Common use of 1935 Act Clause in Contracts

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.