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NOTICE OF GUARANTEED DELIVERY
TO TENDER SHARES OF COMMON STOCK
OF
LOISLAW.COM, INC.
PURSUANT TO THE OFFER TO PURCHASE
DATED DECEMBER 29, 2000
BY
LL ACQUISITION CORP.,
AN INDIRECT WHOLLY-OWNED SUBSIDIARY OF
WOLTERS KLUWER U.S. CORPORATION
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This form, or one substantially equivalent hereto, must be used to accept
the Offer (as defined below) if certificates for shares of common stock, par
value $.001 per share (the "Shares"), of Loislaw.com, Inc., a Delaware
corporation (the "Company"), are not immediately available or if the procedure
for book-entry transfer cannot be completed on a timely basis or time will not
permit all required documents to reach the Depositary (as described herein) on
or prior to the Expiration Date (as defined in the Offer to Purchase). This form
may be delivered by hand, facsimile transmission or mail to the Depositary. See
Section 3--"Procedure for Tendering Shares" of the Offer to Purchase, dated
December 29, 2000 (the "Offer to Purchase").
THE DEPOSITARY FOR THE OFFER IS:
MORGAN GUARANTY TRUST COMPANY OF NEW YORK
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BY MAIL: BY HAND:
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Morgan Guaranty Trust Company of New York Morgan Guaranty Trust Company of New York
Corporate Reorganization c/o Securities Transfer and Reporting Services
PO Box 43006 100 William Street, Galleria
Providence, RI 02940-3006 New York, NY 10038
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BY OVERNIGHT COURIER: BY FACSIMILE TRANSMISSION:
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Morgan Guaranty Trust Company of New York
c/o Colbert Management Corporate (781) 575-4826
Reorganization
40 Campanelli Drive CONFIRM BY TELEPHONE:
Braintree, MA 02184 (781) 575-4816
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DELIVERY OF THIS NOTICE OF GUARANTEED DELIVERY TO AN ADDRESS, OR
TRANSMISSION OF INSTRUMENTS VIA A FACSIMILE, OTHER THAN AS SET FORTH ABOVE, DOES
NOT CONSTITUTE A VALID DELIVERY.
This Notice of Guaranteed Delivery is not to be used to guarantee
signatures. If a signature on a Letter of Transmittal is required to be
guaranteed by an "Eligible Institution" under the instructions thereto, such
signature guarantee must appear in the applicable space provided in the
signature box on the Letter of Transmittal.
The Eligible Institution that completes this form must communicate the
guarantee to the Depositary and must deliver the Letter of Transmittal or an
Agent's Message (as defined in the Offer to Purchase) and certificates for
Shares to the Depositary within the time period shown herein. Failure to do so
could result in a financial loss to such Eligible Institution.
THE GUARANTEE ON THE REVERSE SIDE MUST BE COMPLETED.
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Ladies and Gentlemen:
The undersigned hereby tenders to LL Acquisition Corp., a Delaware
corporation, upon the terms and subject to the conditions set forth in the Offer
to Purchase and in the related Letter of Transmittal (which, together with all
amendments or supplements thereto, constitute the "Offer"), receipt of which is
hereby acknowledged, the number of Shares of the Company indicated below,
pursuant to the guaranteed delivery procedure set forth in Section 3--"Procedure
for Tendering Shares" of the Offer to Purchase.
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Number of Shares: SIGN HERE
Certificate No(s). (if available): Name(s):
If Securities will be tendered by book-entry transfer:
Name of Tendering Institution: Address:
Account No.: at (Zip Code)
(Please Print) Area Code and Telephone No:
SIGNATURE(S):
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GUARANTEE
(NOT TO BE USED FOR SIGNATURE GUARANTEE)
The undersigned, a bank, broker, dealer, credit union, savings association
or other entity which is a member in good standing of the Securities Transfer
Agents Medallion Program, the New York Stock Exchange, Inc. Medallion Signature
Guarantee Program or the Stock Exchange Medallion Program guarantees the
delivery to the Depositary of the Shares tendered hereby, together with a
properly completed and duly executed Letter of Transmittal (or manually signed
facsimile(s) thereof) and any other required documents, or an Agent's Message
(as defined in the Offer to Purchase) in the case of a book-entry delivery of
Shares, all within three Nasdaq National Market trading days of the date hereof.
Name of Firm: __________________________________________________________________
Address: _______________________________________________________________________
(ZIP CODE)
AUTHORIZED SIGNATURE: __________________________________________________________
Title: _________________________________________________________________________
Name: __________________________________________________________________________
(Please Print or Type)
Area Code & Telephone No.: _____________________________________________________
NOTE: DO NOT SEND SHARE CERTIFICATES WITH THIS NOTICE OF GUARANTEED DELIVERY.
SHARE CERTIFICATES SHOULD BE SENT WITH YOUR LETTER OF TRANSMITTAL.
Date: ____________________________
