Common use of Pooling Accounting Clause in Contracts

Pooling Accounting. Parent and Company shall each use best efforts to cause the business combination to be effected by the Merger to be accounted for as a pooling of interests under Opinion 16 of the Accounting Principles Board and applicable SEC rules and regulations. Each of Parent and Company shall use its best efforts to cause its "Affiliates" (as defined in Section 5.7) not to take any action that would adversely affect the ability of Parent to account for the business combination to be effected by the merger as a pooling of interest.

Appears in 1 contract

Samples: Agreement and Plan of Merger and Reorganization (Geotel Communications Corp)

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Pooling Accounting. Parent and the Company shall each use best its reasonable commercial efforts to cause the business combination to be effected by the Merger to be accounted for as a pooling of interests under Opinion 16 of the Accounting Principles Board and applicable SEC rules and regulationsinterests. Each of Parent and the Company shall use its best reasonable commercial efforts to cause its "Affiliates" Affiliates (as defined in Section 5.75.10) not to take any action that would 35 adversely affect the ability of Parent to account for the business combination to be effected by the merger Merger as a pooling of interestinterests.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Mastering Inc)

Pooling Accounting. Parent and the Company shall each use best efforts their Best Efforts to cause the business combination to be effected by the Merger to be accounted for as a pooling of interests under Opinion 16 of the Accounting Principles Board and applicable SEC rules and regulationsinterests. Each of Parent and the Company shall not, and shall use its best efforts their Best Efforts to cause its "Affiliates" (as defined in Section 5.7) Affiliates not to to, take any action that would adversely affect the ability of Parent to account for the business combination to be effected by the merger Merger as a pooling of interestinterests.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Gadzoox Networks Inc)

Pooling Accounting. Parent and the Company shall each use their best efforts to cause the business combination to be effected by the Merger to be accounted for as a pooling of interests under Opinion 16 of the Accounting Principles Board and applicable SEC rules and regulationsinterests. Each of Parent and the Company shall use its their best efforts to cause its "Affiliates" Affiliates (as defined in Section 5.7SECTION 5.5) not to take any action that would adversely affect the ability of Parent to account for the business combination to be effected by the merger Merger as a pooling of interestinterests.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Probusiness Services Inc)

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Pooling Accounting. Parent and the Company and the Shareholders shall each use its reasonable best efforts to cause the business combination to be effected by the Merger to be accounted for as a pooling of interests under Opinion 16 of the Accounting Principles Board and applicable SEC rules and regulationsinterests. Each of Parent Parent, the Company and Company the Shareholders shall use its reasonable best efforts to cause its "Affiliates" Affiliates (as defined in Section 5.75.13) not to take any action that would adversely affect the ability of Parent to account for the business combination to be effected by the merger Merger as a pooling of interestinterests.

Appears in 1 contract

Samples: Employment Agreement (Platinum Software Corp)

Pooling Accounting. Each of Parent and the Company shall each use best commercially reasonable efforts to cause the business combination to be effected by the Merger to be accounted for as a pooling of interests under Opinion 16 of the Accounting Principles Board and applicable SEC rules and regulationsinterests. Each of Parent and the Company shall use its best commercially reasonable efforts to cause its "Affiliates" (as defined in Section 5.7) affiliates not to take any action that would adversely affect the ability of Parent to account for the such business combination to be effected by the merger as a pooling of interestinterests.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Geowaste Inc)

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