Common use of Certificate of Incorporation and Bylaws Clause in Contracts

Certificate of Incorporation and Bylaws. The Company has prior to the date of this Agreement made available a complete and correct copy of the certificate of incorporation and the bylaws or equivalent organizational documents, each as amended to date, of the Company and each Company Subsidiary. Such certificates of incorporation, bylaws or equivalent organizational documents are in full force and effect. Neither the Company nor any Company Subsidiary is in violation of any of the provisions of its certificate of incorporation, bylaws or equivalent organizational documents.

Certificate of Incorporation and Bylaws. The Company has prior to the date of this Agreement heretofore made available to Purchaser a complete and correct copy of the certificate Certificate of incorporation Incorporation and the bylaws Bylaws or equivalent organizational documents, each as amended to date, of the Company and each material Company Subsidiary. Such certificates Certificate of incorporationIncorporation, bylaws Bylaws or equivalent organizational documents are in full force and effect. Neither the Company nor any Company Subsidiary is in violation of any of the provisions of its certificate Certificate of incorporationIncorporation, bylaws Bylaws or equivalent organizational documents.

Certificate of Incorporation and Bylaws. The Company has prior heretofore furnished to the date of this Agreement made available Investor a complete and correct copy of the certificate of incorporation and the bylaws or equivalent organizational documentsbylaws, each as amended to dateor modified as of the date hereof, of the Company and each Company SubsidiaryCompany. Such certificates certificate of incorporation, incorporation and bylaws or equivalent organizational documents are in full force and effect. Neither the The Company nor any Company Subsidiary is not in violation of any of the provisions of its certificate of incorporation, incorporation and bylaws or equivalent organizational documentsin any material respect.

Certificate of Incorporation and Bylaws. The Company has prior to the date of this Agreement made available Made Available a complete and correct copy of the certificate of incorporation and the bylaws or equivalent organizational documents, each as amended to date, of the Company and each Company SubsidiaryCompany. Such certificates of incorporation, bylaws or equivalent organizational documents are in full force and effect. Neither the The Company nor any Company Subsidiary is not in violation of any of the provisions of its certificate of incorporation, bylaws or equivalent organizational documents.

Certificate of Incorporation and Bylaws. The Company has prior heretofore made available to the date of this Agreement made available Investor a complete and correct copy of the certificate Certificate of incorporation Incorporation and the bylaws or equivalent organizational documentsBylaws, each as amended to date, of the Company and each Company SubsidiaryCompany. Such certificates Certificate of incorporation, bylaws or equivalent organizational documents Incorporation and Bylaws of the Company are in full force and effect. Neither the The Company nor any Company Subsidiary is not in violation of any of the provisions of its certificate Certificate of incorporationIncorporation or Bylaws. True and complete copies of all minute books of the Company containing minutes for the period from October 26, bylaws or equivalent organizational documents2005 to the date of this Agreement have been made available by the Company to the Investor.

Certificate of Incorporation and Bylaws. The Company has has, prior to the date of this Agreement made available Agreement, Made Available a complete and correct copy of the certificate of incorporation and the bylaws or equivalent organizational documents, each as amended to date, of the Company and each Company SubsidiaryCompany. Such certificates of incorporation, bylaws or equivalent organizational documents are in full force and effect. Neither the The Company nor any Company Subsidiary is not in violation of any of the provisions of its certificate of incorporation, bylaws or equivalent organizational documents.

Certificate of Incorporation and Bylaws. The Company has prior heretofore made available to the date of this Agreement made available Investor a complete and correct copy of the certificate Certificate of incorporation Incorporation and the bylaws or equivalent organizational documentsBylaws, each as amended to date, of the Company and each Company SubsidiaryCompany. Such certificates Certificate of incorporation, bylaws or equivalent organizational documents Incorporation and Bylaws of the Company are in full force and effect. Neither the The Company nor any Company Subsidiary is not in violation of any of the provisions of its certificate Certificate of incorporation, bylaws Incorporation or equivalent organizational documentsBylaws.

Certificate of Incorporation and Bylaws. The Company has prior to the date of this Agreement made available delivered a complete true and correct copy of the certificate its Certificate of incorporation Incorporation and the bylaws Bylaws or equivalent organizational other charter documents, each as amended to date, of the to Purchaser. The Company and each Company Subsidiary. Such certificates of incorporation, bylaws or equivalent organizational documents are in full force and effect. Neither the Company nor any Company Subsidiary is not in violation of any of the provisions of its certificate Certificate of incorporation, bylaws Incorporation or Bylaws or equivalent organizational documents.

Certificate of Incorporation and Bylaws. The Company has prior heretofore furnished to the date of this Agreement made available Purchaser a true, complete and correct copy of the certificate its Certificate of incorporation Incorporation and the bylaws or equivalent organizational documentsBylaws, each as amended to date, of the Company and each Company Subsidiary. Such certificates Certificate of incorporation, bylaws or equivalent organizational documents Incorporation and Bylaws are in full force and effect. Neither the The Company nor any Company Subsidiary is not in violation of any of the material provisions of its certificate Certificate of incorporation, bylaws Incorporation or equivalent organizational documentsBylaws.

Certificate of Incorporation and Bylaws. The Company has prior heretofore furnished to the date of this Agreement made available Parent a complete and correct copy of the certificate its Certificate of incorporation Incorporation and the bylaws or equivalent organizational documents, each Bylaws as most recently restated and subsequently amended to date, of the Company and each Company Subsidiary. Such certificates Certificate of incorporation, bylaws or equivalent organizational documents Incorporation and Bylaws are in full force and effect. Neither the The Company nor any Company Subsidiary is not in violation of any of the provisions of its certificate Certificate of incorporation, bylaws Incorporation or equivalent organizational documentsBylaws.

Certificate of Incorporation and Bylaws. The Company has prior heretofore delivered to the date of this Agreement made available Acquiror a complete and correct copy of the certificate or articles of incorporation and the bylaws or equivalent organizational documentsof the Company, each as amended to date, the date of the Company this Agreement. Each such certificate or articles of incorporation and each Company Subsidiary. Such certificates of incorporation, bylaws or equivalent organizational documents are is in full force and effect. Neither the The Company nor any Company Subsidiary is not in violation of any of the provisions of its certificate or articles of incorporation, bylaws incorporation or equivalent organizational documentsbylaws.

Certificate of Incorporation and Bylaws. The Company has prior to the date of this Agreement heretofore furnished or otherwise made available to Holdings a complete and correct copy of the restated certificate of incorporation incorporation, as amended to date (the “Certificate of Incorporation”), and the bylaws or equivalent organizational documents, each as amended to date, (the “Bylaws”) of the Company as currently in effect. The Certificate of Incorporation and each Company Subsidiary. Such certificates of incorporation, bylaws or equivalent organizational documents the Bylaws are in full force and effecteffect and no other organizational documents are applicable to or binding upon the Company. Neither the The Company nor any Company Subsidiary is not in violation of any of the provisions of its certificate Certificate of incorporation, bylaws Incorporation or equivalent organizational documentsBylaws.

Certificate of Incorporation and Bylaws. The Company has prior heretofore furnished to the date of this Agreement made available Buyer a true, complete and correct copy of the certificate its Certificate of incorporation Incorporation and the bylaws or equivalent organizational documentsbylaws, each as amended to date, of the Company and each Company Subsidiary. Such certificates Certificate of incorporation, Incorporation and bylaws or equivalent organizational documents are in full force and effect. Neither the Company nor any Company Subsidiary is not in violation of any of the provisions of its certificate Certificate of incorporation, bylaws Incorporation or equivalent organizational documentsbylaws.

Certificate of Incorporation and Bylaws. The Company has prior to the date of this Agreement made available a to Acquiror true, complete and correct copy copies of the its certificate of incorporation and the bylaws or bylaws, and substantially equivalent organizational documentsdocuments for each of its subsidiaries, in each case, as amended to date, as of the Company and each Company Subsidiarydate of this Agreement. Such certificates certificate of incorporation, incorporation and bylaws or equivalent organizational documents are in full force and effect. Neither the The Company nor any Company Subsidiary is not in violation of any of the provisions of its certificate of incorporation, bylaws incorporation or equivalent organizational documentsbylaws.

Certificate of Incorporation and Bylaws. The Company has prior to the date of this Agreement made available to Parent a complete and correct copy of the certificate Certificate of incorporation Incorporation and the bylaws or equivalent organizational documentsBylaws of the Company, each as amended to date, of the Company and each Company Subsidiary. Such certificates Certificate of incorporation, bylaws or equivalent organizational documents Incorporation and Bylaws are in full force and effect. Neither the The Company nor any Company Subsidiary is not in violation of any of the provisions of its certificate Certificate of incorporationIncorporation or By-laws, bylaws or equivalent organizational documentsexcept for violations that would not have a Material Adverse Effect.

Certificate of Incorporation and Bylaws. The Company has prior heretofore delivered to the date of this Agreement made available Acquiror a complete and correct copy of each of the certificate of incorporation and bylaws of the bylaws or equivalent organizational documentsCompany, each as amended to datein effect on the date hereof, of certified by the Company and each Company SubsidiaryCompany's corporate secretary. Such certificates certificate of incorporation, incorporation and bylaws or equivalent organizational documents are in full force and effect. Neither the The Company nor any Company Subsidiary is not in violation of any of the provisions of its certificate of incorporation, bylaws incorporation or equivalent organizational documentsbylaws.

Certificate of Incorporation and Bylaws. The Company has prior heretofore delivered to the date of this Agreement made available Acquiror a complete and correct copy of the certificate of incorporation and bylaws of the bylaws or equivalent organizational documentsCompany and the certificate of incorporation of the Stockholder, each as amended to date, of the Company and each Company Subsidiary. Such certificates certificate of incorporation, bylaws and other organizational or equivalent organizational governing documents are in full force and effect. Neither the Company nor any Company Subsidiary Stockholder is in violation of any of the provisions of its certificate of incorporation, incorporation or bylaws or equivalent other organizational documentsor governing document.

Certificate of Incorporation and Bylaws. (a) The Company has prior heretofore delivered to the date of this Agreement made available Investor a complete and correct copy of the certificate of incorporation and the bylaws or equivalent organizational documentsof the Company, each as amended to date, of the Company and each Company Subsidiary. Such certificates certificate of incorporation, incorporation and bylaws or equivalent organizational documents are in full force and effect. Neither the The Company nor any Company Subsidiary is not in violation of any of the provisions of its certificate of incorporation, incorporation or bylaws or equivalent other organizational documentsor governing document.

Certificate of Incorporation and Bylaws. The Company has prior heretofore delivered to the date of this Agreement made available Acquiror a complete and correct copy of each of the certificate of incorporation and bylaws of the bylaws or equivalent organizational documentsCompany, each as amended to date, of the Company and each Company Subsidiary. Such certificates certificate of incorporation, incorporation and bylaws or equivalent organizational documents are in full force and effect. Neither the The Company nor any Company Subsidiary is not in violation of any of the provisions of its certificate of incorporation, bylaws incorporation or equivalent organizational documentsbylaws.

Certificate of Incorporation and Bylaws. The Company has prior to the date of this Agreement heretofore furnished or otherwise made available to Buyer and Merger Sub a complete and correct copy of the certificate of incorporation (the "Company Certificate of Incorporation") and bylaws (the bylaws or equivalent organizational documents"Company Bylaws") of Company, each as amended to date, and in effect on the date hereof. The Company Certificate of the Incorporation and Company and each Company Subsidiary. Such certificates of incorporation, bylaws or equivalent organizational documents Bylaws are in full force and effect. Neither the Company nor any Company Subsidiary is not in violation of any provisions of the provisions Company Certificate of its certificate of incorporation, bylaws Incorporation or equivalent organizational documentsCompany Bylaws in any material respect.

Certificate of Incorporation and Bylaws. The Company has prior to the date of this Agreement made available a complete and correct copy of the certificate of incorporation and the bylaws or equivalent organizational documents, each as amended to date, of the Company and each Company SubsidiaryCompany. Such certificates of incorporation, bylaws or equivalent organizational documents are in full force and effect. Neither the The Company nor any Company Subsidiary is not in violation of any of the provisions of its certificate of incorporation, bylaws or equivalent organizational documents.

Certificate of Incorporation and Bylaws. The Company has prior heretofore made available to the date of this Agreement made available Investors a complete and correct copy of the certificate Certificate of incorporation Incorporation and the bylaws or equivalent organizational documentsBylaws, each as amended to date, of the Company and each Company SubsidiaryCompany. Such certificates Certificate of incorporation, bylaws or equivalent organizational documents Incorporation and Bylaws of the Company are in full force and effect. Neither the The Company nor any Company Subsidiary is not in violation of any of the provisions of its certificate Certificate of incorporation, bylaws Incorporation or equivalent organizational documentsBylaws.