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

Books, Financial Records and Internal Controls. All the accounts, books, registers, ledgers, Moonshine Board minutes and financial and other records of whatsoever kind of Moonshine have been fully, properly and accurately kept and completed; there are no material inaccuracies or discrepancies of any kind contained or reflected therein; and they give and reflect a true and fair view of the financial, contractual and legal position of Moonshine. Moonshine maintains a system of internal accounting controls sufficient, in the judgment of Moonshine, to provide reasonable assurance that (i) transactions are executed in accordance with management’s general or specific authorizations, (ii) transactions are recorded as necessary to permit preparation of financial statements in conformity with GAAP and to maintain asset accountability, (iii) access to assets is permitted only in accordance with management’s general or specific authorization and (iv) the recorded accountability for assets is compared with the existing assets at reasonable intervals and appropriate actions are taken with respect to any differences.

Appears in 2 contracts

Samples: Share Exchange Agreement (BioNeutral Group, Inc), Share Exchange Agreement (BioNeutral Group, Inc)

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Books, Financial Records and Internal Controls. All the accounts, books, registers, ledgers, Moonshine UPAY Board minutes and financial and other records of whatsoever kind of Moonshine UPAY have been fully, properly and accurately kept and completed; there are no material inaccuracies or discrepancies of any kind contained or reflected therein; and they give and reflect a true and fair view of the financial, contractual and legal position of MoonshineUPAY. Moonshine UPAY maintains a system of internal accounting controls sufficient, in the judgment of MoonshineUPAY, to provide reasonable assurance that (i) transactions are executed in accordance with management’s general or specific authorizations, (ii) transactions are recorded as necessary to permit preparation of financial statements in conformity with GAAP and to maintain asset accountability, (iii) access to assets is permitted only in accordance with management’s general or specific authorization and (iv) the recorded accountability for assets is compared with the existing assets at reasonable intervals and appropriate actions are taken with respect to any differences.

Appears in 2 contracts

Samples: Share Exchange Agreement (Upay), Share Exchange Agreement (Upay)

Books, Financial Records and Internal Controls. All the accounts, books, registers, ledgers, Moonshine Board minutes of the board of directors and financial and other records of whatsoever kind of Moonshine the Company have been fully, properly and accurately kept and completed; there are no material inaccuracies or discrepancies of any kind contained or reflected therein; and they give and reflect a true and fair view of the financial, contractual and legal position of Moonshinethe Company. Moonshine the Company maintains a system of internal accounting controls sufficient, in the judgment of Moonshinethe Company, to provide reasonable assurance that (i) transactions are executed in accordance with management’s general or specific authorizations, (ii) transactions are recorded as necessary to permit preparation of financial statements in conformity with GAAP and to maintain asset accountability, (iii) access to assets is permitted only in accordance with management’s general or specific authorization and (iv) the recorded accountability for assets is compared with the existing assets at reasonable intervals and appropriate actions are taken with respect to any differences.

Appears in 2 contracts

Samples: Agreement and Plan of Reorganization (American Smooth Wave Ventures, Inc.), Agreement and Plan of Reorganization (Cfo Consultants, Inc.)

Books, Financial Records and Internal Controls. All the accounts, books, registers, ledgers, Moonshine HDSI Board minutes and financial and other records of whatsoever kind of Moonshine HDSI have been fully, properly and accurately kept and completed; there are no material inaccuracies or discrepancies of any kind contained or reflected therein; and they give and reflect a true and fair view of the financial, contractual and legal position of MoonshineHDSI. Moonshine HDSI maintains a system of internal accounting controls sufficient, in the judgment of MoonshineHDSI, to provide reasonable assurance that (i) transactions are executed in accordance with management’s general or specific authorizations, (ii) transactions are recorded as necessary to permit preparation of financial statements in conformity with GAAP and to maintain asset accountability, (iii) access to assets is permitted only in accordance with management’s general or specific authorization and (iv) the recorded accountability for assets is compared with the existing assets at reasonable intervals and appropriate actions are taken with respect to any differences.

Appears in 2 contracts

Samples: Strategic Expansion Agreement (HDS International Corp.), Asset Acquisition Agreement (HDS International Corp.)

Books, Financial Records and Internal Controls. All the accounts, books, registers, ledgers, Moonshine Staffing Board minutes and financial and other records of whatsoever kind of Moonshine Staffing have been fully, properly and accurately kept and completed; there are no material inaccuracies or discrepancies of any kind contained or reflected therein; and they give and reflect a true and fair view of the financial, contractual and legal position of MoonshineStaffing. Moonshine Staffing maintains a system of internal accounting controls sufficient, in the judgment of MoonshineStaffing, to provide reasonable assurance that (i) transactions are executed in accordance with management’s general or specific authorizations, (ii) transactions are recorded as necessary to permit preparation of financial statements in conformity with GAAP and to maintain asset accountability, (iii) access to assets is permitted only in accordance with management’s general or specific authorization and (iv) the recorded accountability for assets is compared with the existing assets at reasonable intervals and appropriate actions are taken with respect to any differences.

Appears in 2 contracts

Samples: Share Exchange Agreement (Staffing Group, Ltd.), Share Exchange Agreement (Staffing Group, Ltd.)

Books, Financial Records and Internal Controls. All the accounts, books, registers, ledgers, Moonshine HDSI Board minutes and financial fmancial and other records of whatsoever kind of Moonshine HDSI have been fully, properly and accurately kept and completed; there are no material inaccuracies or discrepancies of any kind contained or reflected therein; and they give and reflect a true and fair view of the financialfmancial, contractual and legal position of MoonshineHDSI. Moonshine HDSI maintains a system of internal accounting controls sufficient, in the judgment of MoonshineHDSI, to provide reasonable assurance that (i) transactions are executed in accordance with management’s 's general or specific authorizations, (ii) transactions are recorded as necessary to permit preparation of financial fmancial statements in conformity with GAAP and to maintain asset accountability, (iii) access to assets is permitted only in accordance with management’s 's general or specific authorization and (iv) the recorded accountability for assets is compared with the existing assets at reasonable intervals and appropriate actions are taken with respect to any differences.

Appears in 1 contract

Samples: Cmgo Strategic Transaction Agreement (HDS International Corp.)

Books, Financial Records and Internal Controls. All the accounts, books, registers, ledgers, Moonshine HDSI Board minutes and financial fmancial and other records of whatsoever kind of Moonshine HDSI have been fully, properly and accurately kept and completed; there are no material inaccuracies or discrepancies of any kind contained or reflected therein; and they give and reflect a true and fair view of the financialfmancial, contractual and legal position of MoonshineHDSI. Moonshine HDSI maintains a system of internal accounting controls sufficient, in the judgment of MoonshineHDSI, to provide reasonable assurance that (i) transactions are executed in accordance with management’s 's general or specific authorizations, (ii) transactions are recorded as necessary to permit preparation of financial fmancial statements in conformity with GAAP and to maintain asset accountability, (iii) access to assets is permitted only in accordance with management’s 's general or specific authorization and (iv) the recorded accountability for assets is compared with the existing assets at reasonable intervals and appropriate actions are taken with respect to any differences.. Section 2.11

Appears in 1 contract

Samples: Cmgo Strategic Transaction Agreement

Books, Financial Records and Internal Controls. All the accounts, books, registers, ledgers, Moonshine Dyna Board minutes (and committee) minutes, consents and financial and other records of whatsoever kind of Moonshine Dyna have been fully, properly and accurately kept and completed; there are no material inaccuracies or discrepancies of any kind contained or reflected therein; and they give and reflect a true and fair view of the financial, contractual and legal position of MoonshineDyna. Moonshine maintains As of the Closing, Dyna will maintain a system of internal accounting controls sufficient, in the judgment of Moonshine, sufficient to provide reasonable assurance that that: (i) transactions are executed in accordance with management’s general or specific authorizations, ; (ii) transactions are recorded as necessary to permit preparation of financial statements in conformity with GAAP and to maintain asset accountability, ; (iii) access to assets is permitted only in accordance with management’s general or specific authorization authorization; and (iv) the recorded accountability for assets is compared with the existing assets at reasonable intervals and appropriate actions are taken with respect to any differences.

Appears in 1 contract

Samples: Share Exchange Agreement (MASS Petroleum Inc.)

Books, Financial Records and Internal Controls. All the accounts, books, registers, ledgers, Moonshine Board meeting minutes and financial and other records of whatsoever kind of Moonshine EV PASS have been fully, properly and accurately kept and completed; there are no material inaccuracies or discrepancies of any kind contained or reflected therein; and they give and reflect a true and fair view of the financial, contractual and legal position of MoonshineEV PASS. Moonshine EV PASS maintains a system of internal accounting controls sufficient, in the judgment of MoonshineEV PASS, to provide reasonable assurance that (i) transactions are executed in accordance with management’s general or specific authorizations, (ii) transactions are recorded as necessary to permit preparation of financial statements in conformity with GAAP and to maintain asset accountability, (iii) access to assets is permitted only in accordance with management’s general or specific authorization and (iv) the recorded accountability for assets is compared with the existing assets at reasonable intervals and appropriate actions are taken with respect to any differences.

Appears in 1 contract

Samples: Equity Exchange Agreement (Car Charging Group, Inc.)

Books, Financial Records and Internal Controls. All the accounts, books, registers, ledgers, Moonshine DMHI Board minutes and financial and other records of whatsoever kind of Moonshine DMHI have been fully, properly and accurately kept and completed; there are no material inaccuracies or discrepancies of any kind contained or reflected therein; and they give and reflect a true and fair view of the financial, contractual and legal position of MoonshineDMHI. Moonshine DMHI maintains a system of internal accounting controls sufficient, in the judgment of MoonshineDMHI, to provide reasonable assurance that (i) transactions are executed in accordance with management’s general or specific authorizations, (ii) transactions are recorded as necessary to permit preparation of financial statements in conformity with GAAP and to maintain asset accountability, (iii) access to assets is permitted only in accordance with management’s general or specific authorization and (iv) the recorded accountability for assets is compared with the existing assets at reasonable intervals and appropriate actions are taken with respect to any differences.

Appears in 1 contract

Samples: Share Exchange Agreement (DMH International, Inc.)

Books, Financial Records and Internal Controls. All the accounts, books, registers, ledgers, Moonshine PubCo Board minutes (and committee) minutes, consents and financial and other records of whatsoever kind of Moonshine PubCo have been fully, properly and accurately kept and completed; there are no material inaccuracies or discrepancies of any kind contained or reflected therein; and they give and reflect a true and fair view of the financial, contractual and legal position of MoonshinePubCo. Moonshine PubCo maintains a system of internal accounting controls sufficient, in the judgment of Moonshine, sufficient to provide reasonable assurance that that: (i) transactions are executed in accordance with management’s general or specific authorizations, ; (ii) transactions are recorded as necessary to permit preparation of financial statements in conformity with GAAP and to maintain asset accountability, ; (iii) access to assets is permitted only in accordance with management’s general or specific authorization authorization; and (iv) the recorded accountability for assets is compared with the existing assets at reasonable intervals and appropriate actions are taken with respect to any differences.

Appears in 1 contract

Samples: Share Exchange Agreement (MASS Petroleum Inc.)

Books, Financial Records and Internal Controls. All the accounts, books, registers, ledgers, Moonshine Creative Board minutes and financial and other records of whatsoever kind of Moonshine Creative have been fully, properly and accurately kept and completed; there are no material inaccuracies or discrepancies of any kind contained or reflected therein; and they give and reflect a true and fair view of the financial, contractual and legal position of MoonshineCreative. Moonshine Except as disclosed in the SEC Reports, Creative maintains a system of internal accounting controls sufficient, in the judgment of Moonshine, sufficient to provide reasonable assurance that that: (i) transactions are executed in accordance with management’s general or specific authorizations, ; (ii) transactions are recorded as necessary to permit preparation of financial statements in conformity with U.S. GAAP and to maintain asset accountability, ; (iii) access to assets is permitted only in accordance with management’s general or specific authorization authorization; and (iv) the recorded accountability for assets is compared with the existing assets at reasonable intervals and appropriate actions are taken with respect to any differences.

Appears in 1 contract

Samples: Agreement and Plan for Share Exchange (CREATIVE LEARNING Corp)

Books, Financial Records and Internal Controls. All the accounts, books, registers, ledgers, Moonshine FormulaWon Board minutes and financial and other records of whatsoever kind of Moonshine FormulaWon have been fully, properly and accurately kept and completed; there are no material inaccuracies or discrepancies of any kind contained or reflected therein; and they give and reflect a true and fair view of the financial, contractual and legal position of MoonshineFormulaWon. Moonshine FormulaWon maintains a system of internal accounting controls sufficient, in the judgment of MoonshineFormulaWon, to provide reasonable assurance that (i) transactions are executed in accordance with management’s general or specific authorizations, (ii) transactions are recorded as necessary to permit preparation of financial statements in conformity with GAAP and to maintain asset accountability, (iii) access to assets is permitted only in accordance with management’s general or specific authorization and (iv) the recorded accountability for assets is compared with the existing assets at reasonable intervals and appropriate actions are taken with respect to any differences.

Appears in 1 contract

Samples: Share Exchange Agreement (Formulawon, Inc)

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Books, Financial Records and Internal Controls. All the accounts, books, registers, ledgers, Moonshine the Company Board minutes and :financial and other records of whatsoever kind of Moonshine the Company have been fully, properly and accurately kept and completed; there are no material inaccuracies or discrepancies of any kind contained or reflected therein; and they give and reflect a true and fair view of the financial, contractual and legal position of Moonshinethe Company. Moonshine The Company maintains a system of internal accounting controls sufficient, in the judgment of Moonshine, sufficient to provide reasonable assurance that that: (i) transactions are executed in accordance with management’s 's general or specific authorizations, ; (ii) transactions are recorded as necessary to permit preparation of financial statements in conformity with GAAP and to maintain asset accountability, ; (iii) access to assets is permitted only in accordance with management’s 's general or specific authorization authorization; and (iv) the recorded accountability for assets is compared with the existing assets at reasonable intervals and appropriate actions are taken with respect to any differences.

Appears in 1 contract

Samples: Securities Exchange Agreement (Brookmount Explorations Inc)

Books, Financial Records and Internal Controls. All the accounts, books, registers, ledgers, Moonshine Board minutes of the board of directors and financial and other records of whatsoever kind of Moonshine the Company have been fully, properly and accurately kept and completed; there are no material inaccuracies or discrepancies of any kind contained or reflected therein; and they give and reflect a true and fair view of the financial, contractual and legal position of Moonshinethe Company. Moonshine The Company maintains a system of internal accounting controls sufficient, in the judgment of Moonshinethe Company, to provide reasonable assurance that (i) transactions are executed in accordance with management’s general or specific authorizations, (ii) transactions are recorded as necessary to permit preparation of financial statements in conformity with GAAP and to maintain asset accountability, (iii) access to assets is permitted only in accordance with management’s general or specific authorization and (iv) the recorded accountability for assets is compared with the existing assets at reasonable intervals and appropriate actions are taken with respect to any differences.

Appears in 1 contract

Samples: Share Exchange Agreement (Lunar Growth CORP)

Books, Financial Records and Internal Controls. All the accounts, books, registers, ledgers, Moonshine GROWLIFE Board minutes and financial and other records of whatsoever kind of Moonshine GROWLIFE have been fully, properly and accurately kept and completed; there are no material inaccuracies or discrepancies of any kind contained or reflected therein; and they give and reflect a true and fair view of the financial, contractual and legal position of MoonshineGROWLIFE. Moonshine GROWLIFE maintains a system of internal accounting controls sufficient, in the judgment of Moonshine, sufficient to provide reasonable assurance that that: (i) transactions are executed in accordance with management’s general or specific authorizations, ; (ii) transactions are recorded as necessary to permit preparation of financial statements in conformity with GAAP and to maintain asset accountability, ; (iii) access to assets is permitted only in accordance with management’s general or specific authorization authorization; and (iv) the recorded accountability for assets is compared with the existing assets at reasonable intervals and appropriate actions are taken with respect to any differences.

Appears in 1 contract

Samples: Share Exchange Agreement (Growlife, Inc.)

Books, Financial Records and Internal Controls. All the accounts, books, registers, ledgers, Moonshine FORMRUNNER Board minutes and financial and other records of whatsoever kind of Moonshine FORMRUNNER have been fully, properly and accurately kept and completed; there are no material inaccuracies or discrepancies of any kind contained or reflected therein; and they give and reflect a true and fair view of the financial, contractual and legal position of MoonshineFORMRUNNER. Moonshine FORMRUNNER maintains a system of internal accounting controls sufficient, in the judgment of Moonshine, sufficient to provide reasonable assurance that that: (i) transactions are executed in accordance with management’s general or specific authorizations, ; (ii) transactions are recorded as necessary to permit preparation of financial statements in conformity with GAAP and to maintain asset accountability, ; (iii) access to assets is permitted only in accordance with management’s general or specific authorization authorization; and (iv) the recorded accountability for assets is compared with the existing assets at reasonable intervals and appropriate actions are taken with respect to any differences.

Appears in 1 contract

Samples: Share Exchange Agreement (FBC Holding, Inc.)

Books, Financial Records and Internal Controls. All the accounts, books, registers, ledgers, Moonshine Emys Board minutes and financial and other records of whatsoever kind of Moonshine Emys have been fully, properly and accurately kept and completed; there are no material inaccuracies or discrepancies of any kind contained or reflected therein; and they give and reflect a true and fair view of the financial, contractual and legal position of MoonshineEmys. Moonshine Emys maintains a system of internal accounting controls sufficient, in the judgment of MoonshineEmys, to provide reasonable assurance that (i) transactions are executed in accordance with management’s general or specific authorizations, (ii) transactions are recorded as necessary to permit preparation of financial statements in conformity with GAAP and to maintain asset accountability, (iii) access to assets is permitted only in accordance with management’s general or specific authorization and (iv) the recorded accountability for assets is compared with the existing assets at reasonable intervals and appropriate actions are taken with respect to any differences.

Appears in 1 contract

Samples: Share Exchange Agreement (Emy's Salsa Aji Distribution Company, Inc.)

Books, Financial Records and Internal Controls. All the accounts, books, registers, ledgers, Moonshine Artistry Board minutes and financial and other records of whatsoever kind of Moonshine Artistry have been fully, properly and accurately kept and completed; there are no material inaccuracies or discrepancies of any kind contained or reflected therein; and they give and reflect a true and fair view of the financial, contractual and legal position of MoonshineArtistry. Moonshine Artistry maintains a system of internal accounting controls sufficient, in the judgment of MoonshineArtistry, to provide reasonable assurance that (i) transactions are executed in accordance with management’s general or specific authorizations, (ii) transactions are recorded as necessary to permit preparation of financial statements in conformity with GAAP and to maintain asset accountability, (iii) access to assets is permitted only in accordance with management’s general or specific authorization and (iv) the recorded accountability for assets is compared with the existing assets at reasonable intervals and appropriate actions are taken with respect to any differences.

Appears in 1 contract

Samples: Share Exchange Agreement (Artistry Publications Inc)

Books, Financial Records and Internal Controls. All the accounts, books, registers, ledgers, Moonshine Axiom Board minutes and financial and other records of whatsoever kind of Moonshine Axiom have been fully, properly and accurately kept and completed; there are no material inaccuracies or discrepancies of any kind contained or reflected therein; and they give and reflect a true and fair view of the financial, contractual and legal position of MoonshineAxiom. Moonshine Axiom maintains a system of internal accounting controls sufficient, in the judgment of Moonshine, sufficient to provide reasonable assurance that that: (i) transactions are executed in accordance with management’s general or specific authorizations, ; (ii) transactions are recorded as necessary to permit preparation of financial statements in conformity with GAAP and to maintain asset accountability, ; (iii) access to assets is permitted only in accordance with management’s general or specific authorization authorization; and (iv) the recorded accountability for assets is compared with the existing assets at reasonable intervals and appropriate actions are taken with respect to any differences.

Appears in 1 contract

Samples: Share Exchange Agreement (Axiom Corp.)

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