Common use of Conditions to Transaction Clause in Contracts

Conditions to Transaction. The parties intend to be bound by this Letter of Intent subject to the execution and delivery of the Merger Agreement which, if successfully negotiated, would provide that the Transaction will be subject to customary terms and conditions, including without limitation, the following: (a) Receipt of all necessary consents and approvals of governmental bodies, lenders, lessors and other third parties; (b) Absence of any material adverse change in the Prospective Seller's and the Subsidiaries' business, financial condition, prospects, assets or operations since June 30, 2014; (c) Absence of pending or threatened litigation regarding the Merger Agreement or the transactions to be contemplated thereby; (d) Delivery of customary legal opinions, closing certificates and other documentation as shall be reasonably requested by the Prospective Buyer; (e) Execution of the Merger Agreement on terms found acceptable in the discretion of each party hereto; (f) Receipt of fairness opinions by both parties; (g) Receipt by Prospective Seller of a legal opinion in form reasonably acceptable to it that the Transaction qualifies as tax free reorganization under the provisions of the Internal Revenue Code of 1986, as amended; (h) Treatment of the Transaction as a "pooling-of-interests" for accounting purposes; and (i) Proposed Employment Agreements. On the Closing Date, 4. Settlement of debt($700,000.00USD) owe to buyer for goods purchase from buyer on or before 30 June, 2014 before entering into contract agreement for the acquisition.

Conditions to Transaction. The parties intend to be bound by this Letter of Intent subject to the execution and delivery of the Merger Agreement which, if successfully negotiated, would provide that the Transaction will be subject to customary terms and conditions, including without limitation, the following: (a) Receipt of all necessary consents and approvals of governmental bodies, lenders, lessors and other third parties; (b) Absence of any material adverse change in the Prospective Seller's and the Subsidiaries' business, financial condition, prospects, assets or operations since June 30October 10th, 2014; (c) Absence of pending or threatened litigation regarding the Merger Agreement or the transactions to be contemplated thereby; (d) Delivery of customary legal opinions, closing certificates and other documentation as shall be reasonably requested by the Prospective Buyer; (e) Execution of the Merger Agreement on terms found acceptable in the discretion of each party hereto; (f) Receipt of fairness opinions by both parties; (g) Receipt by Prospective Seller of a legal opinion in form reasonably acceptable to it that the Transaction qualifies as tax free reorganization under the provisions of the Internal Revenue Code of 1986, as amended; (h) Treatment of the Transaction as a "pooling-of-interests" for accounting purposes; and (i) Proposed Employment Agreements. On the Closing Date, 4. Settlement of debt($700,000.00USD) owe to buyer for goods purchase from buyer on or before 30 June, 2014 before entering into contract agreement for the acquisition.

Conditions to Transaction. The parties intend to be bound by this Letter of Intent subject to the execution and delivery of the Merger Agreement which, if successfully negotiated, would provide that the Transaction will be subject to customary terms and conditions, including without limitation, the following: (a) Receipt receipt of all necessary consents and approvals of governmental bodies, lenders, lessors and other third parties; (b) Absence absence of any material adverse change in the Prospective Seller's and the Subsidiaries' business, financial condition, prospects, assets or operations since June 30December 21, 20142016; (c) Absence absence of pending or threatened litigation regarding the Merger Agreement or the transactions to be contemplated thereby; (d) Delivery delivery of customary legal opinions, closing certificates and other documentation as shall be reasonably requested by the Prospective Buyer; (e) Execution execution of the Merger Agreement on terms found acceptable in the discretion of each party hereto; (f) Receipt receipt of fairness opinions by both parties; (g) Receipt receipt by Prospective Seller of a legal opinion in form reasonably acceptable to it that the Transaction qualifies as a tax free reorganization under the provisions of the Internal Revenue Code of 1986, as amended; (h) Treatment treatment of the Transaction as a "pooling-of-interests" for accounting purposes; and (i) Proposed Employment Agreements. On approval by the Closing Date, 4. Settlement stockholders of debt($700,000.00USD) owe to buyer for goods purchase from buyer on or before 30 June, 2014 before entering into contract agreement for the acquisitionProspective Buyer and Prospective Seller as required.

Conditions to Transaction. The parties intend to be bound by this Letter of Intent subject to the execution and delivery of the Merger Agreement which, if successfully negotiated, would provide that the Transaction will be subject to customary terms and conditions, including without limitation, the following: (a) Receipt receipt of all necessary consents and approvals of governmental bodies, lenders, lessors and other third parties; (b) Absence absence of any material adverse change in the Prospective Seller's and the Subsidiaries' business, financial condition, prospects, assets or operations since June September 30, 20141999; (c) Absence absence of pending or threatened litigation regarding the Merger Agreement or the transactions to be contemplated thereby; (d) Delivery delivery of customary legal opinions, closing certificates and other documentation as shall be reasonably requested by the Prospective Buyer; (e) Execution execution of the Merger Agreement on terms found acceptable in the discretion of each party hereto; (f) Receipt receipt of fairness opinions by both parties; (g) Receipt receipt by Prospective Seller of a legal opinion in form reasonably acceptable to it that the Transaction qualifies as a tax free reorganization under the provisions of the Internal Revenue Code of 1986, as amended; (h) Treatment treatment of the Transaction as a "pooling-of-interests" for accounting purposes; and (i) Proposed Employment Agreements. On approval by the Closing Date, 4. Settlement stockholders of debt($700,000.00USD) owe to buyer for goods purchase from buyer on or before 30 June, 2014 before entering into contract agreement for the acquisitionProspective Buyer and Prospective Seller as required.