Common use of Books and Records and Financial Controls Clause in Contracts

Books and Records and Financial Controls. (a) True, correct and complete copies of the books of account, stock record books, minute books, bank accounts, and other corporate records solely relating to the Acquired Companies (where necessary, redacted to exclude information not solely related to the Acquired Companies) have been made available to Buyer and such books and records have been maintained in accordance with good business practices consistently applied. The minute books of the Acquired Companies contains accurate and complete records of all meetings held, and corporate action taken by, the stockholders, the Board of Directors, any special committees of the Board of Directors of the Acquired Companies, and no meeting of any such stockholders, Board of Directors, or special committee has been held for which minutes have not been prepared and are not contained in such minute books. (b) The Acquired Companies use commercially reasonable efforts to establish proper and adequate internal accounting controls which provide reasonable assurance that (i) transactions are executed with management’s authorization; (ii) transactions are recorded as necessary to permit preparation of the financial statements of the Acquired Companies and to maintain accountability for the Acquired Companies’ assets; (iii) access to the Acquired Companies’ assets is permitted only in accordance with management’s authorization; (iv) the reporting of the Acquired Companies’ assets is compared with existing assets at regular intervals; and (v) accounts, notes and other receivables and inventory are recorded accurately, and proper and adequate procedures are implemented to effect the collection thereof on a current and timely basis.

Books and Records and Financial Controls. (a) 6.29.1 True, correct and complete copies of the books of account, stock record books, minute books, bank accounts, and other corporate records solely relating to the Acquired Companies Company (where necessary, redacted to exclude information not solely related to the Acquired CompaniesCompany) have been made available to Buyer Datalogic and such books and records have been maintained in accordance with good business practices consistently applied. The minute books book of the Acquired Companies Company contains accurate and complete records of all meetings heldheld of, and corporate action taken by, the stockholders, the Board of Directors, and any special committees of the Board of Directors of the Acquired CompaniesCompany. At the Closing, all of those books and no meeting records will be in the possession of any such stockholders, Board of Directors, or special committee has been held for which minutes have not been prepared and are not contained in such minute booksthe Company. (b) 6.29.2 The Acquired Companies use commercially Company uses reasonable efforts to establish proper and adequate internal accounting controls which provide reasonable assurance that (i) transactions are executed with management’s 's authorization; (ii) transactions are recorded as necessary to permit preparation of the financial statements of the Acquired Companies Company and to maintain accountability for the Acquired Companies’ Company's assets; (iii) access to the Acquired Companies’ Company's assets is permitted only in accordance with management’s 's authorization; (iv) the reporting of the Acquired Companies’ Company's assets is compared with existing assets at regular intervals; and (v) accounts, notes and other receivables and inventory are recorded accurately, and proper and adequate procedures are implemented to effect the collection thereof on a current and timely basis.

Books and Records and Financial Controls. (a) True, correct and complete copies of the books of account, stock record books, minute books, bank accounts, and other corporate records solely relating to the Acquired Companies Company (where necessary, redacted to exclude information not solely related to the Acquired CompaniesCompany) have been made available to Buyer and such books and records have been maintained in accordance with good business practices consistently applied. The minute books book of the Acquired Companies Company contains accurate and complete records of all meetings heldheld of, and corporate action taken by, the stockholders, the Board of Directors, and any special committees of the Board of Directors of the Acquired CompaniesCompany, and no meeting of any such stockholders, Board of Directors, or special committee 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. (b) The Acquired Companies use commercially Company uses reasonable efforts to establish proper and adequate internal accounting controls which provide reasonable assurance that (i) transactions are executed with management’s 's authorization; (ii) transactions are recorded as necessary to permit preparation of the financial statements of the Acquired Companies Company and to maintain accountability for the Acquired Companies’ Company's assets; (iii) access to the Acquired Companies’ Company's assets is permitted only in accordance with management’s 's authorization; (iv) the reporting of the Acquired Companies’ Company's assets is compared with existing assets at regular intervals; and (v) accounts, notes and other receivables and inventory are recorded accurately, and proper and adequate procedures are implemented to effect the collection thereof on a current and timely basis.

Books and Records and Financial Controls. (a) True, correct and complete copies of the books of account, stock record books, minute books, bank accounts, and other corporate records solely relating to the Acquired Companies Company (where necessary, redacted to exclude information not solely related to the Acquired CompaniesCompany) have been made available, and during the course of Buyer’s due diligence, will be made available to Buyer and such books and records have been maintained in accordance with good business practices consistently applied. The minute books book of the Acquired Companies Company contains accurate and complete records of all meetings heldheld of, and corporate action taken by, the stockholders, the Board of Directors, and any special committees of the Board of Directors of the Acquired CompaniesCompany, and no meeting of any such stockholders, Board of Directors, or special committee 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. (b) The Acquired Companies use Company uses commercially reasonable efforts to establish proper and adequate internal accounting controls which provide reasonable assurance that (i) transactions are executed with management’s authorization; (ii) transactions are recorded as necessary to permit preparation of the financial statements of the Acquired Companies Company and to maintain accountability for the Acquired Companies’ Company’s assets; (iii) access to the Acquired Companies’ Company’s assets is permitted only in accordance with management’s authorization; (iv) the reporting of the Acquired Companies’ Company’s assets is compared with existing assets at regular intervals; and (v) accounts, notes and other receivables and inventory are recorded accurately, and proper and adequate procedures are implemented to effect the collection thereof on a current and timely basis.

Books and Records and Financial Controls. (a) True, correct and complete copies of the books of accountThe minute books, stock record books, minute books, bank accounts, and other corporate records solely relating to of the Acquired Companies (where necessaryCompany, redacted to exclude information not solely related to the Acquired Companies) all of which have been made available to Buyer Buyer, are complete and such books correct and records have been maintained in accordance with good sound business practices consistently appliedpractices. The minute books book of the Acquired Companies Company contains accurate and complete records of all meetings heldheld of, and corporate action taken by, the stockholders, the Board Boards of Directors, any special and committees of the Board of Directors of the Acquired CompaniesCompany, and no meeting of any such stockholders, Board of Directors, or special committee has been held for which minutes have not been prepared and are not contained in such minute books. (b) . At the Closing, all of those books and records will be in the possession of the Company. The Acquired Companies use Company uses commercially reasonable efforts to establish proper and adequate internal accounting controls which provide reasonable assurance that (i) transactions are executed with management’s authorization; (ii) transactions are recorded as necessary to permit preparation of the financial statements of the Acquired Companies Company and to maintain accountability for the Acquired Companies’ Company’s assets; (iii) access to the Acquired Companies’ Company’s assets is permitted only in accordance with management’s authorization; (iv) the reporting of the Acquired Companies’ Company’s assets is compared with existing assets at regular intervals; and (v) accounts, notes and other receivables and inventory are recorded accurately, and proper and adequate procedures are implemented to effect the collection thereof on a current and timely basis.