Common use of Rule 145 Affiliates Clause in Contracts

Rule 145 Affiliates. Within 30 days before the Closing Date, WPL shall identify in a letter to IES and Interstate, IES shall identify in a letter to WPL and Interstate, and Interstate shall identify in a letter to WPL and IES, all persons who are, and to such person's knowledge who will be at the Closing Date, "affiliates" of WPL, IES and Interstate, respectively, as such term is used in Rule 145 under the Securities Act (or otherwise under applicable SEC accounting releases with respect to pooling-of-interests accounting treatment). Each of WPL, IES and Interstate shall use all reasonable efforts to cause their respective affiliates (including any person who may be deemed to have become an affiliate after the date of the letter referred to in the prior sentence) to deliver to the Company on or prior to the Closing Date a written agreement substantially in the form attached as Exhibit 8.8(a) with respect to affiliates of WPL and Exhibit 8.8(b) with respect to affiliates of IES and Interstate (each, an "Affiliate Agreement").

Appears in 4 contracts

Samples: Agreement and Plan of Merger (Ies Industries Inc), Agreement and Plan of Merger (WPL Holdings Inc), Agreement and Plan of Merger (Interstate Power Co)

AutoNDA by SimpleDocs

Rule 145 Affiliates. Within 30 days before the Closing Date, WPL shall identify in a letter to IES and and-Interstate, IES shall identify in a letter to WPL and Interstate, and Interstate shall identify in a letter to WPL and IES, all persons who are, and to such person's knowledge who will be at the Closing DateXxxxxxx.Xxxx, "affiliates" of WPL, IES and Interstate, respectively, as as* such term terni is used in Rule 145 under under. the Securities Act (or otherwise under applicable SEC accounting releases with respect to pooling-of-interests accounting treatment). Each of WPL, IES and Interstate shall use all reasonable efforts to cause their respective affiliates (including any person who may be deemed to have become an affiliate after the date of the letter referred to in the prior sentence) to deliver to the Company on or prior to the Closing Date a written agreement substantially in the form attached as Exhibit 8.8(a) with respect to affiliates of WPL and Exhibit 8.8(b) with respect to affiliates of IES and Interstate (each, an "Affiliate Agreement").

Appears in 1 contract

Samples: Agreement and Plan of Merger

AutoNDA by SimpleDocs
Time is Money Join Law Insider Premium to draft better contracts faster.