Pooling of Interest. Prior to the Company Merger Effective Date, Alliance Bancorp and SWB will use their best efforts to cure any action previously taken that would prevent Alliance Bancorp from accounting for the Company Merger as a "pooling of interest," including cooperating in a private placement, to take place immediately prior to Closing, of shares of SWB Common Stock.
Pooling of Interest. Neither Company nor any of its Subsidiaries has taken or agreed or intends to take any action, nor does the Company have any knowledge of any fact or circumstance with respect to Company or its Subsidiaries, which would prevent the Merger from being treated for financial accounting purposes as a "pooling of interests" in accordance with GAAP or the rules, regulations and interpretations of the SEC.
Pooling of Interest. The Company shall have received a letter from Xxxxxx Xxxxxxxx LLP addressed to the Company and Purchaser to the effect that the Merger will qualify for "Pooling of Interests" accounting treatment.
Pooling of Interest. FirstFederal Financial shall have received a letter from KPMG Peat Marwick, LLP, FirstFederal Financial's independent public accountants, to the effect that the Merger will qualify for pooling of interest accounting treatment.
Pooling of Interest. The Stockholder shall not have engaged in any sale, exchange, transfer, pledge, disposition or any other transaction which would result in a reduction in the risk of ownership with respect to the Shares owned by the Stockholder during the 30 days prior to the Closing.
Pooling of Interest. Notwithstanding any other provision of this Agreement to the contrary, Shareholder will not sell, transfer, exchange, pledge or otherwise dispose of, or in any other way reduce Shareholder's risk of ownership or investment in, or make any offer or agreement relating to any of the foregoing with respect to, any Company Common Stock or any rights, options or warrants to purchase Company Common Stock, or any Parent Common Stock: (i) during the thirty-day period immediately preceding the Closing Date of the Merger and (ii) until such time after the Effective Time of the Merger as Parent has publicly released a report including the combined financial results of Parent and for a period of at least thirty days of combined operations of Parent and the Company within the meaning of Accounting Series Release No. 130, as amended, of the SEC. Nothing in this paragraph will be deemed to prohibit charitable contributions of such securities without consideration to transferees who agree to all of the restrictions in this Agreement.
Pooling of Interest. Neither Acquiror nor any of Acquiror's subsidiaries nor any of their respective directors, officers or shareholders has taken any action which would interfere with Acquiror's ability to account for the Merger as a pooling of interests. SECTION 4.11.
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Pooling of Interest. There have been no transactions or events with respect to the Seller which would, and the ownership structure and attributes of the Seller and the Seller's Shareholders would not, prevent the transactions contemplated hereby, if consummated, from being considered as a pooling of interests business combination in accordance with GAAP and the criteria of Accounting Principles Board Opinion No. 16 and the regulations of the Commission; provided, however, that the Seller and the Seller's Shareholders make no representation or warranty hereunder as to the ownership structure or the attributes of the Buyer.
Pooling of Interest. In the event that Webster elects to have the Merger xxxxxxxed for as a purchase rather than a pooling of interest, this Agreement shall be modified to the extent that restrictions contained herein are based only on requirements for a pooling of interest.
