Common use of Takeover Notification Clause in Contracts

Takeover Notification. Except as may relate to the Acquisition or to the acquisition by certain Subsidiaries of the Guarantor of American Natural Resources and ANR Storage Company and an additional 3.55% interest in Great Lakes Gas Transmission Limited Partnership, in each case from El Paso Corporation or subsidiaries thereof, in the event the Borrower wishes to utilize Borrowings to, or to provide funds to any Subsidiary to, offer to acquire (which shall include an offer to purchase securities, solicitation of an offer to sell securities or an acceptance of an offer to sell securities, whether or not the offer to sell was solicited, or any combination of the foregoing) outstanding securities of any person (other than a private issuer as defined under the Securities Act (Alberta) or a corporation whose shares are directly or indirectly held by one person) (the “Target”) where, as of the date of the offer to acquire, the securities that are subject to the offer to acquire, together with the securities of the Target that are beneficially owned, or over which control or direction is exercised, by the Borrower and its Subsidiaries and any person acting jointly or in concert with any thereof on the date that the offer to acquire is made, constitute in the aggregate the lesser of such percentage of outstanding securities as is considered to be a “takeover bid” under any law or regulation applicable to the Target and twenty percent (20%) or more of all of the outstanding securities of that class of securities of the person (a “Takeover”) except where such Takeover is made pursuant to exemptions from formal takeover bid requirements as provided in Section 161 of the Securities Act (Alberta) or any order of the Alberta Securities Commission or in any successor legislation or by any successor securities regulatory authority or in any analogous provisions of the securities laws of any other jurisdiction or by any securities regulatory authority of any other jurisdiction, then either:

Takeover Notification. Except as may relate to the Acquisition or to the acquisition by certain Subsidiaries of the Guarantor of American Natural Resources and ANR Storage Company and an additional 3.55% interest in Great Lakes Gas Transmission Limited Partnership, in each case from El Paso Corporation or subsidiaries thereof, in In the event the Borrower wishes to utilize Borrowings to, or to provide funds to any Subsidiary to, offer to acquire (which shall include an offer to purchase securities, solicitation of an offer to sell securities or an acceptance of an offer to sell securities, whether or not the offer to sell was solicited, or any combination of the foregoing) outstanding securities of any person Person (other than a “private issuer issuer” as defined under the Securities Act (Alberta) in National Instrument 45-106—Prospectus and Registration Exemptions or a corporation Person whose shares or equity interests are directly or indirectly held by one personPerson) (the “Target”) where, as of the date of the offer to acquire, the securities that are subject to the offer to acquire, together with the securities of the Target that are beneficially owned, or over which control or direction is exercised, by the Borrower and its Subsidiaries and any person Person acting jointly or in concert with any thereof on the date that the offer to acquire is made, constitute in the aggregate the lesser of such percentage of outstanding securities as is considered to be a “takeover bid” under any law or regulation applicable to the Target and twenty percent (20%) or more of all of the outstanding securities of that class of securities of the person Target (a “Takeover”) except where such Takeover is made pursuant to exemptions from formal takeover bid requirements as provided in Section 161 in: (i) Part 4 of Multilateral Instrument 62-104 - “Take-Over Bids and Issuer Bids” and analogous provisions of the Securities Act (AlbertaOntario) or any order of the Alberta Securities Commission or in any successor legislation or by securities instrument, rule or blanket order, (ii) any successor order of a provincial or territorial securities commission or similar regulatory authority in a province or in territory of Canada, or (iii) any analogous provisions of the securities laws of any other jurisdiction or in any order, ruling or other form of exemptive relief provided by any a securities commission or securities regulatory authority of any other jurisdiction, then either: