Records of the Companies. The copies of the organizational documents of each of the Companies which were provided to Buyer are true, accurate and complete in all material respects and reflect all amendments made through the date of this Agreement. The minute books for each of the Companies made available to Buyer for review were correct and complete in all material respects as of the date of such review, no further entries have been made through the date of this Agreement, such minute books contain the true signatures of the persons purporting to have signed them, and such minute books contain an accurate record of all material corporate actions of the shareholder, directors, managers or members (and any committees thereof), as the case may be, of each of the Companies taken by written consent or at a meeting since incorporation. All material corporate actions taken by each of the Companies have been duly authorized or ratified. All accounts, books, ledgers and official and other records of each Company have been fully, properly and accurately kept and completed in all material respects, and there are no material inaccuracies or discrepancies of any kind contained therein. The ledgers of each Company, as previously made available to Buyer, contain accurate and complete records of all issuances, transfers and cancellations of equity securities of such Company.
Records of the Companies. Following the Closing Date hereof, Buyer will cause the Companies to make available to Sellers, at such time or times as Sellers may reasonably request, for inspection and copying, all books, records, memoranda and other financial data of the Companies relating to the transactions and businesses of the Companies prior to the Closing Date, as Sellers shall deem necessary or desirable for any tax or other appropriate purpose.
Records of the Companies. The copies of the respective articles of incorporation and bylaws of the Companies which were provided to Parent are true, accurate and complete and reflect all amendments made through the date of this Agreement. The minute books for the Companies provided to Parent for review are correct and complete. Such minute books contain the true signatures of the persons purporting to have signed them, and such minute books contain an accurate record of all corporate actions of the shareholders and directors (and any committees thereof) of such Company taken by written consent or at a meeting since incorporation. All material corporate actions taken by the Companies have been duly authorized or ratified. All accounts, books, ledgers and official and other records of the Companies have been fully, properly and accurately kept and completed in all material respects, and there are no material inaccuracies or discrepancies of any kind contained therein. The stock ledgers of each of the Companies, as previously provided to Parent, contain accurate and complete records of all issuances, transfers and cancellations of shares of the capital stock of each of the Companies.
Records of the Companies. For a period of five years following the Closing Date, the books of account and records of the Companies pertaining to all periods prior to the Closing Date shall be available for inspection by the Sellers for use in connection with tax audits.
Records of the Companies. The copies of the Articles of Incorporation and Bylaws of each Company which were provided to Wackenhut are true, accurate and complete and reflect all amendments made through the date of this Agreement. Except as set forth on SCHEDULE 4.7, the minute books for each Company made available to Wackenhut for review were correct and complete as of the date of such review, no further entries have been made through the date of this Agreement, such minute books contain the true signatures of the persons purporting to have signed them. All material accounts, books, ledgers and official and other records of each Company have been fully, properly and accurately kept and completed in all material respects, and there are no material inaccuracies or discrepancies of any kind contained therein. Except as set forth on SCHEDULE 4.7, the stock ledgers of each Company, as previously made available to Wackenhut, contain true, accurate and complete records of all issuances, transfers and cancellations of shares of the capital stock of each Company.
Records of the Companies. The copies of the charter and bylaws of the Corporation attached to Section 5.7(a) of the Disclosure Schedule are true, accurate and complete and reflect all amendments made through the date of this Agreement. The books and records of the Corporation and its Subsidiaries fully and accurately reflect all of their transactions, properties, assets and liabilities in all material respects. Section 5.7(b) of the Disclosure Schedule lists each account of the Corporation and its Subsidiaries now existing with any bank, broker, or other depository institution, and the names of all persons authorized to withdraw funds from each such account. Subsidiaries and Joint Ventures.
Records of the Companies. Such Seller does not hold or maintain for the benefit of the Company any agreements, documents, books, information, data or other records or files (whether or not stored on computer disks or tapes or any other electronic storage medium) affecting in any way or binding on any of the Companies which are not also held by any of the Companies.
