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

Articles of Incorporation and Bylaws; Records. (a) The Company has delivered to Acquiror accurate and complete copies of: (i) The Company's articles of incorporation and bylaws, including all amendments thereto; (ii) the stock records of the Company; and (iii) 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 and the board of directors of the Company. There have been no meetings or other proceedings of the shareholders of the Company or the board of directors of the Company that are not reflected in such minutes or other records. (b) There has not been any violation of any of the provisions of the Company's articles of incorporation or bylaws or of any resolution adopted by the Company's shareholders or the Company's board of directors, and to the Knowledge of the Company no event has occurred, and no condition or circumstance exists, that likely would (with or without notice or lapse of time) constitute or result directly or indirectly in such a violation. (c) The books of account, stock records, minute books and other records of the Company are accurate, up to date and complete, and have been maintained in accordance with sound and prudent business practices. All of the records of the Company are in the actual possession and direct control of the Company.

Articles of Incorporation and Bylaws; Records. (a) The Company has delivered to Acquiror accurate and complete copies of: (i) The the Company's articles of incorporation and bylawsBylaws, including all amendments thereto; (ii) the stock records of the Company; and (iii) 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 and the board Board of directors Directors of the Company. There have been no meetings or other proceedings of the shareholders of the Company or the board Board of directors Directors of the Company that are not reflected in such minutes or other records. (b) There has not been any violation of any of the provisions of the Company's articles Articles of incorporation Incorporation or bylaws Bylaws or of any resolution adopted by the Company's shareholders or the Company's board Board of directorsDirectors, and to the Knowledge of the Company Company, no event has occurred, and no condition or circumstance exists, that likely would (with or without notice or lapse of time) constitute or result directly or indirectly in such a violation. (c) The books of account, stock records, minute books and other records of the Company are accurate, up to date and complete, and have been maintained in accordance with sound and prudent business practices. All of the records of the Company are in the actual possession and direct or indirect control of the Company.

Articles of Incorporation and Bylaws; Records. (a) The Company has delivered to Acquiror Verio accurate and complete copies of: (i) The the Company's articles Articles of incorporation Incorporation and bylawsBylaws, including all amendments thereto; (ii) the stock records of the Company; and (iii) 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 and the board Board of directors Directors of the Company. There have been no meetings or other proceedings of the shareholders of the Company or the board Board of directors Directors of the Company that are not reflected in such minutes or other records. (b) There has not been any violation of any of the provisions of the Company's articles Articles of incorporation Incorporation or bylaws Bylaws or of any resolution adopted by the Company's shareholders or the Company's board Board of directorsDirectors, and to the Knowledge of the Company no event has occurred, and no condition or circumstance exists, that likely would (with or without notice or lapse of time) constitute or result directly or indirectly in such a violation. (c) The books of account, stock records, minute books and other records of the Company are accurate, up to date and complete, and have been maintained in accordance with sound and prudent business practices. All of the records of the Company are in the actual possession and direct control of the Company.