Company Accruals and Reserves. 40 Section 4.18
Company Accruals and Reserves. Immediately prior to the Effective Time, the Company shall, to the extent consistent with generally accepted accounting principles and the accounting rules, regulations and interpretations of the SEC and its staff, modify and change its loan, accrual and reserve policies and practices (including loan classifications, increase the Company's allowance for loan losses by $400,000.00 plus the "Year End Due Diligence Amount" over the amount set forth on the Disclosure Statement as of September 18, 1998, levels of other reserves and accruals and asset disposition strategies to (i) reflect Mahaska's plans with respect to the conduct of the Company's business following the Merger and (ii) make adequate provision for the costs and expenses relating thereto) so as to be applied consistently on a mutually satisfactory basis with those of Mahaska; provided, however, that the Company shall not be obligated to take in any respect any such action pursuant to this Section 4.17 unless and until Mahaska acknowledges that all conditions to its obligation to consummate the Merger have been satisfied.
Company Accruals and Reserves. 45 6.16 Interim Review and Interim Financial Statements.................. 45 6.17
Company Accruals and Reserves. Prior to the Closing Date, the Company shall maintain accruals and reserves determined with methodologies and principles consistent with the September 27, 1998 Financial Statements and in accordance with GAAP.
Company Accruals and Reserves. Prior to the Closing Date, each Company shall review and, to the extent determined necessary or advisable, consistent with generally accepted accounting principles and the accounting rules, regulations and interpretations of the SEC and its staff, modify and change its accrual, reserve and provision policies and practices to (a) reflect the Surviving Corporation's plans with respect to the conduct of the Company's business following the Merger and (b) make adequate provision (for the costs and expenses relating thereto) so as to be applied consistently on a mutually satisfactory basis with those of the other Company. The parties agree to cooperate in preparing for the implementation of the adjustments contemplated by this Section 6.11. Notwithstanding the foregoing, (i) no Company shall be obligated to take in any respect any such action pursuant to this Section 6.11 (other than pursuant to the preceding sentence) unless and until the other Company acknowledges that all conditions to their obligations to consummate the Merger have been satisfied and (ii) no adjustments made solely as a result of this Section 6.11 shall change the Exchange Ratio.
Company Accruals and Reserves. 31 SECTION 5.10. Letters of Accountants to the Company . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 31 SECTION 5.11. Additional Agreements . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 31 SECTION 5.12. Parent Covenants; Other Actions . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 31 SECTION 5.13 Joint Implementation Team . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 32
Company Accruals and Reserves. Prior to the Closing Date, at the request of Parent, the Company shall review and, to the extent consistent with GAAP and the accounting rules, regulations and interpretations of the SEC and its staff, modify and change its loan, accrual and reserve policies and practices (including loan classifications and levels of reserves and accruals) to (a) reflect the Surviving Corporation's and Parent's plans with respect to the conduct of the Company's business following the Merger and (b) make adequate provision for the costs and expenses relating thereto. Notwithstanding the foregoing, the Company shall not be obligated to take in any respect any such action pursuant to this Section 5.09 unless and until Parent acknowledges that all conditions to its obligation to consummate the Merger have been satisfied.
Company Accruals and Reserves. 43 SECTION 4.12. COMPANY SHARE OPTION AGREEMENT . . . . . . . . . . . 43 SECTION 4.13. EMPLOYMENT AND CONSULTING AGREEMENTS . . . . . . . . 43 SECTION 4.14. INDEMNIFICATION . . . . . . . . . . . . . . . . . . 43
Company Accruals and Reserves. Prior to the day on which the Effective Time occurs, the Company shall, consistent with generally accepted accounting principles and the accounting rules, regulations and interpretations of the SEC and its staff, modify and change its loan, accrual and reserve policies and practices (including loan classifications, levels of reserves and accruals and asset disposition strategies to (a) reflect BMO's and BFC's plans with respect to the conduct of the Company's business following the Merger and (b) make adequate provision for the costs and expenses relating thereto) so as to be applied consistently on a mutually satisfactory basis with those of BMO and BFC; PROVIDED, HOWEVER, that the Company shall not be obligated to take in any respect any such action pursuant to this Section 4.11 unless and until BMO and BFC acknowledge that all conditions to its obligation to consummate the Merger have been satisfied.
Company Accruals and Reserves. Prior to the Closing Date, the Company shall review and, to the extent determined necessary or advisable and requested in writing by Verio, consistent with GAAP, modify and change its accrual, reserve and provision policies and practices to (a) reflect the Surviving Corporation's plans with respect to the conduct of Company's business following the Merger and (b) make adequate provision for the costs and expenses relating thereto so as to be applied consistently on a mutually satisfactory basis with those of Verio. The parties agree to cooperate in preparing for the implementation of the adjustments contemplated by this Section 6.19. The parties further agree that no such modifications or changes made at the written request of Verio shall constitute a Breach of any obligation or representation or warranty or covenant of the Company hereunder by virtue of the Company's compliance with such Verio request or by virtue of the Company's making such changes. 6.20
