Company Uses in Company Records Clause

Company Records from Restricted Stock Award Agreement

WADDELL & REED FINANCIAL, INC., a corporation organized and existing under the laws of the state of Delaware (or any successor corporation) (the Company), does hereby grant and give unto (the Awardee), an award of restricted shares of Company Class A common stock (the Restricted Stock) upon the terms and conditions hereinafter set forth (the Award).

Company Records. Records of the Company or its Subsidiaries or Affiliates regarding any period(s) of service on the Board, termination of service and the reason therefor, and other matters shall be conclusive for all purposes hereunder, unless determined by the Company to be incorrect.

Company Records from Incentive Plan

All Performance Units granted under the Plan shall comply with, and the related Award Agreements shall be subject to, the terms, conditions and limitations set forth in this Article VII (to the extent each such term, condition or limitation applies to the form of Performance Unit and provided that, if any such term, condition or limitation is left to the discretion of the Committee, the Committee determines to apply it to such Performance Unit) and also to the terms, conditions and limitations set forth in Article XI (to the extent each such term, condition or limitation applies to the form of Performance Unit and provided that, if any such term, condition or limitation is left to the discretion of the Committee, the Committee determines to apply it to such Performance Unit); provided, however, that the Committee may authorize an Award Agreement governing a Performance Unit that expressly contains or is subject to terms, conditions and limitations that differ from the terms, conditions

Company Records. The records of the Company or its Subsidiaries regarding any Holders period of employment, termination of employment and the reason therefor, leaves of absence, re-employment, and other matters shall be conclusive for all purposes hereunder, unless determined by the Committee to be incorrect.

Company Records from Restricted Stock Unit Award Agreement

This Agreement sets forth the terms of the agreement between you and the Company with respect to the Restricted Stock Units. By accepting this Agreement, you agree to be bound by all of the terms hereof.

Company Records. Records of the Company or its Subsidiaries regarding your period of employment, termination of employment and the reason therefor, leaves of absence, re-employment, and other matters shall be conclusive for all purposes hereunder, unless determined by the Company to be incorrect.

Company Records

Company Records. The Company and the Funding Agency shall keep or cause to be kept such records as may be necessary or appropriate in the discharge of their respective duties hereunder. The records and reports maintained or received by the Company or the Funding Agency in connection with the administration of the Plan shall be available for inspection at all reasonable times by the Review Committee or the Union and such consultants as they may employ.

Company Records from Amended and Restated

Company Records. The records of the Company or its Subsidiaries regarding any Holder's period of employment, termination of employment and the reason therefor, leaves of absence, re-employment, and other matters shall be conclusive for all purposes hereunder, unless

Company Records from Nonstatutory Stock Option Award Agreement

THIS AGREEMENT is made as of the day of , , (the Agreement) between SPINNAKER EXPLORATION COMPANY, a Delaware corporation (the Company), and (Director). Capitalized terms used but not defined herein shall have the meaning set forth in the SPINNAKER EXPLORATION COMPANY 2005 STOCK INCENTIVE PLAN (the Plan).

Company Records. Records of the Company or its Subsidiaries regarding the period during which Director serves as a director of the Company, termination of Directors status as a director of the Company and the reason therefor, and other matters shall be conclusive for all purposes hereunder, unless determined by the Company to be incorrect.

Company Records from Membership Interests Purchase Agreement

This Membership Interests Purchase Agreement (the Agreement), dated as of November 30, 2004, is by and among United Midwestern Promoters Motorsports, LLC, an Ohio limited liability company (the Company), and National Speedways of Iowa, Inc., an Iowa Corporation, Track Enterprises, Inc., an Illinois Company, Ken Schrader Racing, Inc., a North Carolina Corporation, and Lebanon Valley Auto Racing Corp. a New York Corporation, the holders of all of the outstanding membership interests in the Company (each, a Member, and collectively, the Members), and Boundless Motor Sports Racing, Inc., a Colorado corporation (Purchaser).

Company Records. The copies of the Articles of Organization and Operating Agreement, and in each case, all amendments thereto, of the Company that have been delivered to Purchaser are true, correct and complete copies thereof, as in effect on the date hereof. The Company has delivered to Purchaser accurate consents to all actions taken without meetings by the Managers, the Advisory Board and the members of the Company since the formation of the Company. The Company has never had any actual meetings by the Managers, the Advisory Board or the members of the Company. The Company has no Managers, and the Advisory Board is authorized to act on behalf of the Company.