Common use of Books and Records; Organizational Documents Clause in Contracts

Books and Records; Organizational Documents. The minute books and stock record books and other similar records of the Company have been provided or made available to Parent or its counsel prior to the execution of this Agreement, are complete and correct in all material respects and have been maintained in accordance with sound business practices. Such minute books contain a true and complete record of all action taken at all meetings and by all written consents in lieu of meetings of the directors, shareholders and committees of the Board of Directors of the Company through the date hereof. The Company has prior to the execution of this Agreement delivered to Parent true and complete copies of its articles of incorporation and by-laws, both as amended through the date hereof. The Company is not in violation of any provisions of its articles or bylaws.

Books and Records; Organizational Documents. The minute books and stock record books and other similar records of the Company have been provided or made available to Parent or its counsel prior to the execution of this Agreement, are complete and correct in all material respects and have been maintained in accordance with sound business practices. Such minute books contain a true and complete record of all action actions taken at all meetings and by all written consents in lieu of meetings of the directors, shareholders and committees of the Board of Directors of the Company from the date of the Company's incorporation through the date hereof. The Company has prior to the execution of this Agreement delivered to Parent true and complete copies of its articles of incorporation and by-laws, both as amended through the date hereof. The Company is not in violation of any provisions of its articles of incorporation or bylaws.

Books and Records; Organizational Documents. The minute books and ------------------------------------------- stock record books and other similar records of the Company that have been provided or made available to Parent or its counsel prior to the execution of this Agreement, are complete and correct in all material respects and have been maintained in accordance with sound business practices. Such minute books contain a true and complete record of all action taken at all meetings and by all written consents in lieu of meetings of the directors, shareholders stockholders and committees of the Board board of Directors directors of the Company through the date hereof. The Company has prior to the execution of this Agreement delivered to Parent true and complete copies of its articles certificate of incorporation and by-lawsbylaws, both as amended through the date hereof. The Company is not in violation of any provisions of its articles or bylaws.

Books and Records; Organizational Documents. The minute books and stock record books and other similar records of the Company have been provided or made available to Parent or its counsel prior to the execution of this Agreement, are complete and correct in all material respects and have been maintained in accordance with sound business practices. Such minute books contain a true and complete record of all action actions taken at all meetings and by all written consents in lieu of meetings of the directors, shareholders and committees of the Board of Directors of the Company from the date of the Company's incorporation through the date hereof. The Company has prior to the execution of this Agreement delivered to Parent true and complete copies of its articles of incorporation and by-lawsbylaws, both as amended through the date hereof. The Company is not in violation of any provisions of its articles of incorporation or bylawsbylaws as so amended.

Books and Records; Organizational Documents. The minute books and ------------------------------------------- stock record books and other similar records of the Company that have been provided or made available to the Parent or its counsel prior to the execution of this Agreement, Agreement are complete and correct in all material respects and have been maintained in accordance with sound business practices. Such minute books contain a true and complete record of all action actions taken at all meetings and by all written consents in lieu of meetings of the directors, shareholders and committees of the Board board of Directors directors of the Company through the date hereof. The Company has prior to the execution of this Agreement delivered to the Parent true and complete copies of its articles of incorporation and by-lawsbylaws, both as amended through the date hereof. The Company is not in violation of any provisions provision of its articles of incorporation or bylaws.

Books and Records; Organizational Documents. The minute books and stock record books books, including the share registers, and other similar records of the Company have been provided or made available to Parent or its counsel prior to the execution of this Agreement, are complete and correct in all material respects and have been maintained in accordance with sound business practices. Such minute books contain a true and complete record of all action material actions taken at all meetings and by all written consents in lieu of meetings of the directors, shareholders and committees of the Board of Directors of the Company through the date hereof. The Company has prior to the execution of this Agreement delivered to Parent true a true, correct and complete copies copy of its articles the Articles of incorporation Incorporation and by-lawsBylaws or other charter documents, both as applicable, of the Company as amended through the date hereofto date, to Parent. The Company is not in violation of any provisions of its articles or bylawsequivalent documents.

Books and Records; Organizational Documents. The minute books and stock record books and other similar records of the Company have been provided or made available to Parent or its counsel prior to the execution of this Agreement, Agreement and are complete and correct in all material respects and have been maintained in accordance with sound business practices. respects.. Such minute books contain a true and in all material respects complete record of all action actions taken at all meetings and by all written consents in lieu of meetings of the directors, shareholders and committees of the Board of Directors of the Company from the date of the Company's incorporation through the date hereof. The Company has prior to the execution of this Agreement delivered to Parent true and complete copies of its articles of incorporation and by-laws, both as amended through the date hereof. The Company is not in violation of any provisions of its articles or bylawsby-laws.