Common use of Corporate Records Clause in Contracts

Corporate Records. The corporate records and minute books of the Corporation contain complete and accurate minutes of all meetings of and copies of all by-laws and all resolutions passed by the directors and shareholders of the Corporation since its incorporation. All such meetings were duly called and held, all such by-laws and resolutions were duly passed and the share certificate books, registers of shareholders, registers of transfers and other corporate registers of the Corporation are complete and accurate in all material respects.

Corporate Records. The corporate records and minute books of the Corporation contain complete and accurate minutes of all meetings of and copies directors, committees of all by-laws and all resolutions passed by the directors and shareholders of the Corporation held since its date of incorporation. All such , and all of those meetings were duly called and held, all such by-laws and resolutions were duly passed and the share . The stock certificate books, registers of shareholdersstockholders, registers of transfers and other corporate registers of directors of the Corporation are complete and accurate in all material respectsaccurate.

Corporate Records. The corporate records and minute books of ----------------- the Corporation contain complete and accurate minutes of all meetings of and copies of all by-laws and all resolutions passed by the directors and committees thereof and shareholders of the Corporation held since its date of incorporation. All such meetings were duly called and held, all such by-laws and resolutions were duly passed and the The share certificate books, registers register of shareholders, registers register of transfers and other corporate registers register of directors of the Corporation are complete and accurate in all material respectsaccurate.

Corporate Records. The corporate records and minute books of the Corporation contain accurate and complete and accurate minutes of all meetings of the directors and shareholders of the Corporation since the date of incorporation thereof (all of which meetings were duly called and held) and copies of all by-laws and all resolutions passed by the its directors and shareholders at such meetings. Each of the Corporation since its incorporation. All such meetings were duly called and held, all such by-laws and resolutions were duly passed and the Corporation's share certificate books, share registers, transfer registers of shareholders, registers of transfers and other corporate registers of the Corporation and records are complete and accurate in all material respectsaccurate.

Corporate Records. The corporate records and minute books of the Corporation contain complete and accurate all minutes of all the meetings of and copies of all by-laws and all resolutions passed by the directors and shareholders of the Corporation since its incorporation. All such meetings were duly called are complete, accurate and held, all such byup-laws and resolutions were duly passed to-date and the share certificate books, registers of shareholders, registers of transfers and other corporate registers stock register of the Corporation are is complete and accurate in all material respects.

Corporate Records. The corporate records and minute books book of the Corporation contain complete and accurate minutes of all meetings of and copies of all by-laws and all resolutions passed by the directors and shareholders of the Corporation since its incorporation. All such meetings were duly called and held, all such by-laws and resolutions were duly passed and the share certificate books, registers of shareholderssecurities, registers, registers of transfers and other corporate registers of the Corporation are complete and accurate in all material respects.

Corporate Records. The corporate records and minute books of the Corporation contain complete and accurate minutes of all meetings of and copies of all by-laws and all resolutions passed by the directors and shareholders of the Corporation since its incorporation. All such meetings were duly called and held, all such by-laws and resolutions were duly passed and the share certificate books, registers of shareholders, registers of transfers and other corporate registers of the Corporation are complete and accurate in all material respects.all

Corporate Records. The corporate records and minute books of the Corporation contain complete and accurate minutes of all meetings of and copies of all by-laws and all resolutions passed by the directors and shareholders of the Corporation since its incorporation. All such meetings were duly called and held, all such by-laws and resolutions were duly passed and the share certificate books, registers of shareholders, registers of transfers and other corporate registers of the Corporation are complete and accurate in all material respects. No amendments have been made to the articles and by-laws of the Corporation other than as set out in the minute book of the Corporation.

Corporate Records. The corporate records and minute books of the Corporation and the Subsidiaries contain complete and accurate minutes of all meetings of held and copies of all by-laws and all resolutions passed by the directors and shareholders of the Corporation and the Subsidiaries since its incorporation. All such meetings were duly called and heldthe incorporation of the Corporation or the Subsidiaries, all such by-laws and resolutions were duly passed and the share certificate books, registers of shareholders, registers of transfers and other corporate registers of directors of the Corporation and the Subsidiaries are -24- complete and accurate and all exigible security transfer tax payable in all material respectsconnection with the transfer of any securities of the Corporation has been duly paid.

Corporate Records. The corporate records and minute books of the Corporation contain complete and accurate copies of the Articles and By-laws of the Corporation and minutes of all meetings of and copies of all by-laws and all resolutions passed by the directors and shareholders of the Corporation held since its incorporationthe incorporation of the Corporation. All such Such meetings were duly called and held, all such by-laws and resolutions were duly passed and the share certificate books, registers register of shareholders, registers register of transfers and other corporate registers register of directors of the Corporation are complete and accurate in all material respectsaccurate.

Corporate Records. The corporate records and minute books of the Corporation contain complete and accurate minutes of all meetings of directors thereof and copies of all by-laws shareholders or holders of other ownership interests thereof, held since the date of incorporation or formation of the Corporation, and all resolutions passed by the directors and shareholders of the Corporation since its incorporation. All such meetings were duly called and held, all such by-laws and resolutions were duly passed and the . The share certificate books, registers of shareholdersshareholders or holders of other ownership interests, registers of transfers and other corporate registers of directors of the Corporation are complete and accurate in all material respectsaccurate.

Corporate Records. The corporate records and minute books of the Corporation Company contain complete and accurate minutes of all meetings of and copies of all by-laws of the Company and minutes of all meetings and resolutions passed by of the directors and shareholders of the Corporation since its incorporationCompany. All such meetings were duly called and held, all such by-laws and resolutions were duly passed and the share certificate certifi-cate books, registers of shareholders, registers of transfers and other corporate registers of directors of the Corporation Company are complete and accurate in all material respects.

Corporate Records. The corporate records and minute books of the Corporation Corporations contain complete and accurate all minutes of all the meetings of and copies of all by-laws and all resolutions passed by the directors and shareholders of the Corporation since its incorporation. All such meetings were duly called Corporations are complete, accurate and held, all such byup-laws and resolutions were duly passed to-date and the share certificate books, registers of shareholders, registers of transfers and other corporate registers stock register of the Corporation and these documents are complete and accurate in all material respects.

Corporate Records. The Except as set forth in Schedule 4.33, the corporate records and minute books of the Corporation Company, all of which have been made available to Buyer, contain materially complete and accurate minutes of all meetings of and copies of all by-laws and all resolutions passed by the directors and shareholders of the Corporation Company held since its incorporation. All such meetings were duly called organization, and held, original signed copies of all such by-laws and resolutions were duly passed and or confirmed by the respective directors or shareholders of the Company other than at a meeting. The share certificate books, registers register of shareholderssecurity holders, registers register of transfers and other register of directors and any similar corporate registers records of the Corporation Company are complete and accurate in all material respects.

Corporate Records. The corporate records and minute books of the Corporation contain complete and accurate minutes of all meetings of and copies corporate actions or written resolutions of the directors, committees of directors and shareholders of the Corporation, including all by-laws and all resolutions passed by the directors, committees of directors and shareholders of the Corporation since its incorporationformation. All such meetings were duly called and held, all such corporate actions and written resolutions were duly taken or validly signed and all such by-laws and resolutions were duly passed and the passed. The share certificate books, registers register of shareholders, registers register of transfers transfers, register of directors and other similar corporate registers records of the Corporation are complete complete, accurate and accurate in all material respectscurrent.

Corporate Records. The corporate records and minute books of the Corporation contain accurate and complete and accurate minutes of all Board of Directors and Shareholder meetings and resolutions of and copies of all by-laws and all resolutions passed by the its directors and shareholders of the Corporation held since its incorporation. All such meetings were duly called and held, all such by-laws and resolutions were duly passed and the share certificate books, registers of shareholders, registers of transfers and other all such meetings were duly held. The Corporation's corporate registers of the Corporation are complete and accurate in all material respects.

Corporate Records. The corporate records and minute books of the Corporation and the Subsidiaries contain complete and accurate minutes of all meetings of directors and copies committees thereof and shareholders held since its date of all by-laws incorporation, and all resolutions passed by the directors and shareholders of the Corporation since its incorporation. All such meetings were duly called and held, all such by-laws and resolutions were duly passed and the . The share certificate books, registers register of shareholders, registers register of transfers and other corporate registers register of directors of the Corporation and the Subsidiaries are complete and accurate in all material respectsaccurate.

Corporate Records. The corporate records and minute books of the Corporation Company contain complete and accurate minutes of all meetings and resolutions of and copies of all by-laws and all resolutions passed by the its directors and shareholders of the Corporation since its incorporation. All incorporation and all such meetings were duly called and held, all such by-laws and resolutions were duly passed and the . The share certificate books, registers register of shareholdersmembers, registers register of transfers and other corporate registers register of directors of the Corporation Company are complete and accurate in all material respectsaccurate.

Corporate Records. The corporate records and minute books of the Corporation contain complete and accurate minutes of all meetings of directors and copies committees thereof and shareholders held since its date of all by-laws incorporation, and all resolutions passed by the directors and shareholders of the Corporation since its incorporation. All such meetings were duly called and held, all such by-laws and resolutions were duly passed and the . The share certificate books, registers register of shareholders, registers register of transfers and other corporate registers register of directors of the Corporation are complete and accurate in all material respectsaccurate.

Corporate Records. The corporate records and minute books of the Corporation provided to the Purchaser for review contain complete and accurate minutes of all meetings of and copies of all by-laws and all resolutions passed by the directors and shareholders of the Corporation, held since the date of incorporation of the Corporation since its incorporation. All and executed copies of all resolutions and by-laws duly passed or confirmed by the directors or shareholders of the Corporation, and all such meetings were duly called and held, all such by-laws and resolutions were duly passed held and the share certificate books, registers register of shareholders, registers register of transfers and other corporate registers register of directors of the Corporation are complete and accurate in all material respectsaccurate.

Corporate Records. The corporate records and minute books (or their equivalent) of the Corporation Company contain complete and accurate minutes of all meetings of and copies of all by-laws and all resolutions passed by the directors and shareholders members of the Corporation Company since its incorporation. All such meetings were duly called and held, all such by-laws and resolutions were duly passed and the share certificate books, registers of shareholdersmembers registers, registers of transfers and other corporate registers of the Corporation Company are complete and accurate in all material respects.

Corporate Records. The corporate records and minute books of the Corporation Company contain in all material respects complete and accurate minutes of all meetings of and copies of all by-laws of, and all written resolutions passed by by, the directors and shareholders of the Corporation Company, held or passed since its incorporation. All such those meetings were duly called and held, all such by-laws and those resolutions were duly passed passed, and the share certificate books, registers of shareholders, registers of transfers and other corporate registers of directors of the Corporation Company are complete and accurate in all material respects.

Corporate Records. The corporate records and minute books of the Corporation contain complete and accurate all minutes of all the meetings of and copies of all by-laws and all resolutions passed by the directors and shareholders of the Corporation since its incorporation. All such meetings were duly called are complete, accurate and held, all such byup-laws and resolutions were duly passed to-date and the share certificate books, registers of shareholders, registers of transfers and other corporate registers stock register of the Corporation are corporation is complete and accurate in all material respects.