Existing Contracts. It is understood and agreed <br />by the parties that there presently exists a verbal agree- <br />ment between Sellers and Earl Ray whereby Sellers agree, on <br />an annual basis, to provide fish, feed, transportation and <br />supervision in rearing and Ear]. Ray agrees to provide the <br />rearing facility and day to day care and maintenance of the <br />fish and assistance in transporting and marketing same, and <br />under which agreement the Sellers and Earl Ray split the <br />profits of the sale of the fish on a 50-50 basis (profits <br />being net of each party's out-of-pocket expenses), it is <br />further understood that such agreement'is on an annual basis <br />and may be cancelled by Sellers or Earl Ray at the c~>>d of <br />any particular calendar year with an appropriate adjustment <br />or division of any inventory. In this connection, Sellers <br />shall, at the time of closing, assign to Buyers all of <br />Sellers' right, title and interest in said agreement and <br />Buyers shall assume the balance of Sellers' obligai:i_on under <br />such agreement for the then current year. <br />19. Insurance. During the period between tl~e cffec- <br />tive date of this agreement and the closing of this i:rans- <br />action, Sellers agree to }:eep tl~e improvements upon i:l~e <br />property and the insurable personal property described on <br />Exhibit E Hereto, insured against fire, vandalism, theft and <br />all other perils covered by extended coverage, to their <br />-12- <br />