Common use of Charter Documents and Corporate Records Clause in Contracts

Charter Documents and Corporate Records. (a) Seller has heretofore delivered to Buyer true and complete copies of the Certificate of Incorporation (certified by the Secretaries of State or other appropriate official of its jurisdictions of incorporation) and By-laws (certified by Seller's secretary or an assistant secretary), or comparable instruments, of Seller as in effect on the date hereof. The stock books of Seller which have been made available to Buyer for its inspection are true and complete. The Stockholder is the sole record and beneficial owner of all of the outstanding capital stock of Seller and there are no options, warrants or other agreements of any kind outstanding or proposed to be issued with respect to the capital stock of Seller.

Appears in 3 contracts

Samples: Asset Purchase Agreement (Transworld Home Healthcare Inc), Asset Purchase Agreement (Us Homecare Corp), Asset Purchase Agreement (Us Homecare Corp)

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Charter Documents and Corporate Records. (a) Seller has heretofore delivered to Buyer true and complete copies of the Certificate Articles of Incorporation (certified by the Secretaries Secretary of State or other appropriate official of its jurisdictions jurisdiction of incorporation) and By-laws Laws (certified by Seller's secretary or an assistant secretary), or comparable instruments, of Seller as in effect on the date hereof. The stock books of Seller which have been made available to Buyer for its inspection are true and complete. The Stockholder is the sole record and beneficial owner of all of the outstanding capital stock of Seller and there are no options, warrants or other agreements of any kind outstanding or proposed to be issued with respect to the capital stock of Seller.

Appears in 1 contract

Samples: Asset Purchase Agreement (Preferred Employers Holdings Inc)

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