Complete Records. All of AGC's books and records, including, without limitation, its books of account, corporate records, minute book, stock certificate books and other records are up-to-date, complete and reflect accurately and fairly the conduct of its business in all material respects since its date of incorporation. (k) No Misleading Statements or Omissions Neither this Agreement nor any financial statement, exhibit, schedule or document attached hereto or presented to TALLMAN in connection xxxxxxth, contains any materially misleading statement or omits any fact or statement necessary to make the other statements or facts therein set forth not materially misleading. (l) Validity of this Agreement All corporate and other proceedings required to be taken by the SELLERS and by AGC in order to enter into and carry out this Agreement have been duly and properly taken. This Agreement has been duly executed by the SELLERS and by AGC, and constitutes the valid and binding obligation of each of them, enforceable in accordance with its terms except to the extent limited by applicable bankruptcy, reorganization, insolvency, moratorium or other laws relating to or effecting generally the enforcement of creditors rights. The execution and delivery of this Agreement and the carrying out of its purposes will not result in the breach of any of the terms and conditions of, or constitute a default under or violate, AGC's Certificate of Incorporation or By-Laws, or any material agreement, lease, mortgage, bond, indenture, license or other material document or undertaking, oral or written, to which AGC or the SELLERS is a party or is bound or may be affected, nor will such execution, delivery and carrying out violate any law, rule or regulation or any order, with injunction or decree, of any court, regulatory agency or other governmental body; and the business now conducted by AGC can continue to be so conducted after completion of the transaction contemplated hereby, with AGC as a wholly owned subsidiary of TALLMAN. (m)
Complete Records. MBI shall keep true and accurate records and books of account containing all data reasonably required for the computing of an verification of all payments owed by MBI to UHN hereunder, including records for Gross Revenues, the number of Licensed Products manufactured and services rendered, costs/disbursements, Net Revenues in accordance with generally accepted accounting principles. Such records shall be maintained by MBI for at least six (6) years from the date of the payment to which such records are relevant.
Complete Records. Producer shall keep true and complete records and accounts of all transactions with policyholders and with InsureZone. Such records shall be open at all times to the inspection of duly authorized representative of InsureZone.
Complete Records. Avro shall keep true and accurate records and books of account (in accordance with generally accepted accounting principles) containing all data reasonably required for the computing and verification of Gross Revenues, Net Revenues, Sublicensing Revenues and Royalties and Sublicensing Fee. Avro shall contractually require all Avro Affiliates and Sublicensees to keep same and provide a copy of same to Avro for purposes of inspection pursuant to Section 4.12. Such records shall be maintained and accessible to UHN for at least [***] from the date of the payment to which such records are relevant. *** Confidential Treatment Requested ***
Complete Records. Producer shall keep true and complete records and accounts of all transactions with policyholders and with AgentSecure. Such records shall be open at all times to the inspection of duly authorized representative of AgentSecure.
Complete Records. Seller shall maintain complete and accurate records of all invoices, all amounts billable to and payments made by Customer, in accordance with generally accepted accounting practices. Seller shall retain and make available upon request such records for a period of six (6) years from the date of final shipment of Product or rendering of services covered by this Agreement.
Complete Records. Prothena shall keep true and accurate records and books of account containing all data reasonably required for the computing and verification of all payments owed by Prothena to UHN, including records for Gross Sales and Net Sales, all in accordance with generally accepted accounting principles. Prothena shall contractually require all Prothena Affiliates and Sublicensees to keep same and provide a copy of same to Prothena for purposes of inspection pursuant to Section 3.14. Such records shall be maintained by Prothena for at least [***] years from the date of the payment to which such records are relevant.
Complete Records. Borrower will at all times keep accurate and complete records of the Collateral, and Bank or its agents shall have the right to call at Borrower's place or places of business at intervals to be determined by Bank, upon reasonable notice and during Borrower's regular business hours, and without hindrance or delay, to inspect and examine the Inventory and to inspect, audit, check, and make abstracts from the books, records, journals, orders, receipts, computer printouts, correspondence, and other data relating to the Collateral or to any other transactions between the parties hereto. If requested by Bank. Borrower agrees to make its books, records, journals, orders, receipts, computer printouts, correspondence, and other data relating to the Collateral available for inspection, audit, and checking by Bank or its agents.
Complete Records. Maintain accurate, current and complete records of each Company's financial affairs and transactions and of all Property reasonably satisfactory to the Lender.
Complete Records. Borrower will at all times keep accurate and complete records of the Collateral, and Lender or its agents shall have the right to call at Borrower's place or places of business at intervals to be determined by Lender (but no more than two times per year unless there is an Event of Default), upon reasonable notice and during Borrower's regular business hours, and without hindrance or delay, to inspect and examine the Inventory and to inspect, audit, check, and make abstracts from the books, records, journals, orders, receipts, computer printouts, correspondence, and other data relating to the Collateral or to any other transactions between the parties hereto. Lender will keep all records of Borrower confidential.
