Letters from Accountants. (a) LaSalle Holdings shall use all commercially reasonable efforts to cause to be delivered to Trenwick two letters from Deloitte & Touche LLP, its independent public accountants, one dated a date within two business days before the date on which the Form S-4 shall become effective and one dated a date within two business days before the Effective Date, each addressed to Trenwick, in form and substance reasonably satisfactory to Trenwick and comparable in scope and substance to comfort letters customarily delivered by independent public accountants in connection with registration statements similar to the Form S-4 and transactions such as those contemplated by this Agreement.
(b) Trenwick shall use its best efforts to cause to be delivered to LaSalle Holdings two letters of PricewaterhouseCoopers LLP, its independent public accountants, one dated a date within two business days before the date on which the Form S-4 shall become effective and one dated a date within two business days before the Effective Date, each addressed to LaSalle Holdings, in form and substance reasonably satisfactory to LaSalle Holdings and comparable in scope and substance to comfort letters customarily delivered by independent public accountants in connection with registration statements similar to the Form S-4 and transactions such as those contemplated by this Agreement.
Letters from Accountants. (a) Parent shall use reasonable best efforts to cause to be delivered to Parent and the Company two letters from PricewaterhouseCoopers LLP, one dated no earlier than three business days prior to the date on which the Form S-4 shall become effective and one dated no earlier than three business days prior to the Closing Date, each addressed to the Boards of Directors of Parent and the Company, in form reasonably satisfactory to the Company and customary in scope for comfort letters delivered by independent public accountants in connection with registration statements similar to the Form S-4.
(b) Parent shall use reasonable best efforts to cause to be delivered to Parent and the Company a letter from PricewaterhouseCoopers LLP, dated as of the Closing Date, addressed to the Boards of Directors of Parent and the Company, stating that PricewaterhouseCoopers LLP concurs with Parent's management's conclusion that accounting for the Merger as a "pooling of interests" under Opinion No. 16 (Business Combination) of the Accounting Principles Board of the American Institute of Certified Public Accountants and the rules and regulations of the Commission is appropriate if the Merger is closed and consummated in accordance with the terms hereof.
(c) The Company shall use reasonable best efforts to cause to be delivered to the Company and Parent two letters from Deloitte & Touche LLP, one dated no earlier than three business days prior to the date on which the Form S-4 shall become effective and one dated no earlier than three business days prior to the Closing Date, each addressed to the Boards of Directors of the Company and Parent, in form reasonably satisfactory to Parent and customary in scope for comfort letters delivered by independent public accountants in connection with registration statements similar to the Form S-4.
(d) The Company shall use reasonable best efforts to cause to be delivered to Parent a letter from Deloitte & Touche LLP, dated as of the Closing Date, addressed to the Boards of Directors of the Company and Parent, stating that Deloitte & Touche LLP concurs with the Company's management's conclusion that the Company is eligible to participate in a transaction accounted for as a "pooling of interests" under Opinion No. 16 (Business Combination) of the Accounting Principles Board of the American Institute of Certified Public Accountants and the rules and regulations of the Commission.
Letters from Accountants. City Holding and City National shall have received letters from Ernst & Young, LLP, independent accountants for City Holding and Horizon, dated within two business days prior to the Closing Date and in form and substance reasonably satisfactory to City Holding and City National to the effect that for financial reporting purposes, the Transaction qualifies for pooling-of-interests accounting treatment under GAAP if consummated in accordance with this Agreement.
Letters from Accountants. Horizon and the Horizon Banks shall have received letters from Ernst & Young, LLP, independent accountants for City Holding and Horizon, dated within two business days of the Closing Date and in form and substance reasonably satisfactory to Horizon and the Horizon Banks to the effect that for financial reporting purposes, the Transaction qualifies for pooling-of-interests accounting treatment under GAAP if consummated in accordance with this Agreement.
Letters from Accountants. Prior to the date the Registration Statement is declared effective and prior to the Effective Time, AFC will deliver to CFC letters from Xxxxxx Xxxxxxxx LLP addressed to CFC and dated not more than two business days before the date on which such Registration Statement shall have become effective and not more than two business days prior to the Effective Time, respectively, in form and substance satisfactory to CFC, and CFC will deliver to AFC letters from KPMG LLP, addressed to AFC and dated not more than two business days before the Registration Statement shall have become effective and not more than two business days prior to the Effective Time, respectively, in form and substance satisfactory to AFC, in each case with respect to the financial condition of the other party and such other matters as are customary in accountants' comfort letters.
Letters from Accountants. As of the Closing Date and as of the date the Registration Statement is declared effective by the SEC, FAFCO shall have received a letter or letters from PriceWaterhouseCoopers LLP, as independent auditors of FAFCO and the Company, in a form acceptable to FAFCO, to the effect that the Merger qualifies for pooling of interests accounting treatment if consummated in accordance with this Agreement;
Letters from Accountants. Avant! shall have received the letter referred to in Section 5.17(b) from KPMG.
Letters from Accountants. (a) Parent shall use commercially reasonable efforts to cause to be delivered to Parent and the Company two "comfort" letters from PricewaterhouseCoopers LLP, one dated no earlier than three business days prior to the date on which the Form S-4 shall become effective and one dated no earlier than three business days prior to the Closing Date, each addressed to the Boards of Directors of Parent and the Company, in form reasonably satisfactory to the Company and customary in scope for comfort letters delivered by independent public accountants in connection with registration statements similar to the Form S-4.
(b) The Company shall use commercially reasonable efforts to cause to be delivered to the Company and Parent two "comfort" letters from KPMG LLP, one dated no earlier than three business days prior to the date on which the Form S-4 shall become effective and one dated no earlier than three business days prior to the Closing Date, each addressed to the Boards of Directors of the Company and Parent, in form reasonably satisfactory to Parent and customary in scope for comfort letters delivered by independent public accountants in connection with registration statements similar to the Form S-4.
Letters from Accountants. (a) USR shall use its best efforts to cause to be delivered to 3Com "cold comfort" letters of Xxxxx Xxxxxxxx LLP, its independent public accountants, dated the date on which the Registration Statement shall become effective and as of the Effective Time, respectively, and addressed to 3Com, in form and substance reasonably satisfactory to 3Com and comparable in scope and substance to letters customarily delivered by independent public accountants in connection with registration statements similar to the Registration Statement and transactions such as those contemplated by this Agreement.
(b) 3Com shall use its best efforts to cause to be delivered to USR "cold comfort" letters of Deloitte & Touche LLP, its independent public accountants, dated the date on which the Registration Statement shall become effective and as of the Effective Time, respectively, and addressed to USR in form and substance reasonably satisfactory to USR and comparable in scope and substance to letters customarily delivered by independent public accountants in connection with registration statements similar to the Registration Statement and transactions such as those contemplated by this Agreement.
Letters from Accountants. (a) Parent shall use reasonable best efforts to cause to be delivered to Parent and Honeywell a letter from KPMG LLP dated as of the Closing Date, addressed to the Boards of Directors of Parent and Honeywell, stating that KPMG LLP concurs with Parent management's conclusion that accounting for the Merger as a "pooling of interests" under Opinion No. 16 (Business Combination) of the Accounting Principles Board of the American Institute of Certified Public Accountants and the rules and regulations of the Commission is appropriate if the Merger is closed and consummated in accordance with the terms hereof.
(b) Honeywell shall use reasonable best efforts to cause to be delivered to Parent a letter from PricewaterhouseCoopers LLP, dated as of the Closing Date, addressed to the Boards of Directors of Honeywell and Parent, stating that PricewaterhouseCoopers LLP concurs with Honeywell's management's conclusion that Honeywell is eligible to participate in a transaction accounted for as a "pooling of interests" under Opinion No. 16 (Business Combination) of the Accounting Principles Board of the American Institute of Certified Public Accountants and the rules and regulations of the Commission.
