Common use of Pooling of Interests; Tax Reorganization Clause in Contracts

Pooling of Interests; Tax Reorganization. To the knowledge of the Company, there has been no action or omission by the Company or any of the Company Subsidiaries which would prevent the accounting for the Merger as a pooling of interests in accordance with Accounting Principles Board Opinion No. 00 ("XXX Xx. 00"), xxe interpretative releases issued pursuant thereto, and the pronouncements of the SEC. Neither the Company nor any of the Company Subsidiaries has taken or agreed to take any action or knows of any fact or circumstance that is reasonably likely to prevent the Merger from qualifying as a reorganization within the meaning of Section 368(a) of the Code.

Pooling of Interests; Tax Reorganization. To In the knowledge judgment of the Company, there has been no action or omission by the Company and its Subsidiaries have not taken (or any as of the Company Subsidiaries date hereof failed to take) any action which would prevent the accounting for the Merger as a pooling of interests in accordance with Accounting Principles Board Opinion No. 00 16 ("XXX XxAPB No. 0016"), xxe the interpretative releases issued pursuant theretothxxxxx, and the pronouncements xxx xxx xxxxxxncements of the SEC. Neither To the knowledge of the Company, the Company nor any of the Company Subsidiaries has not taken or agreed failed to take any action or knows of any fact or circumstance that is reasonably likely to which would prevent the Merger from qualifying as constituting a reorganization within the meaning of Section section 368(a) of the Code.

Pooling of Interests; Tax Reorganization. To In the knowledge judgment of the Company, there has been no action or omission by the Company and its Subsidiaries have not taken (or any as of the Company Subsidiaries date hereof failed to take) any action which would prevent the accounting for the Merger as a pooling of interests in accordance with Accounting Principles Board Opinion NoXx. 00 ("XXX Xx. 00"), xxe the interpretative releases issued pursuant thereto, and the pronouncements of the SEC. Neither To the knowledge of the Company, the Company nor any of the Company Subsidiaries has not taken or agreed failed to take any action or knows of any fact or circumstance that is reasonably likely to which would prevent the Merger from qualifying as constituting a reorganization within the meaning of Section section 368(a) of the Code.