Common use of Accounting Matters Clause in Contracts

Accounting Matters. Neither the Company nor, to its best knowledge, any of its affiliates, has taken or agreed to take any action that (without giving effect to any action taken or agreed to be taken by Parent or any of its affiliates) would prevent Parent from accounting for the business combination to be effected by the Merger as a pooling of interests.

Appears in 4 contracts

Samples: Merger Agreement (Santa Fe Pacific Gold Corp), Merger Agreement (Santa Fe Pacific Gold Corp), Merger Agreement (Newmont Mining Corp)

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Accounting Matters. Neither the Company Parent nor, to its best knowledge, any of its affiliates, has taken or agreed to take any action that (without giving effect to any action taken or agreed to be taken by Parent the Company or any of its affiliates) would prevent Parent from accounting for the business combination to be effected by the Merger as a pooling of interests.

Appears in 4 contracts

Samples: Merger Agreement (Homestake Mining Co /De/), Merger Agreement (Newmont Mining Corp), Merger Agreement (Santa Fe Pacific Gold Corp)

Accounting Matters. Neither To the Company norknowledge of Parent, to its best knowledge, neither Parent nor any of its affiliates, affiliates has taken or agreed to take any action action, and, except as set forth on the Parent Schedule, no fact or circumstance is known to Parent, that (without giving effect to any action taken or agreed to be taken by Parent or any of its affiliates) would prevent Parent the Company from accounting for the business combination to be effected by the Merger as a "pooling of interests."

Appears in 3 contracts

Samples: Agreement and Plan of Merger (Zany Brainy Inc), Merger Agreement (Zany Brainy Inc), Merger Agreement (Noodle Kidoodle Inc)

Accounting Matters. Neither To the Company norbest Knowledge of Parent, to its best knowledge, neither Parent nor any of its affiliatesAffiliates has taken, has taken agreed to take or agreed failed to take any action that (without giving effect to any action actions taken or agreed to be taken by Parent Company or any of its affiliates) would prevent Parent from accounting for the business combination to be effected by the Merger as a pooling pooling-of-interests for financial accounting purposes in accordance with Accounting Principles Board Opinion No. 16, the interpretative releases issued pursuant thereto, and the pronouncements of intereststhe Commission thereon.

Appears in 3 contracts

Samples: Merger Agreement (Southdown Inc), Merger Agreement (Southdown Inc), Merger Agreement (Medusa Corp)

Accounting Matters. Neither To the Company norknowledge of Parent, to its best knowledge, neither Parent nor any of its affiliates, affiliates has taken or agreed to take any action that (without giving effect to any action taken or agreed to be taken by Parent the Company or any of its affiliates) would prevent Parent from accounting for the business combination to be effected by the Merger as a pooling of interests.

Appears in 3 contracts

Samples: Merger Agreement (Ahi Healthcare Systems Inc), Merger Agreement (Fpa Medical Management Inc), Merger Agreement (Fpa Medical Management Inc)

Accounting Matters. Neither the Company nor, to the best of its best knowledge, any of its affiliates, has through the date of this Agreement taken or agreed to take any action that (without giving effect to any action taken or agreed to be taken by Parent or any of its affiliates) would prevent Parent from accounting for the business combination to be effected by the Merger as a pooling of interests.

Appears in 3 contracts

Samples: Merger Agreement (Camco International Inc), Merger Agreement (Camco International Inc), Merger Agreement (Bettis Corp /De/)

Accounting Matters. Neither To the Company norbest Knowledge of Parent, to its best knowledge, neither Parent nor any of its affiliatesAffiliates has taken, has taken agreed to take or agreed failed to take any action that (without giving effect to any action actions taken or agreed to be taken by Parent Company or any of its affiliates) would prevent Parent from accounting for the business combination to be effected by the Merger as a pooling of interestsinterests for financial accounting purposes in accordance with Accounting Principles Board Opinion No. 16, the interpretative releases issued pursuant thereto, and the pronouncements of the Commission thereon.

Appears in 2 contracts

Samples: Merger Agreement (Southdown Inc), Merger Agreement (Southdown Inc)

Accounting Matters. Neither the Company nor, to its best knowledge, nor any of its affiliates, ------------------- Affiliates has taken or agreed to take any action that (without giving effect to any action taken or agreed to be taken by Parent or any of its affiliates) would prevent Parent from accounting for the business combination to be effected by the Merger as a pooling of interests.

Appears in 2 contracts

Samples: Merger Agreement (Centocor Inc), Merger Agreement (Alza Corp)

Accounting Matters. Neither the Company nor, to its best knowledge, Parent nor any of its affiliates, Affiliates has ------------------- taken or agreed to take any action that (without giving effect to any action taken or agreed to be taken by Parent or any of its affiliates) would prevent Parent from accounting for the business combination to be effected by the Merger as a pooling of interests.

Appears in 2 contracts

Samples: Merger Agreement (Alza Corp), Merger Agreement (Centocor Inc)

Accounting Matters. Neither the Company Parent nor, to the best of its best knowledge, any of its affiliates, has through the date of this Agreement taken or agreed to take any action that (without giving effect to any action taken or agreed to be taken by Parent the Company or any of its affiliates) would prevent Parent from accounting for the business combination to be effected by the Merger as a pooling of interests.

Appears in 2 contracts

Samples: Merger Agreement (Camco International Inc), Merger Agreement (Camco International Inc)

Accounting Matters. Neither To the Company nor, to its best of Parent's knowledge, neither the Parent nor any of its affiliates, Affiliates has through the date of this Agreement taken or agreed to take any action that (without giving effect to any action taken or agreed to be taken by Parent the Company or any of its affiliates) would prevent the Parent from accounting for the business combination to be effected by the Merger as a pooling of interestsinterest.

Appears in 2 contracts

Samples: Merger Agreement (Meridian Resource Corp), Merger Agreement (Cairn Energy Usa Inc)

Accounting Matters. Neither To the best of its knowledge, neither the Company nor, to its best knowledge, nor any of its affiliates, has through the date of this Agreement taken or agreed to take any action that (without giving effect to any action taken or agreed to be taken by Parent or any of its affiliates) would prevent present Parent from accounting for the business combination to be effected by the Merger as a pooling of interests.

Appears in 2 contracts

Samples: Merger Agreement (Cairn Energy Usa Inc), Merger Agreement (Meridian Resource Corp)

Accounting Matters. Neither the Company Parent nor, to its best knowledge, any of its affiliates, has through the date hereof taken or agreed to take any action that (without giving effect to any action taken or agreed to be taken by Parent or any of its affiliates) would prevent Parent from accounting for the business combination to be effected by the Merger as a "pooling of interests".

Appears in 2 contracts

Samples: Merger Agreement (Perkin Elmer Corp), Merger Agreement (Perseptive Biosystems Inc)

Accounting Matters. Neither the Company nor, to its best knowledge, nor any of its affiliates, affiliates has taken or agreed to take any action that (without giving effect to any action taken or agreed to be taken by Parent or any of its affiliates) would prevent Parent from accounting for the business combination to be effected by the Merger as a pooling of interests.

Appears in 2 contracts

Samples: Merger Agreement (Fpa Medical Management Inc), Merger Agreement (Ahi Healthcare Systems Inc)

Accounting Matters. Neither the Company Parent nor any Parent Subsidiary nor, to its Parent's best knowledge, any other affiliate of its affiliatesParent, has taken or agreed to take any action that (without giving effect to any action taken or agreed to be taken by Parent or any of its affiliates) would prevent Parent from accounting for the business combination to be effected by the Merger as a pooling of interests.

Appears in 1 contract

Samples: Merger Agreement (Newport News Shipbuilding Inc)

Accounting Matters. Neither the Company nor, to its best ------------------ knowledge, any of its affiliates, has taken or agreed to take any action that (without giving effect regard to any action taken or agreed to be taken by Parent or any of its affiliates) would prevent Parent from accounting for the business combination to be effected by the Merger as a "pooling of interests".

Appears in 1 contract

Samples: Merger Agreement (Capmac Holdings Inc)

Accounting Matters. Neither the Company Parent nor Sub ------------------- nor, to its best Parent's knowledge, any affiliate of its affiliatesParent, has taken or agreed to take any action that (without giving effect regard to any action taken or agreed to be taken by Parent the Company or any of its affiliates) would prevent Parent from accounting for the business combination to be effected by the Merger as a pooling of interests.

Appears in 1 contract

Samples: Merger Agreement (Cordis Corp)

Accounting Matters. Neither To the Company norknowledge of Parent after due inquiry, to its best knowledge, ------------------ neither Parent nor any of its affiliates, affiliates has taken or agreed to take any action that (that, without giving effect to any action taken or agreed to be taken by Parent the Company or any of its affiliates) , would prevent Parent from accounting for the business combination to be effected by the Merger as a "pooling of interests."

Appears in 1 contract

Samples: Merger Agreement (Physician Support Systems Inc)

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Accounting Matters. Neither the Company Company, the Subsidiaries nor, to its best knowledgethe knowledge of the Company, any of its affiliates, their respective affiliates has taken or agreed to take any action that (without giving effect regard to any action taken or agreed to be taken by Parent or any of its affiliates) would prevent Parent from accounting for the business combination to be effected by the Merger as a pooling of interests.

Appears in 1 contract

Samples: Merger Agreement (Adc Telecommunications Inc)

Accounting Matters. Neither the Company norParent nor Sub, nor to its best ------------------ Parent's knowledge, any affiliate of its affiliatesParent, has taken or agreed to take any action that (without giving effect regard to any action taken or agreed to be taken by Parent the Company or any of its affiliates) would prevent Parent from accounting for the business combination to be effected by the Merger as a "pooling of interests".

Appears in 1 contract

Samples: Merger Agreement (Capmac Holdings Inc)

Accounting Matters. Neither To the knowledge of the Company, neither the Company nor, to its best knowledge, nor any of its affiliates, affiliates has taken or agreed to take any action that (without giving effect to any action taken or agreed to be taken by Parent or any of its affiliates) would prevent Parent from accounting for the business combination to be effected by the Merger as a pooling of interests.

Appears in 1 contract

Samples: Merger Agreement (Fpa Medical Management Inc)

Accounting Matters. Neither the Company nor, to its best knowledge, Parent nor any of its affiliates, affiliates has ------------------ taken or agreed to take any action or is aware of any condition that (without giving effect to any action taken or agreed to be taken by Parent or any of its affiliates) would prevent Parent from accounting for the business combination to be effected by the Merger as a pooling of pooling-of-interests.

Appears in 1 contract

Samples: Merger Agreement (Us Office Products Co)

Accounting Matters. Neither the Company nor, to its best knowledge, any of its affiliates, has taken or agreed to take any action that (without giving effect regard to any action taken or agreed to be taken by Parent or any of its affiliates) would prevent Parent from accounting for the business combination to be effected by the Merger as a "pooling of interests".

Appears in 1 contract

Samples: Merger Agreement (Mbia Inc)

Accounting Matters. Neither the Company norParent nor Sub, nor to its best Parent's knowledge, any affiliate of its affiliatesParent, has taken or agreed to take any action that (without giving effect regard to any action taken or agreed to be taken by Parent the Company or any of its affiliates) would prevent Parent from accounting for the business combination to be effected by the Merger as a "pooling of interests".

Appears in 1 contract

Samples: Merger Agreement (Mbia Inc)

Accounting Matters. Neither the Company Parent nor, to its best knowledgethe Knowledge of Parent, any of its affiliatesthe Affiliates of Parent, has taken or agreed to take or will take any action that (without giving effect to any action taken or agreed to be taken by Parent or any of its affiliates) would prevent Parent from accounting for the business combination to be effected by the Merger being accounted for as a pooling of interestsinterests for financial accounting purposes in accordance with generally accepted accounting principles and the rules, regulations and interpretations of the SEC.

Appears in 1 contract

Samples: Merger Agreement (Plexus Corp)

Accounting Matters. Neither the Company Parent nor, to the best of its best knowledge, any of its affiliates, has through the date of this Agreement taken or agreed to take any action that (without giving effect to any action taken or agreed to be taken by Parent or any of its affiliates) would prevent Parent from accounting for the business combination to be effected by the Merger as a pooling of interests.

Appears in 1 contract

Samples: Merger Agreement (Bettis Corp /De/)

Accounting Matters. Neither the Company nor, ------------------- to its best knowledge, any of its affiliates, has taken or agreed to take any action that (without giving effect regard to any action taken or agreed to be taken by Parent or any of its affiliates) would prevent Parent from accounting for the business combination to be effected by the Merger as a pooling of interests.

Appears in 1 contract

Samples: Merger Agreement (Cordis Corp)

Accounting Matters. Neither the Company Parent nor, to its best knowledge, any of its affiliates, has taken or agreed to take any action that (without giving effect to any action taken or agreed to be taken by Parent the Company or any of its affiliates) would prevent Parent from accounting for the business combination to be effected by the Merger as a pooling of interests. Parent does not have actual knowledge of any other reason that would prevent Parent from accounting for the business combination to be effected by the Merger as a pooling of interests.

Appears in 1 contract

Samples: Merger Agreement (Battle Mountain Gold Co)

Accounting Matters. Neither To the Company norbest knowledge of Parent, to its best knowledge, neither Parent nor any of its affiliates, affiliates has taken or agreed to take any action that (without giving effect to any action actions taken or agreed to be taken by Parent the Company or any of its affiliates) would prevent Parent from accounting for the business combination to be effected by the Merger as a pooling pooling-of-interests for financial reporting purposes in accordance with Accounting Principles Board Opinion No. 16, the interpretative releases issued pursuant thereto, and the pronouncements of interests.the Commission thereon. III.15

Appears in 1 contract

Samples: Merger Agreement (Cavalier Homes Inc)

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