Post-Merger Operations. Following the Effective Time, the Company shall conduct its operations in accordance with the following:
Post-Merger Operations. Following the Effective Time, JPFI shall have its headquarters and principal corporate offices in Columbia, Maryland.
Post-Merger Operations. Following the Effective Time, the headquarters of Phone and its subsidiaries shall be located in Redwood City, California, until such time as the Board of Directors of Phone otherwise determines.
Post-Merger Operations. Following the Effective Time, the Company shall conduct its operations or take such action in accordance with the following:
(a) the Company shall maintain its headquarters in Madison, Wisconsin, but this location will be evaluated over time as future business needs dictate.
(b) during the three-year period following the Effective Time, Utilities, WP&LC, and Interstate shall maintain their separate corporate existences and shall maintain their headquarters in their present locations of Cedar Rapids, Iowa, Madison, Wisconsin and Dubuque, Iowa, respectively;
(c) immediately following the Effective Time, the Company shall cause the IES nonregulated holding company to merge with and into the WPL nonregulated holding company, with the WPL nonregulated holding company being the surviving corporation (the combined company is herein referred to as the "Nonregulated Company"); and
(d) during the five-year period following the Effective Time or for such shorter period as the following entities maintain their separate corporate existences, the Company shall use its best efforts to insure that the composition of the Board of Directors of each of Utilities, WP&LC and Interstate and Nonregulated Company will be identical to the composition of the Board of Directors of the Company.
Post-Merger Operations. Parent hereby confirms that, subject to the occurrence of the Effective Time, it intends to, or intends to cause US Parent or the Surviving Corporation to, effectuate the matters set forth or described in Exhibit B attached hereto, subject to the approval requirements set forth therein.
Post-Merger Operations. (a) For three (3) years from and after the Effective Time, TransCo shall have a regional headquarters in Jackson, Mississippi, as well as a regional presence for the TransCo Subs within the four-state region in which the Transmission Business principally operates.
(b) Entergy and ITC each agree, to the extent consistent with the ITC Group’s FERC independence requirements, that provision of charitable contributions and community support in the communities in which ITC and the Transmission Business of Entergy currently operate serve a number of important corporate goals. During the three-year period immediately following the Effective Time, ITC intends to provide charitable contributions and other community support within the communities in which the Transmission Business operates, at a level comparable in the aggregate to the levels currently provided by ITC in its other service territories.
Post-Merger Operations. (a) For ten (10) years from and after the Effective Time, the Surviving Corporation shall maintain (i) its headquarters in Novi, Michigan and (ii) the regional headquarters of each of the Company's operating subsidiaries in the metropolitan area where it is located as of immediately prior the Effective Time.
(b) The Parties each agree that provision of charitable contributions and community support in the communities in which the Company currently operate serve a number of important corporate goals. During the one-year period immediately following the Effective Time, Ultimate Parent, Parent and their respective Affiliates will provide charitable contributions and other community support within the communities in which the Company and its subsidiaries operates, at a level comparable in the aggregate to the levels currently provided by the Company and its subsidiaries as set forth in Section 7.16 of the Company Disclosure Schedule.
(c) For three (3) years from and after the Effective Time, Ultimate Parent, Parent and the Surviving Corporation, as applicable, shall not and shall not permit any of its subsidiaries, to implement any voluntary workforce reduction, employee restructuring or job elimination programs or initiatives that would result in the Surviving Corporation and its subsidiaries employing substantially fewer individuals in the aggregate than they employed immediately prior to the Effective Time.
Post-Merger Operations. Immediately following the Effective Time, Parent shall conduct its operations in accordance with the following:
(i) Parent shall establish its headquarters in Chicago, Illinois;
(ii) the headquarters of Parent’s unregulated energy marketing businesses, including WPS Energy Services, Inc., shall be located in Green Bay, Wisconsin; and
(iii) the headquarters of the utilities businesses will be located in the same place as immediately prior to the Effective Time.
Post-Merger Operations. Following the Effective Time, the combined company shall maintain its principal corporate office in Mt. Xxxxxx, New York.
Post-Merger Operations. (a) For a period of at least two years after the Effective Time, Acquiror and its subsidiaries shall provide charitable contributions within the service areas of the Company and its subsidiaries at levels substantially comparable to the levels of charitable contributions provided by the Company and its subsidiaries within the two-year period immediately prior to the Effective Time.
