Common use of Corporate Records Clause in Contracts

Corporate Records. The corporate record books of the Acquired Company accurately reflect all corporate action taken by its stockholders and board of directors and committees. The copies of the corporate records of the Acquired Company, as made available to the Purchaser for review, are true and complete copies of the originals of such documents.

Appears in 3 contracts

Samples: Stock Purchase Agreement (Radian Group Inc), Stock Purchase Agreement (Radian Group Inc), Stock Purchase Agreement (Radian Group Inc)

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Corporate Records. The corporate record books of the Acquired Company accurately reflect all corporate action taken by its stockholders and board boards of directors and committees. The copies of the corporate records of the Acquired Company, as made available to the Purchaser Buyer for review, are true and complete copies of the originals of such documents.

Appears in 3 contracts

Samples: Stock Purchase Agreement (Genzyme Transgenics Corp), Stock Purchase Agreement (Charles River Laboratories International Inc), Stock Purchase Agreement (Charles River Laboratories International Inc)

Corporate Records. The corporate record books of the Acquired Company accurately reflect record all corporate action taken by its stockholders and stockholders, board of directors and committeescommittees thereof. The copies of the corporate records (including the stock ledger) of the Acquired Company, as made available to the Purchaser Investors or their counsel for review, are true true, accurate and complete copies of the originals of such documents.

Appears in 3 contracts

Samples: Preferred Stock Purchase Agreement, Registration Rights Agreement (GlassHouse Technologies Inc), Series F Preferred Stock Purchase Agreement (GlassHouse Technologies Inc)

Corporate Records. The corporate record books of the Acquired Company accurately reflect record all corporate action taken by its stockholders and stockholders, board of directors and committeescommittees thereof. The copies of the corporate records of the Acquired Company, as made available to the Purchaser Investors for review, are true and complete copies of the originals of such documents.

Appears in 2 contracts

Samples: Securities Purchase Agreement (Patients & Physicians, Inc.), Securities Purchase Agreement (Patients & Physicians, Inc.)

Corporate Records. The corporate record books of the Acquired Company accurately reflect all corporate action taken by its stockholders and board of directors and committees. The copies of the corporate records of the Acquired Company, as made available for inspection by the Investors, accurately record all corporate actions taken by its stockholders, board of directors and committees of its board of directors. The Company has provided to the Purchaser for review, are Investors true and complete correct copies of the originals of such documentsCertificate and Bylaws.

Appears in 2 contracts

Samples: Stockholders Agreement (Aironet Wireless Communications Inc), Subscription Agreement (Telxon Corp)

Corporate Records. The corporate record books of the Acquired Company accurately reflect record all corporate action taken by its stockholders and stockholders, board of directors and committeescommittees thereof. The copies of the corporate records (including the stock ledger) of the Acquired Company, as made available to the Purchaser Investor or their counsel for review, are true true, accurate and complete copies of the originals of such documents.

Appears in 2 contracts

Samples: Registration Rights Agreement (GlassHouse Technologies Inc), Series F Preferred Stock Purchase Agreement (GlassHouse Technologies Inc)

Corporate Records. The corporate record books of the Acquired Company accurately reflect all corporate action taken by its stockholders shareholders and board of directors and committees. The copies of the corporate records of the Acquired Company, as made available delivered to the Purchaser for reviewInvestors, are true and complete copies of the originals of such documents.

Appears in 2 contracts

Samples: Stock Purchase Agreement (Eagle Test Systems, Inc.), Stock Purchase Agreement (Eagle Test Systems, Inc.)

Corporate Records. The corporate record books of each of the Acquired Company Companies accurately reflect record in all material respects all corporate action taken by its stockholders and stockholders, board of directors directors, governing bodies and committeescommittees with respect to all matters referenced therein. The copies of the corporate records of each of the Acquired Company, as made available Companies provided to the Purchaser Buyer for review, review are true and complete copies of the originals of such documents.

Appears in 2 contracts

Samples: Stock Purchase Agreement (Vycom Corp.), Share Purchase Agreement (CPG International Inc.)

Corporate Records. The corporate record books of the Acquired Company ----------------- accurately reflect record in all material respects all corporate action taken by its stockholders and stockholders, board of directors directors, governing bodies and committees. The copies of the corporate records of the Acquired Company, as Company made available to the Purchaser Investors for review, are true and complete copies of the originals of such documents.

Appears in 1 contract

Samples: Securities Purchase Agreement (Kintana Inc)

Corporate Records. The corporate record books of the Acquired Company accurately reflect record all corporate action taken by its stockholders and stockholders, board of directors directors, and committeescommittees thereof. The copies of the corporate records of the Acquired Company, as made available delivered to the Purchaser Investors and/or their counsel for review, are true and complete copies of the originals of such documents.

Appears in 1 contract

Samples: Stock Purchase Agreement (Hittite Microwave Corp)

Corporate Records. The corporate record books of the Acquired Company accurately reflect record all corporate action taken by its stockholders stockholders, Board of Directors and board of directors and committeescommittees thereof. The copies of the corporate records of the Acquired Company, as made available to the Purchaser Lenders for review, are true and complete copies of the originals of such documents.

Appears in 1 contract

Samples: Note Purchase Agreement (Groen Brothers Aviation Inc /Ut/)

Corporate Records. The corporate record books of the Acquired Company accurately reflect in all material respects all corporate action taken by its stockholders shareholders and board of directors the Company Board and committeesany committees thereof. The copies of the corporate records of the Acquired Company, as made available delivered to the Purchaser for reviewParent, are true and complete copies of the originals of such documents.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Cognex Corp)

Corporate Records. The corporate record books of the Acquired Company accurately reflect record all corporate action taken by its stockholders and board of directors and committees. The copies of the corporate records of the Acquired Company, as made available to the Purchaser Investors for review, are true and complete copies of the originals of such documents.

Appears in 1 contract

Samples: Securities Purchase Agreement (Ign Entertainment Inc)

Corporate Records. The corporate record books of the Acquired Company accurately reflect record all corporate action taken by its stockholders and stockholders, board of directors directors, and committeescommittees thereof. The copies of the corporate records of the Acquired Company, as made available to the Purchaser Investors and/or their counsel for review, are true true, complete and complete correct copies of the originals of such documents.

Appears in 1 contract

Samples: Stock Purchase Agreement (Daleco Resources Corp)

Corporate Records. The corporate record books of the Acquired Company accurately reflect record in all material respects all corporate action taken by its stockholders and (or members), board of directors directors, governing bodies and committees. The copies of the corporate records of the Acquired Company, as made available Company and its subsidiaries provided to the Purchaser Investors for review, are true and complete copies of the originals of such documents.

Appears in 1 contract

Samples: Stock Purchase Agreement (Private Business Inc)

Corporate Records. The To the knowledge of the Company, the corporate record books of the Acquired Company accurately reflect in all material respects the corporate action taken by its stockholders and board of directors and committees. The copies of the corporate records of the Acquired Company, as made available furnished to the Purchaser for reviewInvestors, are in all material respects true and complete copies of the originals of such documents.

Appears in 1 contract

Samples: Stock Purchase Agreement (Metropcs Communications Inc)

Corporate Records. The corporate record books of the Acquired Company accurately reflect record all corporate action required by law to be taken by its stockholders and board of directors [Stock Purchase and Redemption Agreement] and committees. The copies of the corporate records of the Acquired Company, as made available to the Purchaser Investors or their counsel for review, are true and complete copies of the originals of such documents.

Appears in 1 contract

Samples: Stock Purchase and Redemption Agreement (Netscout Systems Inc)

Corporate Records. The corporate record books of the Acquired Company accurately reflect record all corporate action taken by its stockholders and stockholders, board of directors directors, and committeescommittees thereof accurately in all material respects. The copies of the corporate records of the Acquired Company, as made available delivered to the Purchaser Investor and/or its counsel for review, are true true, complete and complete correct copies of the originals of such documents.

Appears in 1 contract

Samples: Convertible Preferred Stock Purchase Agreement (First Mercury Financial Corp)

Corporate Records. The corporate record books of the Acquired Company accurately reflect all and its Subsidiaries contain an accurate record of corporate action actions taken by its their stockholders and board of directors and committees. The copies of the corporate records of the Acquired CompanyCompany and its Subsidiaries, as made available to the Purchaser for reviewParent, are true and complete copies of the originals of such documents.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Icg Group, Inc.)

Corporate Records. The corporate record books of the Acquired Company and files and records maintained by each Entity accurately reflect record in all material respects all corporate action taken by its stockholders and respective stockholders, board of directors directors, governing bodies and committees. The copies of the corporate records of the Acquired Company, as made available each Entity provided to the Purchaser for review, are true and complete copies of the originals of such documents.

Appears in 1 contract

Samples: Stock Purchase Agreement (Monarch Dental Corp)

Corporate Records. The corporate record books of the each Acquired Company accurately reflect in all material respects all corporate action or other actions taken by its stockholders and stockholders, board of directors and committeesany committees thereof, as applicable. The copies of the corporate records of the Acquired Companysuch records, as made available to the Purchaser for reviewBuyer, are true and complete copies in all material respects of the originals of such documents.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Monotype Imaging Holdings Inc.)

Corporate Records. The corporate record books of the Acquired Company Holdings completely and accurately reflect record all material corporate action taken by its their respective stockholders and board boards of directors and committeescommittees thereof. The copies of the corporate records of the Acquired CompanyHoldings, as made available delivered or furnished by Holdings to the Purchaser for reviewBuyer, are true and complete copies of the originals of such documents.

Appears in 1 contract

Samples: Acquisition Agreement (Amn Healthcare Services Inc)

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Corporate Records. The corporate record books of the Acquired Company accurately reflect all corporate action taken by its respective stockholders and board of directors and committeescommittees in all material respects. The copies of the corporate records of the Acquired Company, as made available delivered to the Purchaser for reviewBuyer, are true and complete copies of the originals of such documents.

Appears in 1 contract

Samples: Stock Purchase and Sale Agreement (Albany Molecular Research Inc)

Corporate Records. The corporate record books of the Acquired Company and each Subsidiary completely and accurately reflect record all material corporate action taken by its their respective stockholders and board boards of directors and committeescommittees thereof. The copies of the corporate records of the Acquired CompanyCompany and each Subsidiary, as made available by the Company to the Purchaser for reviewBuyer and/or its agents, are true and complete copies of the originals of such documents.

Appears in 1 contract

Samples: Stock Purchase Agreement (Team Health Inc)

Corporate Records. The corporate record books of the Acquired Company accurately reflect record all material corporate action taken by its stockholders and board of directors and committees. The copies of the corporate records of the Acquired Company, as made available to the Purchaser Investors for review, are true and complete copies of the originals of such documents.

Appears in 1 contract

Samples: Investment Agreement (Quantrx Biomedical Corp)

Corporate Records. The corporate record books of the Acquired Company ----------------- accurately reflect record all corporate or partnership action taken by its stockholders and stockholders, board of directors directors, governing bodies and committees. The copies of the corporate records of the Acquired Company, as made available Company provided to the Purchaser Investors for review, are true and complete copies of the originals of such documents.

Appears in 1 contract

Samples: Stock Redemption Agreement (Boron Lepore & Associates Inc)

Corporate Records. The corporate or, in the case of a partnership, equivalent record books of the Acquired Company and of each Entity accurately reflect record all corporate or partnership action taken by its stockholders and their respective stockholders, partners, board of directors directors, governing bodies and committees. The copies of the corporate records of the Acquired CompanyCompany and of each Entity provided to Goodxxx, as made available to the Purchaser for Xxocter & Hoar xxx review, are true and complete copies of the originals of such documents.

Appears in 1 contract

Samples: Redemption Agreement (Monarch Dental Corp)

Corporate Records. The corporate record books of the Acquired Company provided to the Investors accurately reflect all corporate action taken by its stockholders and its board of directors (the "Board of Directors") and committees. The copies of the corporate records of the Acquired Company, as made available to the Purchaser Investors for review, are true and complete copies of the originals of such documents.

Appears in 1 contract

Samples: Stock Purchase and Exchange Agreement (Lawson Software Inc)

Corporate Records. The corporate record books of the Acquired Company accurately reflect record all material corporate action taken by its stockholders and board of directors and committees. The copies of the corporate records of the Acquired Company, as made available to the Purchaser Investor for review, are true and complete copies of the originals of such documents.

Appears in 1 contract

Samples: Investment Agreement (Quantrx Biomedical Corp)

Corporate Records. The corporate record books of the Acquired Company accurately reflect all corporate action taken by its stockholders and board of directors and committees. The copies of the corporate records of the Acquired Company, as made available to the Purchaser for review, Company are true and complete and copies of the originals of such documentsdocuments will be delivered to Buyer following the execution of this Agreement.

Appears in 1 contract

Samples: Stock Purchase and Sale Agreement (Perini Corp)

Corporate Records. The corporate record books of the Acquired Company accurately reflect record all corporate action actions taken by its stockholders shareholders, as applicable, and board of directors and committeescommittees thereof. The Company has made available for inspection and copying by the Parent complete and correct copies of the corporate records of the Acquired Company, as made available to the Purchaser for review, are true and complete copies of the originals of all such documentsrecord books.

Appears in 1 contract

Samples: Agreement and Plan of Merger (MCF Corp)

Corporate Records. The corporate record books of the Acquired Company and of each of its Subsidiaries accurately reflect all corporate action actions taken by its stockholders shareholders and board of directors and committees. The copies of the corporate records of the Acquired CompanyCompany and of each of its Subsidiaries, as made available delivered to the Purchaser for reviewBuyer, are true and complete copies of the originals of such documents.

Appears in 1 contract

Samples: Share Purchase and Redemption Agreement (Alma Lasers Ltd.)

Corporate Records. The corporate record books of the Acquired Company ------------------ accurately reflect record all corporate action taken by its stockholders and board of directors and committees. The copies of the corporate records of the Acquired Company, as made available to the Purchaser Buyer for review, are true and complete copies of the originals of such documents.

Appears in 1 contract

Samples: Stock Purchase Agreement (Mathsoft Inc)

Corporate Records. The corporate record books of the Acquired Company accurately reflect record, in all material respects, all corporate action taken by its stockholders Stockholders, the Company Board and board of directors and committeesall committees thereof. The copies of the corporate records of the Acquired Company, as made available to the Purchaser Adherex and Adherex US for review, are true and complete copies of the originals of such documents.

Appears in 1 contract

Samples: Merger Agreement (Adherex Technologies Inc)

Corporate Records. The corporate record books of the Acquired Company accurately reflect contain an accurate record in all material respects of corporate action actions taken by its the Company's stockholders and board of directors and committees. The copies of the corporate records of the Acquired Company, as made available delivered to the Purchaser for reviewOptium, are true and complete copies of the originals of such documents.

Appears in 1 contract

Samples: Stock Exchange Agreement (Optium Corp)

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