Agreement For Sale Of Restaurant Business

10. Consultation. Anthony P. Carpentier (“Anthony”) undertakes to provide Restaurant Asset Buyer two (2) weeks before closing and two (2) weeks after closing, free of charge, consulting services related to the operation of the business on a full-time (i.e. up to thirty (30) hours per week). Anthony to Restaurant Asset Buyer before closing. After that, for the following ninety (90) days, Anthony must be available appropriately during normal opening hours, as required, but no more than ten (10) hours in total per week. This support can be done by phone or in person at the discretion of the restaurant asset seller. During due diligence and subject to the accompaniment of Anthony (or a representative appointed by Anthony), Restaurant Asset Buyer or its designated representative is allowed to visit the company to observe the operation of the business. 5.11 Financial Statements. Restaurant Asset Seller has so far delivered to Restaurant Asset Buyer, or is delivered within five (5) business days of effective date, its financial statements for January to June 30, 2015 and for December 31, 2014 and 2013 and its tax returns for 2014, 2013 and 2012 signed by a Restaurant Asset Seller and book manager.

In the event that Restaurant Asset Seller has not submitted its 2014 corporate tax return, Restaurant Asset Seller will deliver a copy to the Asset Buyer restaurant at the same time as the presentation of this statement to the Internal Revenue Service; and Restaurant Asset Seller will present as soon as possible to the Restaurant Asset Buyer its annual accounts for each month in 2015, which elapse before the closing date, accompanied by copies of its VAT returns for the months of January to June 30, 2015 and for the years ending December 31, 2014 and 2013. The financial statements covered in sentence 5.11 .11 (together “financial information”) are based on the information contained in the Books and Records of the Restaurant Asset Sellers and fairly present the assets, commitments and financial condition of restaurant Asset Sellers on the date and results of the activities of this Asset Sellers restaurant for the past period.

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