The Records Sample Clauses
The Records. The Records have been maintained in the ordinary course of Seller's business, and Seller has not intentionally omitted any material information from the Records.
The Records. (a) are in the possession of the Australian Company and the NZ Company; (b) have been fully, properly and accurately kept and maintained and are up to date;
The Records. All of the files, records and data in the possession of Seller relating to the items described in subsections (I), (II), (III), (IV), and (V) above (the "Records"), including, without limitation, lease files, title records (including abstracts of title, title opinions, and title curative documents); contracts, correspondence, originals or copies of geological, geophysical, and
The Records. (a) have been fully, properly and accurately kept and completed; and
(b) do not contain material inaccuracies or discrepancies of any kind. WARRANTY 3 (Title to Assets)
3.1 The Vendor is the absolute legal and beneficial owner of all the Assets and at Completion all the Assets will vest in the Purchaser free from all Encumbrances.
3.2 SCHEDULE 3 contains an accurate list of all of the Plant and Equipment owned by the Business and used in the conduct of the Business. WARRANTY 4 (Plant and Equipment)
The Records. Seller shall sell, endorse, assign and deliver to Buyer with respect to each Loan and each Account Loan the following documents to the extent they are applicable to a Loan and to the extent they are in Seller's possession, all subject to the reasonable approval of Buyer as to proper from and execution;
The Records. There shall be excluded from the sale under this Agreement the following:
The Records. An executed copy of the Limited Power of Attorney in the form attached hereto as Exhibit E.
The Records. The Seller shall use all reasonable endeavours to procure the re-registration of the Domain Names in the name of the Buyer to take effect on or about twelve months after the Transfer Date and shall use all reasonable endeavours to execute all documentation at the expense of the Buyer reasonably necessary to effect such re-registration. Where the failure to effect such re-registration on the intended date is outside the control of the Seller and the Buyer, such failure will not be deemed to be a breach of this clause.
The Records. 10.1.1 are in the Company's possession;
10.1.2 have at all times been fully and properly kept;
10.1.3 have at all times been kept in accordance with the law and generally accepted principles, standards and practices relating to all matters recorded in them;
10.1.4 are complete and accurate in respect of what should ordinarily be contained in them; and
10.1.5 properly record all transactions entered into by the Company.
The Records. 8.1.1 are in the Group’s possession; and
8.1.2 have always been properly kept in accordance with the law relating to the matters recorded in them.