Common use of Affiliate Agreement Clause in Contracts

Affiliate Agreement. (a) If, at the time the Merger Agreement is submitted for approval to the stock holders of the Company, the Stockholder is an "affiliate" of the Company for purposes of Rule 145 under the Securities Act or for purposes of qualifying the Merger for pooling of interests accounting treatment under Opinion 16 of the Accounting Principles Board and applicable SEC rules and regulations, the Stockholder shall deliver to Lucent at least 30 days prior to the Closing a written agreement substantially in the form attached as Exhibit A to the Merger Agreement. (b) The Stockholder shall use reasonable efforts to cause the transactions contemplated by the Merger Agreement, including the Merger, to be accounted for as a pooling of interests transaction under Opinion 16 of the Accounting Principles Board and applicable SEC rules and regulations. The Stockholder agrees that it shall take no action that would cause such accounting treatment not to be obtained.

Affiliate Agreement. (a) If, at the time the Merger Agreement is ------------------- submitted for approval to the stock holders stockholders of the Company, the Stockholder is an "affiliate" of the Company for purposes of Rule 145 under the Securities Act or for purposes of qualifying the Merger for pooling of interests accounting treatment under Opinion 16 of the Accounting Principles Board and applicable SEC rules and regulations, the Stockholder shall deliver to Lucent at least 30 days prior to the Closing a written agreement substantially in the form attached as Exhibit A to the Merger Agreement. (b) The Stockholder shall use reasonable efforts to cause the transactions contemplated by the Merger Agreement, including the Merger, to be accounted for as a pooling of interests transaction under Opinion 16 of the Accounting Principles Board and applicable SEC rules and regulations. The Stockholder agrees that it shall take no action that would cause such accounting treatment not to be obtained.

Affiliate Agreement. (a) If, at the time the Merger Agreement is submitted for approval to the stock holders of the Company, the a Stockholder is an "affiliate" of the Company for purposes of Rule 145 under the Securities Act or for purposes of qualifying the Merger for pooling of interests accounting treatment under Opinion 16 of the Accounting Principles Board and applicable SEC rules and regulations, the such Stockholder shall deliver to Lucent Parent at least 30 days prior to the Closing a written agreement substantially in the form attached as Exhibit A to the Merger Agreement. (b) The Each Stockholder shall use reasonable efforts to cause the transactions contemplated by the Merger Agreement, including the Merger, to be accounted for as a pooling of interests transaction under Opinion 16 of the Accounting Principles Board and applicable SEC rules and regulations. The Each Stockholder agrees that it shall take no action that would cause such accounting treatment not to be obtained.

Affiliate Agreement. (a) If, at the time the Merger Agreement is submitted for approval to the stock holders stockholders of the Company, the a Stockholder is an "affiliate" of the Company for purposes of Rule 145 under the Securities Act or for purposes of qualifying the Merger for pooling of interests accounting treatment under Opinion 16 of the Accounting Principles Board and applicable SEC rules and regulations, the such Stockholder shall deliver to Lucent Parent at least 30 days prior to the Closing a written agreement substantially in the form attached as Exhibit A to the Merger Agreement. (b) The Each Stockholder shall use reasonable efforts to cause the transactions contemplated by the Merger Agreement, including the Merger, to be accounted for as a pooling of interests transaction under Opinion 16 of the Accounting Principles Board and applicable SEC rules and regulations. The Each Stockholder agrees that it shall take no action that would cause such accounting treatment not to be obtained.