1935 Act Clause Samples
The '1935 Act' clause defines references to the Trustee Act 1935 within the agreement, clarifying that any mention of the Act pertains specifically to this piece of legislation as it applies to the relevant jurisdiction. In practice, this clause ensures that the rights, powers, and duties of trustees under the agreement are interpreted in accordance with the provisions of the 1935 Act, which may include rules on trustee appointments, powers, and liabilities. By specifying the applicable legislation, the clause eliminates ambiguity regarding which statutory framework governs trustee actions, thereby ensuring legal clarity and consistency in the administration of trusts under the agreement.
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1935 Act. None of the parties hereto shall, nor shall any such party permit any of its Subsidiaries to, except as required or contemplated by this Agreement, engage in any activities that would cause a change in its status, or that of its Subsidiaries, under the 1935 Act if such change would prevent or materially delay the consummation of the transactions contemplated by this Agreement.
1935 Act. The Company shall not, and the Company shall not permit any of the Company Subsidiaries to engage in any activities which would cause a change in its status, or that of the Company Subsidiaries, under the 1935 Act.
1935 Act. Except as set forth in Section 6.1(j) of the Company Disclosure Schedule, and except as required or contemplated by this Agreement, the Company shall not, nor shall it permit any of its subsidiaries to, engage in any activities which would cause a change in its status, or that of its subsidiaries, under the 1935 Act.
1935 Act. KCPL shall not, nor shall KCPL permit any of its Subsidiaries to, except as required or contemplated by this Agreement, engage in any activities which would cause a change in KCPL's status, or that of its Subsidiaries, under the 1935 Act.
1935 Act. Western Resources shall be reasonably satisfied that, following the KGE Effective Time, it shall be exempt from all provisions of the 1935 Act other than Section 9(a)(2) thereof.
1935 Act. EUA shall not, nor shall it permit any of its Subsidiaries to, engage in any activities which would cause a change in its status, or that of its Subsidiaries, under the 1935 Act.
1935 Act. Except as set forth in Section 7.11 of the WPL Disclosure Schedule, the IES Disclosure Schedule or the Interstate Disclosure Schedule, no party shall, nor shall any party permit any of its Subsidiaries to, except as required or contemplated by this Agreement, engage in any activities which would cause a change in its status, or that of its Subsidiaries, under the 1935 Act, or that would impair the ability of WPL to claim an exemption pursuant to its order under Section 3(a)(1) of the 1935 Act or that would impair the ability of IES to claim an exemption pursuant to its order under Section 3(a)(1) of the 1935 Act prior to the Effective Time, other than (i) the application to the SEC under the 1935 Act contemplated by this Agreement for approval to the extent required of the transactions contemplated hereby and (ii) the registration of the Company pursuant to the 1935 Act.
1935 Act. Neither Parent nor Merger Sub shall, except as required or contemplated by this Agreement, engage in any activities (i) which would cause a change in its status under the 1935 Act, including any action or inaction that would cause the prior approval of the SEC under the 1935 Act to be required for the consummation of the Merger and the other transactions contemplated hereby, (ii) that would impair the ability of the Company, MidAmerican Funding, Parent or Merger Sub to claim an exemption as of right under Rule 2 of the 1935 Act following the Merger or (iii) that would subject Parent or any affiliate (within the meaning of Section 2(a)(11) of the ▇▇▇▇ ▇▇▇) of Parent to regulation as a registered holding company under such Act following the Merger; provided that, notwithstanding anything contained in this Agreement to the contrary, in no event shall Parent or Merger Sub or any affiliate (within the meaning of Section 2(a)(11) of the ▇▇▇▇ ▇▇▇) of either such entity or any of Berkshire Hathaway Inc., any subsidiary of Berkshire Hathaway Inc., any ▇▇▇▇▇ Family Entity or any entity controlled by either ▇▇▇▇▇ ▇. ▇▇▇▇▇ or ▇▇▇▇▇▇ ▇▇▇▇▇, ▇▇. (all such persons and entities, collectively, the "Investor Entities") be required to restructure their capitalization or amend any of their existing shareholder arrangements in order to permit Parent and Merger Sub to qualify for an exemption from the requirement to register as a holding company under such Act following the Merger or in order to ensure that none of Parent, Merger Sub or Parent's affiliates (within the meaning of Section 2(a)(11) of the ▇▇▇▇ ▇▇▇) or any Investor Entity will become subject to regulation as a registered holding company under such Act following the Merger.
1935 Act. The Company shall not, nor shall the Company permit any of the Company Subsidiaries to, except as required or contemplated by this Agreement, engage in any activities (i) which would cause a change in its status, or that of the Company Subsidiaries, under the 1935 Act, including any action or inaction that would cause the prior approval of the SEC under the 1935 Act to be required for the consummation of the Merger and the other transactions contemplated hereby, or (ii) that would impair the ability of the Company, MidAmerican Funding, Parent or the Surviving Corporation or any Subsidiary of Surviving Corporation to claim an exemption as of right under Rule 2 of the 1935 Act following the Merger or (iii) that would subject Parent or any affiliate (within the meaning of Section 2(a)(11) of the ▇▇▇▇ ▇▇▇) of Parent or any of the Investor Entities (as defined in Section 6.2(b)) to regulation as a registered holding company under such Act following the Merger.
1935 Act. None of the holders of Company Common Stock shall, as a result of the Merger, become subject to registration regulation as a "holding company" under the 1935 Act and Parent shall not, as a result of the Merger, become subject to registration regulation as part of a "holding company system" under the 1935 Act.