Common use of Matters of Corporate Governance Clause in Contracts

Matters of Corporate Governance. All individuals or entities entering into a contract with Owner must adhere to the following applicable Texas laws as they pertain to their individual type of ownership: (a) Corporations (domestic [formed under Texas law] or foreign [formed under laws of another state]) shall be properly registered with the Texas Secretary of State and the Comptroller of Public Accounts as required by TITLE 34, Part 1, Chapter 3, Subchapter V, Rule 3.546 of the Texas Administrative Code. A current “Certificate of Good Standing” from the Texas Comptroller of Public Accounts shall be made available upon request stating that the corporation charter is current and all Texas Franchise Reports and Taxes are paid; and (b) Partnership and Joint Stock Companies, and Limited Liability Partnerships (domestic [formed under Texas law] or foreign [formed under laws of another state]) shall be properly registered with the Texas Secretary of State in accordance with TITLE 105 – PARTNERSHIPS AND JOINT STOCK COMPANIES, CHAPTER OEN – PARTNERSHIPS, LIMITED PARTNERSHIPS, TEXAS REVISED LIMITED PARTNERSHIP ACT, Article 6132a-1, “Texas Revised Limited Partnership Act”. All partners in a partnership must file a “Certificate of Limited Partnership” with the Texas Secretary of State, which shall be made available for inspection upon request.