AFFILIATES OF THE COMPANY AND PARENT. The Company has identified the Persons listed on SECTION 6.9 of the Company Disclosure Schedule as "affiliates" of the Company for purposes of Rule 145 promulgated under the Securities Act (each, a "COMPANY AFFILIATE") and the Company will use its reasonable efforts to obtain as promptly as practicable from each Company Affiliate written agreements in the form attached hereto as EXHIBIT F (the "COMPANY AFFILIATE LETTER") that such Company Affiliate will not sell, pledge, transfer or otherwise dispose of any Parent Shares issued to such Company Affiliate pursuant to the Merger, except in compliance with Rule 145 promulgated under the Securities Act or an exemption from the registration requirements of the Securities Act.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Open Market Inc), Agreement and Plan of Merger (Open Market Inc), Agreement and Plan of Merger (Divine Inc)
AFFILIATES OF THE COMPANY AND PARENT. The Company has identified the Persons listed on SECTION 6.9 Section 6.8 of the Company Disclosure Schedule as "affiliates" of the Company for purposes of Rule 145 promulgated under the Securities Act (each, a "COMPANY AFFILIATECompany Affiliate") and the Company will use its reasonable efforts to obtain as promptly as practicable from each Company Affiliate written agreements in the form attached hereto as EXHIBIT F B (the "COMPANY AFFILIATE LETTERCompany Affiliate Letter") that such Company Affiliate will not sell, pledge, transfer or otherwise dispose of any Parent Shares issued to such Company Affiliate pursuant to the Merger, except in compliance with Rule 145 promulgated under the Securities Act or an exemption from the registration requirements of the Securities Act.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Eshare Communications Inc), Agreement and Plan of Merger (Divine Inc)
AFFILIATES OF THE COMPANY AND PARENT. The Company has identified the Persons listed on SECTION 6.9 of to Parent each person known to the Company Disclosure Schedule as to be an "affiliatesaffiliate" of the Company for purposes of Rule 145 promulgated under the Securities Act (each, a "COMPANY AFFILIATECompany Affiliate") and the Company will use its reasonable efforts to obtain as promptly as practicable from each Company Affiliate written agreements in the form attached hereto as EXHIBIT F Exhibit C (the "COMPANY AFFILIATE LETTERCompany Affiliate Letter") that such Company Affiliate will not sell, pledge, transfer or otherwise dispose of any Parent Shares issued to such Company Affiliate pursuant to the Merger, except in compliance with Rule 145 promulgated under the Securities Act or an exemption from the registration requirements of the Securities Act.
Appears in 2 contracts
Samples: Agreement and Plan of Merger and Reorganization (Divine Inc), Agreement and Plan of Merger and Reorganization (Rowecom Inc)
AFFILIATES OF THE COMPANY AND PARENT. The Company has identified the Persons listed on SECTION 6.9 6.8 of the Company Disclosure Schedule as "affiliates" of the Company for purposes of Rule 145 promulgated under the Securities Act (each, a "COMPANY AFFILIATE") and the Company will use its reasonable efforts to obtain as promptly as practicable from each Company Affiliate written agreements in the form attached hereto as EXHIBIT F B (the "COMPANY AFFILIATE LETTER") that such Company Affiliate will not sell, pledge, transfer or otherwise dispose of any Parent Shares issued to such Company Affiliate pursuant to the Merger, except in compliance with Rule 145 promulgated under the Securities Act or an exemption from the registration requirements of the Securities Act.
Appears in 1 contract
AFFILIATES OF THE COMPANY AND PARENT. The Company has identified the Persons listed on SECTION 6.9 6.8 of the Company Disclosure Schedule as "affiliates" of the Company for purposes of Rule 145 promulgated under the Securities Act (each, a "COMPANY AFFILIATE") and the Company will use its reasonable efforts to obtain as promptly as practicable from each Company Affiliate written agreements in the form attached hereto as EXHIBIT F E (the "COMPANY AFFILIATE LETTER") that such Company Affiliate will not sell, pledge, transfer or otherwise dispose of any Parent Shares issued to such Company Affiliate pursuant to the Merger, except in compliance with Rule 145 promulgated under the Securities Act or Act, an exemption from the registration requirements of the Securities ActAct or pursuant to the Shelf Registration Statement to be filed by Parent as provided in SECTION 6.16 hereof.
Appears in 1 contract
