Common use of Articles of Incorporation and Bylaws; Records Clause in Contracts

Articles of Incorporation and Bylaws; Records. The Company has delivered to Parent accurate and complete copies of: (1) the Company's Articles of Incorporation and bylaws, including all amendments thereto; (2) the stock records of the Company; and (3) except as set forth in Part 2.2 of the Disclosure Schedule, the minutes and other records of the meetings and other proceedings (including any actions taken by written consent or otherwise without a meeting) of the shareholders of the Company, the board of directors of the Company and all committees of the board of directors of the Company. There have been no formal meetings or other proceedings of the shareholders of the Company, the board of directors of the Company or any committee of the board of directors of the Company that are not fully reflected in such minutes or other records. There has not been any violation of any of the provisions of the Company's Articles of Incorporation or bylaws, and the Company has not taken any action that is inconsistent in any material respect with any resolution adopted by the Company's shareholders, the Company's board of directors or any committee of the Company's board of directors. The books of account, stock and stock option records, minute books and other records of the Company are accurate, up-to-date and complete in all material respects, and have been maintained in accordance with prudent business practices.

Articles of Incorporation and Bylaws; Records. The Company has delivered to Parent accurate and complete copies of: (1) the Company's Articles articles of Incorporation incorporation and bylaws, including all amendments thereto; (2) the stock records of the Company; and (3) except as set forth in Part 2.2 of the Disclosure Schedule, the minutes and other records of the meetings and other proceedings (including any actions taken by written consent or otherwise without a meeting) of the shareholders of the Company, the board of directors of the Company and all any minutes and other records of the committees of the board of directors of the Company. There have been no formal meetings or other proceedings of the shareholders of the Company, Company or the board of directors of the Company or any committee of the board of directors of the Company that are not fully reflected in such minutes or other records. There has not been any violation of any of the provisions of the Company's Articles articles of Incorporation incorporation or bylaws, and the Company has not taken any action that is inconsistent in any material respect with any resolution adopted by the Company's shareholders, the Company's board of directors or any committee of the Company's board of directors. The books of account, stock and stock option records, minute books and other records of the Company are accurate, up-to-date and complete in all material respects, and have been maintained in accordance with prudent business practicespractices and all applicable Legal Requirements.

Articles of Incorporation and Bylaws; Records. The Company has delivered to Parent accurate and complete copies of: (1) the Company's Articles articles of Incorporation incorporation and bylaws, including all amendments thereto; (2) the stock records of the Company; and (3) except as set forth in Part 2.2 2.3 of the Disclosure Schedule, the minutes and other records of the meetings and other proceedings (including any actions taken by written consent or otherwise without a meeting) of the shareholders of the Company, the board of directors of the Company and all committees of the board of directors of the Company. There have been no formal meetings or other proceedings of the shareholders of the Company, the board of directors of the Company or any committee of the board of directors of the Company that are not fully reflected in such minutes or other records. There has not been any violation of any of the provisions of the Company's Articles articles of Incorporation incorporation or bylaws, and the Company has not taken any action that is inconsistent in any material respect with any resolution adopted by the Company's shareholders, the Company's board of directors or any committee of the Company's board of directors. The books of account, stock and stock option records, minute books and other records of the Company are accurate, up-to-date and complete in all material respects, and have been maintained in accordance with prudent business practices.

Articles of Incorporation and Bylaws; Records. The Company has delivered to Parent accurate accurate, complete and complete up-to-date copies of: (1a) the Company's Articles articles of Incorporation incorporation and bylaws, including all amendments thereto; (2b) the stock records of the Company; and (3c) except as set forth in Part 2.2 of the Disclosure Schedule, the minutes and other records of the meetings and other proceedings (including any actions taken by written consent or otherwise without a meeting) of the shareholders of the Company, the board of directors of the Company and all committees of the board of directors of the Company since the date of the Company's incorporation. There have been no formal meetings or other proceedings of the shareholders of the Company, the board of directors of the Company or any committee of the board of directors of the Company that are not fully reflected in such minutes or other records. There has not been any violation of any of the provisions of the Company's Articles articles of Incorporation incorporation or bylaws, and the Company has not taken any action that is inconsistent in any material respect with any resolution adopted by the Company's shareholders, the Company's board of directors or any committee of the Company's board of directors. The books of account, stock and stock option records, minute books and other records of the Company are accurate, up-to-date and complete in all material respects, and have been maintained in accordance with prudent business practices.

Articles of Incorporation and Bylaws; Records. The Company has delivered to Parent accurate and complete copies of: (1a) the Company's Articles articles of Incorporation incorporation and bylaws, including all amendments thereto; (2b) the stock records of the Company; and (3c) except as set forth in Part 2.2 of the Disclosure Schedule, the minutes and other records of the meetings and other proceedings (including any actions taken by written consent or otherwise without a meeting) of the shareholders of the Company, the board of directors of the Company and all committees of the board of directors of the Company. There have been no formal meetings or other proceedings of the shareholders of the Company, the board of directors of the Company or any committee of the board of directors of the Company that are not fully reflected in such minutes or other records. There has not been any violation of any of the provisions of the Company's Articles articles of Incorporation incorporation or bylaws, and the Company has not taken any action that is inconsistent in any material respect with any resolution adopted by the Company's shareholders, the Company's board of directors or any committee of the Company's board of directors. The books of account, stock and stock option records, minute books and other records of the Company are accurate, up-to-date and complete in all material respects, and have been maintained in accordance with prudent business practices.

Articles of Incorporation and Bylaws; Records. The Company has delivered to Parent accurate and complete copies of: (1i) the Company's Articles ’s articles of Incorporation incorporation and bylaws, including all amendments thereto; (2ii) the stock records of the Company; and (3iii) except as set forth in Part 2.2 of the Disclosure Schedule, the minutes and other records of the meetings and other proceedings (including any actions taken by written consent or otherwise without a meeting) of the shareholders stockholders of the Company, the board of directors of the Company and all committees of the board of directors of the Company. There have been no formal meetings or other proceedings of the shareholders stockholders of the Company, the board of directors of the Company or any committee of the board of directors of the Company that are not fully reflected in such minutes or other records. There has not been any violation of any of the provisions of the Company's Articles ’s articles of Incorporation incorporation or bylaws, and the Company has not taken any action that is inconsistent in any material respect with any resolution adopted by the Company's shareholders’s stockholders, the Company's ’s board of directors or any committee of the Company's ’s board of directors. The books of account, stock and stock option records, minute books and other records of the Company are accurate, up-to-date and complete in all material respects, and have been maintained in accordance with prudent business practices.

Articles of Incorporation and Bylaws; Records. The Company has delivered to Parent (1) accurate and complete copies of: (1) of the Company's Articles articles of Incorporation incorporation and bylaws, including all amendments thereto; (2) accurate and complete copies of the stock records of the Company; and (3) except as set forth in Part 2.2 3.2 of the Disclosure Schedule, accurate and complete copies of the minutes and other records of the meetings and other proceedings (including any actions taken by written consent or otherwise without a meeting) of the shareholders of the Company, the board of directors of the Company and all committees of the board of directors of the Company. There have been no formal meetings or other proceedings of the shareholders of the Company, the board of directors of the Company or any committee of the board of directors of the Company that are not fully reflected in such minutes or other records. There has not been any violation of any of the provisions of the Company's Articles articles of Incorporation incorporation or bylaws, and the Company has not taken any action that is inconsistent in any material respect with any resolution adopted by the Company's shareholders, the Company's board of directors or any committee of the Company's board of directors. The books of account, stock and stock option records, minute books and other records of the Company are accurate, up-to-date and complete in all material respects, and have been maintained in accordance with reasonably prudent business practices.

Articles of Incorporation and Bylaws; Records. The Company has Companies have delivered to Parent HALIS accurate and complete copies of: (1i) the Company's Articles Companies' articles of Incorporation incorporation and bylaws, including all amendments thereto; (2ii) the stock records of the CompanyCompanies; and (3iii) except as set forth in Part 2.2 of the Disclosure Schedule, the minutes and other records of the meetings and other proceedings (including any actions taken by written consent or otherwise without a meeting) of the shareholders of the CompanyCompanies, the board boards of directors of the Company Companies and all committees of the board boards of directors of the CompanyCompanies. There have been no formal meetings or other proceedings or actions of the shareholders of the CompanyCompanies, the board boards of directors of the Company Companies or any committee of the board boards of directors of the Company Companies that are not fully reflected in such minutes or other records. There has not been any violation of any of the provisions of the Company's Articles Companies' articles of Incorporation incorporation or bylaws, and the Company has not taken any action that is inconsistent in any material respect with bylaws or of any resolution adopted by the Company's Companies, shareholders, the Company's board Companies' boards of directors or any committee of the Company's board Companies' boards of directors. The books of account, stock and stock option records, minute books and other records of the Company Companies are accurate, up-to-date and complete in all material respectscomplete, and have been maintained in accordance with prudent business practicespractices and all applicable Legal Requirements.

Articles of Incorporation and Bylaws; Records. The Company has delivered to Parent accurate and complete copies of: (1) the Company's Articles of Incorporation and bylaws, including all amendments thereto; (2) the stock records of the Company; and (3) except as set forth in Part 2.2 of the Disclosure Schedule, the minutes and other records of the meetings and other proceedings (including any actions taken by written consent or otherwise without a meeting) of the shareholders of the Company, the board of directors of the Company and all committees of the board of directors of the Company. There have been no formal meetings or other proceedings of the shareholders of the Company, the board of directors of the Company or any committee of the board of directors of the Company that are not fully reflected in such minutes or other records. There has not been any violation of any of the provisions of the Company's Articles of Incorporation or bylaws, and the Company has not taken any action that is inconsistent in any material respect with any resolution adopted by the Company's shareholders, the Company's board of directors or any committee of the Company's board of directors. The books of account, stock and stock option records, minute books and other records of the Company are accurate, up-to-date and complete in all material respects, and have been maintained in accordance with prudent business practices.

Articles of Incorporation and Bylaws; Records. The Company has Companies have delivered to Parent Xxxxxx accurate and complete copies of: (1i) the Company's Articles Companies' articles of Incorporation incorporation and bylaws, including all amendments thereto; (2ii) the stock records of the CompanyCompanies; and (3iii) except as set forth in Part 2.2 of the Disclosure Schedule, the minutes and other records of the meetings and other proceedings (including any actions taken by written consent or otherwise without a meeting) of the shareholders of the CompanyCompanies, the board boards of directors of the Company Companies and all committees of the board boards of directors of the CompanyCompanies. There have been no formal meetings or other proceedings or actions of the shareholders of the CompanyCompanies, the board boards of directors of the Company Companies or any committee of the board boards of directors of the Company Companies that are not fully reflected in such minutes or other records. There has not been any violation of any of the provisions of the Company's Articles Companies' articles of Incorporation incorporation or bylaws, and the Company has not taken any action that is inconsistent in any material respect with bylaws or of any resolution adopted by the Company's Companies' shareholders, the Company's board Companies' boards of directors or any committee of the Company's board Companies' boards of directors. The books of account, stock and stock option records, minute books and other records of the Company Companies are accurate, up-to-date and complete in all material respectscomplete, and have been maintained in accordance with prudent business practicespractices and all applicable Legal Requirements.

Articles of Incorporation and Bylaws; Records. The Company has Companies have delivered to Parent accurate Fishxx xxxurate and complete copies of: (1i) the Company's Articles Companies' articles of Incorporation incorporation and bylaws, including all amendments thereto; (2ii) the stock records of the CompanyCompanies; and (3iii) except as set forth in Part 2.2 of the Disclosure Schedule, the minutes and other records of the meetings and other proceedings (including any actions taken by written consent or otherwise without a meeting) of the shareholders of the CompanyCompanies, the board boards of directors of the Company Companies and all committees of the board boards of directors of the CompanyCompanies. There have been no formal meetings or other proceedings or actions of the shareholders of the CompanyCompanies, the board boards of directors of the Company Companies or any committee of the board boards of directors of the Company Companies that are not fully reflected in such minutes or other records. There has not been any violation of any of the provisions of the Company's Articles Companies' articles of Incorporation incorporation or bylaws, and the Company has not taken any action that is inconsistent in any material respect with bylaws or of any resolution adopted by the Company's Companies' shareholders, the Company's board Companies' boards of directors or any committee of the Company's board Companies' boards of directors. The books of account, stock and stock option records, minute books and other records of the Company Companies are accurate, up-to-date and complete in all material respectscomplete, and have been maintained in accordance with prudent business practicespractices and all applicable Legal Requirements.

Articles of Incorporation and Bylaws; Records. The Company has delivered to Parent accurate and complete copies of: (1) the Company's Articles articles of Incorporation incorporation and bylaws, including all amendments thereto; (2) the stock records of the Company; and (3) except as set forth in Part 2.2 of the Disclosure Schedule, the minutes and other records of the meetings and other proceedings (including any actions taken by written consent or otherwise without a meeting) of the shareholders stockholders of the Company, the board of directors of the Company and all committees of the board of directors of the CompanyCompany (the items described in (1), (2) and (3) above, collectively, the "Company Constituent Documents"). There have been no formal meetings or other proceedings of the shareholders stockholders of the Company, the board of directors of the Company or any committee of the board of directors of the Company that are not fully reflected in such minutes or other recordsthe Company Constituent Documents. There has not been any violation of any of the provisions of the Company's Articles of Incorporation or bylawsCompany Constituent Documents, and the Company has not taken any action that is inconsistent in any material respect with any resolution adopted by the Company's shareholders, the Company's board of directors or any committee of the Company's board of directorsCompany Constituent Documents. The books of account, stock and stock option records, minute books and other records of the Company are accurate, up-to-date and complete in all material respects, and have been maintained in all material respects in accordance with Legal Requirements and prudent business practices.

Articles of Incorporation and Bylaws; Records. The Company has delivered to Parent accurate and complete copies of: (1) the Company's Articles articles of Incorporation incorporation and bylaws, including all amendments thereto; (2) the stock records of the Company; and (3) except as set forth in Part 2.2 of the Disclosure Schedule, the minutes and other records of the meetings and other proceedings (including any actions taken by written consent or otherwise without a meeting) of the shareholders of the Company, the board of directors of the Company and all committees of the board of directors of the Company. There have been no formal meetings or other proceedings of the shareholders of the Company, the board of directors of the Company or any committee of the board of directors of the Company that are not fully reflected in such minutes or other records. There has not been any violation of any of the provisions of the Company's Articles articles of Incorporation incorporation or bylaws, and the Company has not taken any action that is inconsistent in any material respect with any resolution adopted by the Company's shareholders, the Company's board of directors or any committee of the Company's board of directors. The books of account, stock and stock option records, minute books and other records of the Company are accurate, up-to-date and complete in all material respects, and have been maintained in accordance with prudent business practices.,