DISAGREED HEAVILY!! There are no lawsuits, arbitration actions or other proceedings
(equitable, legal, administrative or otherwise) pending or, threatened, and there are no
investigations pending or threatened against the Company which relate to and could have a
material adverse effect on the properties, business, assets or financial condition of the Company
or which could adversely affect the validity or enforceability of this Agreement or the obligation
or ability of the Shareholders or the Company to perform their respective obligations under this
Agreement or to carry out the transactions contemplated by this Agreement or otherwise affecting
the Shares.
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