share purchase agreement - The Law Society of Saskatchewan

42(3) Transfer of Purchased Shares:At or before the Closing Time, the Vendor and the Shareholderwill cause all necessary steps and corporate proceedings to betaken in order to permit the Purchased Shares to be duly andregularly transferred to the Purchaser.(4) Resiqna~ion of Officers and Direc~ors:At or before the Closing Time, the Vendor and the Shareholderwill cause each person who is a director or officer of theCorporation, other ~han such persons as may be designated inwriting by the Purchaser, ~o submit his or her writtenresignation as a director or officer to the Corporation whichwill be effective at the Closing Time.(5) Releases bv ~he Vendor and ~he Shareholder:At the Closing Time, the Vendor and the Shareholder willexecute and deliver to the Corporation a release in the formof the draft release attached hereto as Schedule "X".(6) Non-Compe~i~ion Agreemen~:At the Closing Time, the Vendor and the Shareholder willexecute and deliver to the Corporation and the Purchaser anon-competition agreement in the form of the draft agreementattached hereto as Schedule "Y".5.2 COVENANTS BY THE PURCHASER:The Purchaser covenants to the Vendor and the Shareholder that itwill do or cause to be done the following:(1) Confiden~iali~y:Prior to the Closing Time and, if the transaction contemplatedhereby is not completed, at all times after the Closing Time,the Purchaser will keep confidential all information obtainedby it relating to the Corporation and the Business, exceptsuch information which:(a)(b)prior to the date hereof was already in the possession ofthe Purchaser, as demonstrated by written records;is generally available to the public, other than as aresult of a disclosure by the Purchaser; or