Bank Accounts; Books and Records. Schedule 2.16 lists all of the bank accounts of the Company or any Subsidiary (designating each authorized signatory and the level of each signatory’s authorization for each such account). The Company and each Subsidiary has maintained all of its respective books and records relating to the operation of its business in the Ordinary Course of Business through and including the Closing Date and such books and records accurately reflect in all material respects the transactions and operations of the Company, its Subsidiaries, and its Business.
Bank Accounts; Books and Records. Section 2.26 of the Disclosure Schedule lists each of the Company Group’s bank accounts and the authorized signatories thereon. The minute books and stock record books of the Company Group, all of which have been made available to Parent, are complete and correct in all material respects and have been maintained in accordance with sound business practices. The minute books of the Company contain accurate and complete records in all material respects of all meetings and actions taken by written consent of the Company Stockholders, Company Board and any committees thereof, and no meeting or action taken by written consent of any such group has been held for which minutes have not been prepared and are not contained in such minute books. At the Closing, all of those books and records will be in the possession of the Company Group.
Bank Accounts; Books and Records. Section 4.23 of the Disclosure Schedule lists TEI Med’s bank accounts and the authorized signatories thereon. The minute books and stock record books of TEI Med, all of which have been made available to Parent, are complete and correct and have been maintained in accordance with sound business practices. The minute books of TEI Med contain accurate and complete records of all meetings, and actions taken by written consent, of TEI Med’s equityholders, Board of Directors and any committees thereof, and no meeting, or action taken by written consent, of any such group has been held for which minutes have not been prepared and are not contained in such minute books. At the Closing, all of those books and records will be in the possession of TEI Med.
Bank Accounts; Books and Records. Section 4.23 of the Disclosure Schedule lists each of TEI Bio’s or the UK Subsidiary’s bank accounts and the authorized signatories thereon. The minute books and stock record books of TEI Bio and the UK Subsidiary, all of which have been made available to Parent, are complete and correct and have been maintained in accordance with sound business practices. The minute books of TEI Bio and the UK Subsidiary contain accurate and complete records of all meetings, and actions taken by written consent, of TEI Bio’s and the UK Subsidiary’s equityholders, Board of Directors and any committees thereof, and no meeting, or action taken by written consent, of any such group has been held for which minutes have not been prepared and are not contained in such minute books. At the Closing, all of those books and records will be in the possession of TEI Bio.
Bank Accounts; Books and Records. Section 5.27 of the Disclosure Letter lists all of the bank accounts of the Acquired Corporations. The Acquired Corporations have maintained all of their books and records relating to the operation of the Business in the Ordinary Course of Business and such books and records accurately reflect in all material respects the transactions and operations of the Acquired Corporations and the Business. At the Closing, all of the books and records of the Acquired Corporations will be in possession of the Acquired Corporations.
Bank Accounts; Books and Records. The Board may cause the Company to establish and maintain one or more separate bank and investment accounts for Company funds in the Company name with such financial institutions and firms as the Board may select and designate signatories thereon. The Board shall cause to be kept customary and appropriate books and records with respect to the Company’s business, including all books and records necessary to provide any information required to be provided the Members pursuant to the Act or other applicable laws.
Bank Accounts; Books and Records. Section 3.20 of the Disclosure Schedules sets forth a complete and correct list of the identity, location, account numbers and authorized signatories of (a) all bank accounts and lock boxes maintained by the Company at banks, trust companies, securities firms or other brokers or financial institutions and (b) all persons holding a general or special power of attorney granted by the Company, a complete and correct copy of which has been included in the Disclosure Schedules. From and after the Investment Effective Time, the minute books and share record and transfer books of the Company are true, correct and complete.
Bank Accounts; Books and Records. Section 2.15 of the Company Disclosure Schedule lists each of the Company’s bank accounts and the authorized signatories thereon, each of which has been provided to Parent for review prior to the Effective Time. At the Closing, all of those books and records will be the property of Merger Sub.
Bank Accounts; Books and Records. Section 2.27 of the Disclosure Schedule lists each of the Company’s bank accounts and the authorized signatories thereon. The minute books and stock record books of the Company for the five years prior to the date of this Agreement, all of which have been made available to Parent, are complete and correct in all material respects and have been maintained in accordance with sound business practices. The minute books of the Company contain accurate and complete in all material respects records of all meetings, and actions taken by written consent, of the Company Stockholders, Board of Directors and any committees thereof for the five years prior to the date of this Agreement. At the Closing, all of those books and records will be in the possession of the Company.
Bank Accounts; Books and Records. Section 3.26 of the Disclosure Schedule contains a true, complete and correct list of the names and locations of the banks, trust companies and other financial institutions at which the Company maintains accounts of any nature or safe deposit boxes, the account numbers or other identifying descriptions of such accounts or safe deposit boxes, and the persons authorized to draw thereon or who have access thereto. The books and records of the Company (a) are in all material respects true, correct and complete, (b) have been maintained in accordance with reasonable business practices on a basis consistent with prior years and (c) reflect all material transactions involving the Company. Except as set forth in Section 3.26 of the Disclosure Schedule, the minute books of the Company contain accurate and complete records, in all material respects, of actions taken at any meeting of the board of directors (or equivalent body) of the Company or any committee thereof and of written consents executed in lieu of the holding of any such meeting, in each case, from and after January 1, 2017.
