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Microcap & Penny Stocks : TSIG.com TIGI (formerly TSIG) -- Ignore unavailable to you. Want to Upgrade?


To: Dixie7777 who wrote (2506)7/20/1998 2:19:00 PM
From: Steve Lin  Read Replies (4) | Respond to of 44908
 
Conern #3: Termation Clauses.

Assuming that there is no foulplay, there are a few items on the licensing agreement that worries me. There are three termination clauses. The one that worries me is 6.1 which says that if TSIG fails to make any revenue or consecutive royalty payments for two quarters, then DP Enterprise has the right to terminate the contract. My biggest concern is TSIG's cashflow and its ability to pull off a revenue generating website. We all know that they are in debt ( I think 6 million). Do you think that any of these termination clause could perceivably be dangerous given TSIG's cash problems?

Of course, if CCI (SA) could come up with the audited financials then this agreement becomes void and the acquisition will take place.

Here's a clipping of the termination clauses:

6. TERMINATION. The following termination rights are in addition to the termination rights that may be provided elsewhere in the Agreement:
6.1 Seller's Right of Termination. Seller shall have the right to immediately terminate this Agreement by giving written notice to Buyer in the event that Buyer does any of the following:
(a) Commencing in the second year of the Term, ceases to generate any revenue from sales of pre-recorded music on or through theinternet web-site for two (2) consecutive Royalty Periods.
(b) Fails to make two (2) consecutive required royalty payments in full.
6.2 Right to Terminate Upon Notice. Either Seller or Buyer may terminate this Agreement on ninety (90) days' written notice to the other party in the event of a breach of any provision of this Agreement by the other party, provided that, during the 90-day period, the breaching party fails to cure such
breach.
6.3 Buyer's Right to Terminate. Buyer shall have the right to terminate this Agreement at any time on ninety (90) days' written notice to Seller, such termination to become effective at the conclusion of such 90-day period.