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 and each Company Subsidiary 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 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 and each Company Subsidiary from the date of such Person's incorporation through the date hereof. The Company has, prior to the execution of this Agreement, delivered to Parent true and complete copies of the certificate of incorporation and bylaws (or equivalent organizational documents), in each case as amended through the date hereof, of the Company and each Company Subsidiary. Neither the Company nor any Company Subsidiary is in violation of any provisions of its respective certificate of incorporation or bylaws (or equivalent organizational documents).

Books and Records; Organizational Documents. The Copies of the minute books and stock record books and other similar records of the Company and each Company Subsidiary of its Subsidiaries (a) have been provided or made available to Parent or its counsel prior to the execution of this Agreement, and (b) are complete and correct in all material respects and have been maintained in accordance with sound business practicesrespects. Such minute books contain a true and complete record of all actions 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 and each Company Subsidiary its Subsidiaries from the applicable date of such Person's the incorporation through the date hereof. The Company has, has prior to the execution of this Agreement, Agreement delivered to Parent or its counsel true and complete copies of the certificate of incorporation and bylaws (or equivalent similar organizational documents), in ) of the Company and each case of its Subsidiaries each as amended through the date hereof, of the Company and each Company Subsidiary. Neither the Company nor any Company Subsidiary of its Subsidiaries is in violation of any provisions of its their respective certificate of incorporation or bylaws (or equivalent similar organizational documents).

Books and Records; Organizational Documents. The Copies of the minute books and stock record books and other similar records of the Company and each Company Subsidiary of its Subsidiaries (a) have been provided or made available to Parent or its counsel prior to the execution of this Agreement, and (b) are complete and correct in all material respects and have been maintained in accordance with sound business practicesrespects. Such minute books contain a true and complete record of all actions 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 and each Company Subsidiary its Subsidiaries from the applicable date of such Person's the incorporation through the date hereof. The Company has, has prior to the execution of this Agreement, delivered Agreement made available to Parent or its counsel true and complete copies of the certificate of incorporation and bylaws (or equivalent similar organizational documents), in ) of the Company and each case of its Subsidiaries each as amended through the date hereof, of the Company and each Company Subsidiary. Neither the Company nor any Company Subsidiary of its Subsidiaries is in violation of any provisions of its their respective certificate of incorporation or bylaws (or equivalent similar organizational documents).

Books and Records; Organizational Documents. The minute books and stock record books books, including the share registers, and other similar records of the Company and each Company Subsidiary its Subsidiaries have been provided or made available to Parent Cubist 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 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 and each Company Subsidiary from the date of such Person's incorporation its Subsidiaries through the date hereof. The Company has, has prior to the execution of this Agreement, Agreement delivered to Parent Cubist true and complete copies of the certificate of incorporation memorandum and bylaws (articles or equivalent organizational constituting documents), in each case all as amended through the date hereof, of the Company and each Company Subsidiaryof its Subsidiaries. Neither the Company nor any Company Subsidiary of its Subsidiaries is in violation of any provisions of its respective certificate of incorporation memorandum or bylaws (articles or equivalent organizational constituting documents).