Common use of Organizational Documents and Corporate Records Clause in Contracts

Organizational Documents and Corporate Records. A true and complete copy of (a) the Organizational Documents of the Company, as amended, and (b) the minute books of the Company have been delivered to Buyer. Such minute books contain complete and accurate records of all meetings and other corporate actions of the board of directors, committees of the board of directors, and shareholders of the Company from the date of its incorporation to the date hereof. All matters requiring the authorization or approval of the board of directors, a committee of the board of directors, or the shareholders of the Company have been duly and validly authorized and approved by them.

Appears in 2 contracts

Samples: Stock Purchase Agreement (Opko Health, Inc.), Stock Purchase Agreement (Quikbyte Software Inc)

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Organizational Documents and Corporate Records. A true and complete copy of (a) the Organizational Documents of the Company, as amended, and (b) a copy of the minute books book of the Company have has been delivered to Buyer. Such minute books contain book contains complete and accurate records of all meetings and other corporate actions of the board of directors, committees of the board of directors, and shareholders of the Company from the date of its incorporation to the date hereof. All matters requiring the authorization or approval of the board of directors, a committee of the board of directors, or the shareholders of the Company have been duly and validly authorized and approved by them.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Opko Health, Inc.), Agreement and Plan of Merger (Opko Health, Inc.)

Organizational Documents and Corporate Records. A true and complete copy of (a) the Organizational Documents of the Company, as amended, and (b) copies of the minute books of the Company have been delivered to Buyer. Such minute books contain complete and accurate records of all meetings and other corporate actions of the board Board of directorsDirectors, committees of the board Board of directorsDirectors, and shareholders of the Company from the date of its incorporation to the date hereof, and such records are complete and accurate in all material respects. All matters requiring the authorization or approval of the board Board of directorsDirectors, a committee of the board Board of directorsDirectors, or the shareholders of the Company have been duly and validly authorized and approved by them.

Appears in 1 contract

Samples: Securities Purchase Agreement (Opko Health, Inc.)

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Organizational Documents and Corporate Records. A true and complete copy of (a) the Organizational Documents of the each Company, as amended(b) all other corporate organizational documents or any equivalent organizational documents of each Company, and (bc) the minute books of the each Company have been previously delivered to Buyer. Such minute books contain complete and accurate records of all meetings and other corporate actions of the board of directorsdirectors or managers, committees of the board of directors, incorporators and shareholders of the each Company from the date of its incorporation formation to the date hereof. All matters requiring the authorization or approval of the board of directorsdirectors or managers, a committee of the board of directorsincorporators, or the shareholders of the each Company have been duly and validly authorized and approved by them.

Appears in 1 contract

Samples: Share Purchase Agreement (Chesapeake Lodging Trust)

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