share purchase agreement - The Law Society of Saskatchewan

40[Subject to section 4.3 hereof,] such investigations andinspections shall not mitigate or affect the representationsand warranties of the Vendor and the Shareholder hereunder,which shall continue in full force and effect.(2) Conduct of Business:Except as contemplated by this agreement or with the priorwritten consent of the Purchaser, during the Interim Periodthe Vendor and the Shareholder will, and will cause theCorporation to:(a)(b)(c)(d)(e)(f)operate the Business only in the ordinary course thereof,consistent with past practices;take all actions within their control to ensure that therepresentations and warranties in section 3.1 hereofremain true and correct at the Closing Time, with thesame force and effect as if such representations andwarranties were made at and as of the Closing Time, andto satisfy or cause to be satisfied the conditions insection 6.1 hereof;promptly advise the Purchaser of any facts that come totheir attention which would cause any of the Vendor's andthe Shareholder's representations and warranties hereincontained to be untrue in any respect;take all action to preserve the Business and the goodwillof the Corporation and its relationships with customers,suppliers and others having business dealings with it, tokeep available the services of its present officers andemployees and to maintain in full force and effect allagreements to which the Corporation is a party, and takeall other action reasonably requested by the Purchaser inorder that the Business and the Condition of theCorporation will not be impaired during the InterimPeriod;promptly advise the Purchaser in writing of any materialadverse change in the Business or the Condition of theCorporation during the Interim Period;maintain all of the Corporation's tangible properties andassets in the same condition as they now exist, ordinarywear and tear excepted;(g) maintain the books, records and accounts of theCorporation in the ordinary course and record alltransactions on a basis consistent with past practice;