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

Charter Documents; Books and Records. The Charter Documents of each Group Company are in the form provided to the Series F Investors. Each Group Company has been in compliance with its Charter Documents, and none of the Group Companies has violated or breached any of their respective Charter Documents. Each Group Company has made available to the Series F Investors or its counsel a copy of its minute books. Such copy is true, correct and complete, and contains all amendments and all minutes of meetings and actions taken by its shareholder(s) and director(s) since the time of formation through the date hereof and reflects all transactions referred to in such minutes accurately in all material respects. Each Group Company maintains its books of accounts and records in the usual, regular and ordinary manner, on a basis consistent with prior practice, and which permits its Financial Statements (as defined below) to be prepared in accordance with the Accounting Standards. None of the books of account or records of any Group Company contains any falsified entries. The register of members and directors (if applicable) of each Group Company is correct, there has been no notice of any proceedings to rectify any such register, and to the Knowledge of the Warrantors there are no circumstances which might lead to any application for its rectification. All documents requiring to be filed by each Group Company with the applicable Governmental Authority in respect of the relevant jurisdiction in which the relevant Group Companies is being incorporated have been properly made up and filed.

Charter Documents; Books and Records. The Charter Documents of each Group Company are in the form provided to the Series F Investors. Each Group Company has been in compliance with its Charter Documents, and none of the Group Companies has violated or breached any of their respective Charter Documents. Each Group Company has made available to the Series F Investors or its counsel a copy of its minute books. Such copy is true, correct and complete, and contains all amendments and all minutes of meetings and actions taken by its shareholder(s) shareholders and director(s) directors since the time of formation through the date hereof and reflects all transactions referred to in such minutes accurately in all material respects. Each Group Company maintains its books of accounts and records in the usual, regular and ordinary manner, on a basis consistent with prior practice, and which permits its Financial Statements (as defined below) to be prepared in accordance with the Accounting Standards. None of the books of account or records of any Group Company contains any falsified entries. The register of members and directors (if applicablewith respect to the jurisdiction where recognizes this concept) of each Group Company is correct, there has been no notice of any proceedings to rectify any such register, and to the Knowledge of the Warrantors there are no circumstances which might lead to any application for its rectification. All documents requiring to be filed by each Group Company with the applicable Governmental Authority in respect of the relevant jurisdiction in which the relevant Group Companies is being incorporated have been properly made up and filed.

Charter Documents; Books and Records. The Charter Documents of each Group Company are in the form provided to the Series F InvestorsInvestor. Each Group Company has been in compliance with its Charter Documents, and none of the Group Companies has violated or breached any of their respective Charter Documents. Each Group Company has made available to the Series F Investors or its counsel a copy of its minute books. Such copy is true, correct and complete, and contains all amendments and all minutes of meetings and actions taken by its shareholder(s) shareholders and director(s) directors since the time of formation through the date hereof and reflects all transactions referred to in such minutes accurately in all material respects. Each Group Company maintains its books of accounts and records in the usual, regular and ordinary manner, on a basis consistent with prior practice, and which permits its Financial Statements (as defined below) to be prepared in accordance with the Accounting Standards. None of the books of account or records of any Group Company contains any falsified entries. The register of members and directors (if applicablewith respect to the jurisdiction where recognizes this concept) of each Group Company is correct, there has been no notice of any proceedings to rectify any such register, and to the Knowledge of the Warrantors there are no circumstances which might lead to any application for its rectification. All documents requiring to be filed by each Group Company with the applicable Governmental Authority in respect of the relevant jurisdiction in which the relevant Group Companies is being incorporated have been properly made up and filed.

Charter Documents; Books and Records. (i) The Company has delivered or made available to each Series D Investor a true and correct copy of the Charter Documents of each Group Company are Company, each as amended, and each such instrument is in the form provided to the Series F Investorsfull force and effect. Each Group Company has been in compliance with its Charter Documents, and none of the Group Companies has violated or breached any of their respective Charter Documents. . (ii) Each Group Company has made available to the Series F Investors or its counsel a copy of its minute books. Such copy is trueadequately, correct and completeproperly, and contains accurately maintains and keeps all amendments and all minutes of meetings and actions taken by its shareholder(s) and director(s) since the time of formation through the date hereof and reflects all transactions referred to in such minutes accurately in all material respects. Each Group Company maintains its books of accounts and records in the usual, regular regular, and ordinary manner, on a basis consistent with prior practice, and which in a way that permits its Financial Statements (as defined below) to be prepared in accordance with the Accounting Standards. None Such books of accounts and records give and reflect a true and fair view of the financial, contractual, and trading position of each Group Company. (iii) The minute books of account or each Group Company, as made available to the Series D Investors and their respective representatives, contain complete and accurate records of any all material meetings of and corporate actions or written consents by the shareholders and the boards of such Group Company contains any falsified entries. Company. (iv) The register of members and directors (if applicable) of each Group Company is correct, ; there has been no notice of any proceedings to rectify any such register; and, and to the Knowledge of the Warrantors Warrantors, there are no circumstances which that might lead to any application for its rectification. . (v) All documents requiring to be filed by each Group Company with the applicable Governmental Authority in respect of the relevant jurisdiction in which the relevant Group Companies Company is being incorporated have been properly made up and filed, except as would not have a Material Adverse Effect.

Charter Documents; Books and Records. (i) The Company has delivered or made available to the Series D Investor a true and correct copy of the Charter Documents of each Group Company are Company, each as amended, and each such instrument is in the form provided to the Series F Investorsfull force and effect. Each Group Company has been in compliance with its Charter Documents, and none of the Group Companies has violated or breached any of their respective Charter Documents. . (ii) Each Group Company has made available to the Series F Investors or its counsel a copy of its minute books. Such copy is trueadequately, correct and completeproperly, and contains accurately maintains and keeps all amendments and all minutes of meetings and actions taken by its shareholder(s) and director(s) since the time of formation through the date hereof and reflects all transactions referred to in such minutes accurately in all material respects. Each Group Company maintains its books of accounts and records in the usual, regular regular, and ordinary manner, on a basis consistent with prior practice, and which in a way that permits its Financial Statements (as defined below) to be prepared in accordance with the Accounting Standards. None Such books of accounts and records give and reflect a true and fair view of the financial, contractual, and trading position of each Group Company. (iii) The minute books of account or each Group Company, as made available to the Series D Investor and its representatives, contain complete and accurate records of any all material meetings of and corporate actions or written consents by the shareholders and the boards of such Group Company contains any falsified entries. Company. (iv) The register of members and directors (if applicable) of each Group Company is correct, ; there has been no notice of any proceedings to rectify any such register; and, and to the Knowledge of the Warrantors Warrantors, there are no circumstances which that might lead to any application for its rectification. . (v) All documents requiring to be filed by each Group Company with the applicable Governmental Authority in respect of the relevant jurisdiction in which the relevant Group Companies Company is being incorporated have been properly made up and filed, except as would not have a Material Adverse Effect.

Charter Documents; Books and Records. The Charter Documents of each Group Company are in the form provided to the Series F Investorseach Investor. Each Group Company has been in compliance with its Charter Documents, and none of the Group Companies has violated or breached any of their respective Charter Documents. Each Group Company has made available to the Series F Investors or its counsel a copy of its minute books. Such copy is true, correct and complete, and contains all amendments and all minutes of meetings and actions taken by its shareholder(s) and director(s) since the time of formation through the date hereof and reflects all transactions referred to in such minutes accurately in all material respects. Each Group Company maintains its books of accounts account and other financial records, minute books, stock record books, and other records (the “Books and Records”) in the usual, regular and ordinary manner, on a basis consistent with prior practice, and which permits its Financial Statements (as defined below) to be prepared in accordance with the Accounting Standards. None of the books of account or records of any Each Group Company has made available to each Investor or its counsel a copy of its minute books. Such copy is true, correct and complete, and contains any falsified entriesall amendments and all minutes of meetings and actions taken by its shareholders and directors since the time of formation through the date hereof and reflects all transactions referred to in such minutes accurately. The register of members and directors (if applicable) of each Group Company is correct, there has been no notice of any proceedings to rectify any such register, and to the Knowledge of the Warrantors there are no circumstances which might lead to any application for its rectification. All documents requiring required to be filed by each Group Company with the applicable Governmental Authority in respect of the relevant jurisdiction in which the relevant Group Companies is being incorporated have been properly made up and filed.