Common use of Change of Control Compliance Clause in Contracts

Change of Control Compliance. The aggregate revenues and total Assets of all non• wholly-owned Subsidiaries of the Borrower does not exceed 10% of the revenue and net tangible total Assets of the Borrower and its Subsidiaries. The calculations detailing such compliance are attached hereto. DATED this___________day of_______________, 200____. ALTALINK INVESTMENTMANAGEMENT LTD., as general partner ofALTALINK INVESTMENTS, L.P. By: Name: Title: By: Name: Title: ALTALINK INVESTMENTMANAGEMENT LTD. By: Name: Title: By: Name: Title: APPENDIX I EXCEPTIONS AND QUALIFICATIONS TO BORROWER'S CERTIFICATE OF COMPLIANCE SCHEDULE 2(A) BORROWING NOTICE Royal Bank of Canada Agency Services Group 000 Xxx Xxxxxx Royal Xxxx Xxxxx 00xx Xxxxx Xxxxxxx, XX X0X 0X0 Attention: Manager Agency Facsimile: (000) 000-0000 The Lenders under the Credit Agreement Dear Sirs: You are hereby notified that the undersigned, intends to avail itself of the Credit Facility established in its favour pursuant to the amended and restated credit agreement made as of December 14, 2011 (as amended, restated or replaced from time to time, the "Credit Agreement") between AltaLink Investments, L.P., as Borrower, AltaLink Investment Management Ltd. and Royal Bank of Canada, as Agent and Lender, and the other Lenders which become a party thereto. Capitalized terms used in this Borrowing Notice and not otherwise defined have the meanings given in the Credit Agreement. The undersigned hereby irrevocably requests a Borrowing as follows:

Change of Control Compliance. The aggregate Pursuant to Section 10.16 of the Credit Agreement, the total revenues and total Assets of all non• non-wholly-owned Subsidiaries of the Borrower does not exceed 10% of the revenue Borrower’s consolidated revenues or Consolidated Assets, as disclosed in the most recent audited financial statements delivered to the Agent and net tangible total Assets the Lenders. [SIGNATURE PAGE FOLLOWS] DATED this ________ day of the Borrower and its Subsidiaries. The calculations detailing such compliance are attached hereto. DATED this___________day of_________________, 20020____. ALTALINK INVESTMENTMANAGEMENT INVESTMENT MANAGEMENT LTD., as general partner ofALTALINK of ALTALINK INVESTMENTS, L.P. By: Name: Title: By: Name: Title: ALTALINK INVESTMENTMANAGEMENT INVESTMENT MANAGEMENT LTD. By: Name: Title: By: Name: Title: APPENDIX I EXCEPTIONS AND QUALIFICATIONS TO BORROWER'S ’S CERTIFICATE OF COMPLIANCE SCHEDULE 2(A) BORROWING NOTICE Royal Bank of Canada Agency Montreal Agent Bank Services Group 000 Xxx Xxxxxx Royal Xxxx Xxxxx 00xx Xxxxxx, 0xx Xxxxx Xxxxxxx, XX Xxxxxxx X0X 0X0 Attention: Manager Agency Manager, Agent Bank Services Facsimile: (000) 000-0000 The Lenders under the Credit Agreement Dear Sirs: You are hereby notified that the undersigned, intends to avail itself of the Credit Facility established in its favour pursuant to the amended and restated credit agreement made as of December 149, 2011 2016 (as amended by the first amending agreement dated as of December 8, 2017 and as may be further amended, restated or replaced from time to time, the "“Credit Agreement"”) between AltaLink Investments, L.P., as Borrower, AltaLink Investment Management Ltd. and Royal Bank of CanadaMontreal, as Agent and Lender, and the other Lenders which become a party thereto. Capitalized terms used in this Borrowing Notice and not otherwise defined have the meanings given in the Credit Agreement. The undersigned hereby irrevocably requests a Borrowing as follows:

Change of Control Compliance. The aggregate Pursuant to Section 10.16 of the Credit Agreement, the total revenues and total Assets of all non• non-wholly-owned Subsidiaries of the Borrower does not exceed 10% of the revenue Borrower’s consolidated revenues or Consolidated Assets, as disclosed in the most recent audited financial statements delivered to the Agent and net tangible total Assets the Lenders. RBC – AltaLink (AILP) – 2015 Amended and Restated Credit Agreement Legal_1:35701022.7 DATED this ________ day of the Borrower and its Subsidiaries. The calculations detailing such compliance are attached hereto. DATED this___________day of_________________, 20020____. ALTALINK INVESTMENTMANAGEMENT INVESTMENT MANAGEMENT LTD., as general partner ofALTALINK of ALTALINK INVESTMENTS, L.P. By: Name: Title: By: Name: Title: ALTALINK INVESTMENTMANAGEMENT INVESTMENT MANAGEMENT LTD. By: Name: Title: By: Name: Title: RBC – AltaLink (AILP) – 2015 Amended and Restated Credit Agreement Legal_1:35701022.7 APPENDIX I EXCEPTIONS AND QUALIFICATIONS TO BORROWER'S ’S CERTIFICATE OF COMPLIANCE RBC – AltaLink (AILP) – 2015 Amended and Restated Credit Agreement Legal_1:35701022.7 SCHEDULE 2(A) BORROWING NOTICE Royal Bank of Canada Agency Services Group 000 Xxx Xxxxxx Royal Xxxx Xxxxx 00xx Xxxxx Xxxxxxx, XX X0X 0X0 Attention: Manager Agency Facsimile: (000) 000-0000 The Lenders under the Credit Agreement Dear Sirs: You are hereby notified that the undersigned, intends to avail itself of the Credit Facility established in its favour pursuant to the amended and restated credit agreement made as of December 14July 30, 2011 2015 (as amended, restated or replaced from time to time, the "“Credit Agreement"”) between AltaLink Investments, L.P., as Borrower, AltaLink Investment Management Ltd. and Royal Bank of Canada, as Agent and Lender, and the other Lenders which become a party thereto. Capitalized terms used in this Borrowing Notice and not otherwise defined have the meanings given in the Credit Agreement. The undersigned hereby irrevocably requests a Borrowing as follows:

Change of Control Compliance. The aggregate Pursuant to Section 10.16 of the Credit Agreement, the total revenues and total Assets of all non• non-wholly-owned Subsidiaries of the Borrower does not exceed 10% of the revenue Borrower’s consolidated revenues or Consolidated Assets, as disclosed in the most recent audited financial statements delivered to the Agent and net tangible total Assets the Lenders. RBC – AltaLink (AILP) – 2016 Credit Agreement DATED this ________ day of the Borrower and its Subsidiaries. The calculations detailing such compliance are attached hereto. DATED this___________day of_________________, 20020____. ALTALINK INVESTMENTMANAGEMENT INVESTMENT MANAGEMENT LTD., as general partner ofALTALINK of ALTALINK INVESTMENTS, L.P. By: Name: Title: By: Name: Title: ALTALINK INVESTMENTMANAGEMENT INVESTMENT MANAGEMENT LTD. By: Name: Title: By: Name: Title: RBC – AltaLink (AILP) – 2016 Credit Agreement APPENDIX I EXCEPTIONS AND QUALIFICATIONS TO BORROWER'S ’S CERTIFICATE OF COMPLIANCE RBC – AltaLink (AILP) – 2016 Credit Agreement SCHEDULE 2(A) BORROWING NOTICE Royal Bank of Canada Agency Services Group 000 Xxx Xxxxxx 200 Bay Street Royal Xxxx Xxxxx 00xx Xxxxx Bank Plaza 12th Floor Xxxxxxx, XX X0X 0X0 AttentionM5J 2W7 Xxxxxxxxx: Manager Agency FacsimileXxxxxxx Xxxxxx Xxxxxxxxx: (000416) 000842-0000 4023 The Lenders under the Credit Agreement Dear Xxxxxxxxx Xxar Sirs: You are hereby notified that the undersigned, intends to avail itself of the Credit Facility established in its favour pursuant to the amended and restated credit agreement made as of December 149, 2011 2016 (as amended, restated or replaced from time to time, the "“Credit Agreement"”) between AltaLink Investments, L.P., as Borrower, AltaLink Investment Management Ltd. and Royal Bank of Canada, as Agent and Lender, and the other Lenders which become a party thereto. Capitalized terms used in this Borrowing Notice and not otherwise defined have the meanings given in the Credit Agreement. The undersigned hereby irrevocably requests a Borrowing as follows:

Change of Control Compliance. The aggregate Pursuant to Section 10.16 of the Credit Agreement, the total revenues and total Assets of all non• non-wholly-owned Subsidiaries of the Borrower does not exceed 10% of the revenue Borrower’s consolidated revenues or Consolidated Assets, as disclosed in the most recent audited financial statements delivered to the Agent and net tangible total Assets the Lenders. RBC – AltaLink (AILP) – 2020 Amended and Restated Credit Agreement DATED this ________ day of the Borrower and its Subsidiaries. The calculations detailing such compliance are attached hereto. DATED this___________day of_________________, 20020____. ALTALINK INVESTMENTMANAGEMENT INVESTMENT MANAGEMENT LTD., as general partner ofALTALINK of ALTALINK INVESTMENTS, L.P. By: Name: Title: By: Name: Title: ALTALINK INVESTMENTMANAGEMENT INVESTMENT MANAGEMENT LTD. By: Name: Title: By: Name: Title: RBC – AltaLink (AILP) – 2020 Amended and Restated Credit Agreement APPENDIX I EXCEPTIONS AND QUALIFICATIONS TO BORROWER'S ’S CERTIFICATE OF COMPLIANCE RBC – AltaLink (AILP) – 2020 Amended and Restated Credit Agreement SCHEDULE 2(A) BORROWING NOTICE Royal Bank of Canada Agency Services Group 000 Xxx Xxxxxx Royal Xxxx Xxxxx 00xx Xxxxx Xxxxxxx, XX X0X 0X0 Attention: Manager Agency Facsimile: (000) 000-0000 The Lenders under the Credit Agreement Dear Sirs: You are hereby notified that the undersigned, intends to avail itself of the Credit Facility established in its favour pursuant to the amended and restated credit agreement made as of December 14January 24, 2011 2020 (as amended, restated or replaced from time to time, the "“Credit Agreement"”) between AltaLink Investments, L.P., as Borrower, AltaLink Investment Management Ltd. and Royal Bank of Canada, as Agent and Lender, and the other Lenders which become a party thereto. Capitalized terms used in this Borrowing Notice and not otherwise defined have the meanings given in the Credit Agreement. The undersigned hereby irrevocably requests a Borrowing as follows:

Change of Control Compliance. The aggregate Pursuant to Section 10.16 of the Credit Agreement, the total revenues and total Assets of all non• whollynon-owned Wholly-Owned Subsidiaries of the Borrower does not exceed 1020% of the revenue Borrower’s consolidated EBITDA or Consolidated Assets, respectively, as disclosed in the Borrower’s most recent audited financial statements delivered to the Agent and net tangible total Assets the Lenders pursuant to Section 10.1 of the Borrower and its SubsidiariesCredit Agreement. The calculations detailing such compliance are attached hereto. LEGAL_1:81779606.19 LEGAL_1:81779606.19 DATED this___________day ofthis ________ day of _________________, 20020____. ALTALINK INVESTMENTMANAGEMENT LTD., as general partner ofALTALINK INVESTMENTS, L.P. BHE CANADA HOLDINGS CORPORATION By: Name: Title: By: Name: Title: ALTALINK INVESTMENTMANAGEMENT LTD. By: Name: Title: By: Name: Title: LEGAL_1:81779606.19 LEGAL_1:81779606.19 BMO – BNS - Berkshire –Credit Agreement APPENDIX I EXCEPTIONS AND QUALIFICATIONS TO BORROWER'S XXXXXXXX’S CERTIFICATE OF COMPLIANCE LEGAL_1:81779606.19 BMO – BNS - Berkshire –Credit Agreement EXHIBIT I FINANCIAL COVENANT CALCULATIONS LEGAL_1:81779606.19 LEGAL_1:81779606.19 SCHEDULE 2(A) NOTICE OF BORROWING NOTICE Royal Bank of Canada Montreal Agency Services Group 000 Xxx Xxxxxx Royal Xxxx Xxxxx Xx., 00xx Xxxxx XxxxxxxXx Toronto, XX X0X 0X0 ON M5B 2L7 Attention: Manager Agency FacsimileXxxxxx Xxxxxx Email: (000) 000-0000 [***]; [***] The Lenders under the Credit Agreement Dear Sirs: You are hereby notified that the undersigned, intends to avail itself of the Credit Facility established in its favour pursuant to the amended and restated credit agreement made as of December 1422, 2011 2023 (as amended, restated or replaced from time to time, the "“Credit Agreement"”) between AltaLink Investments, L.P.BHE Canada Holdings Corporation, as Borrower, AltaLink Investment Management Ltd. and Royal Bank of CanadaMontreal, as Agent and Lender, and the other Lenders which become a party thereto. Capitalized terms used in this Borrowing Notice and not otherwise defined have the meanings given in the Credit Agreement. The undersigned hereby irrevocably requests a Borrowing as follows:

Change of Control Compliance. The aggregate Pursuant to Section 10.16 of the Credit Agreement, the total revenues and total Assets of all non• non-wholly-owned Subsidiaries of the Borrower does not exceed 10% of the revenue Borrower’s consolidated revenues or Consolidated Assets, as disclosed in the most recent audited financial statements delivered to the Agent and net tangible total Assets the Lenders. RBC – AltaLink (AILP) – 2020 $200M Credit Agreement DATED this ________ day of the Borrower and its Subsidiaries. The calculations detailing such compliance are attached hereto. DATED this___________day of_________________, 20020____. ALTALINK INVESTMENTMANAGEMENT INVESTMENT MANAGEMENT LTD., as general partner ofALTALINK of ALTALINK INVESTMENTS, L.P. By: Name: Title: By: Name: Title: ALTALINK INVESTMENTMANAGEMENT INVESTMENT MANAGEMENT LTD. By: Name: Title: By: Name: Title: RBC – AltaLink (AILP) – 2020 $200M Credit Agreement APPENDIX I EXCEPTIONS AND QUALIFICATIONS TO BORROWER'S ’S CERTIFICATE OF COMPLIANCE RBC – AltaLink (AILP) – 2020 $200M Credit Agreement SCHEDULE 2(A) BORROWING NOTICE Royal Bank of Canada Agency Services Group 000 Xxx Xxxxxx Royal Xxxx Xxxxx 00xx Xxxxx Xxxxxxx, XX X0X 0X0 Attention: Manager Agency Facsimile: (000) 000-0000 The Lenders under the Credit Agreement Dear Sirs: You are hereby notified that the undersigned, intends to avail itself of the Credit Facility established in its favour pursuant to the amended and restated credit agreement made as of December 14April 27, 2011 2020 (as amended, restated restated, amended and restated, supplemented, replaced or replaced otherwise modified from time to time, the "“Credit Agreement"”) between AltaLink Investments, L.P., as Borrower, AltaLink Investment Management Ltd. and Royal Bank of Canada, as Agent and Lender, and the other Lenders which become a party thereto. Capitalized terms used in this Borrowing Notice and not otherwise defined have the meanings given in the Credit Agreement. The undersigned hereby irrevocably requests a Borrowing as follows:

Change of Control Compliance. The aggregate Pursuant to Section 10.16 of the Credit Agreement, the total revenues and total Assets of all non• whollynon-owned Wholly-Owned Subsidiaries of the Borrower does not exceed 10% of the revenue Borrower’s consolidated revenues or Consolidated Assets, as disclosed in the most recent audited financial statements delivered to the Agent and net tangible total Assets the Lenders. LEGAL_1:83363388.10 RBC – AltaLink (AILP) – 2024 Amended and Restated Credit Agreement DATED this ________ day of the Borrower and its Subsidiaries. The calculations detailing such compliance are attached hereto. DATED this___________day of_________________, 20020____. ALTALINK INVESTMENTMANAGEMENT INVESTMENT MANAGEMENT LTD., as general partner ofALTALINK of ALTALINK INVESTMENTS, L.P. By: Name: Title: By: Name: Title: ALTALINK INVESTMENTMANAGEMENT INVESTMENT MANAGEMENT LTD. By: Name: Title: By: Name: Title: LEGAL_1:83363388.10 RBC – AltaLink (AILP) – 2024 Amended and Restated Credit Agreement APPENDIX I EXCEPTIONS AND QUALIFICATIONS TO BORROWER'S XXXXXXXX’S CERTIFICATE OF COMPLIANCE LEGAL_1:83363388.10 RBC – AltaLink (AILP) – 2024 Amended and Restated Credit Agreement SCHEDULE 2(A) NOTICE OF BORROWING NOTICE Royal Bank of Canada Agency Services Group 000 Xxx Xxxxxxxxxx Xxxxxx Royal Xxxx Xxxxx 00xx Xxxxx Xxxxxxx8th Floor Toronto, XX X0X 0X0 ON M5V 3K7 Attention: Manager Agency Facsimile: (000) 000-0000 [***] The Lenders under the Credit Agreement Dear Sirs: You are hereby notified that the undersigned, intends to avail itself of the Credit Facility established in its favour pursuant to the sixth amended and restated credit agreement made as of December 1422, 2011 2024 (as amended, restated or replaced from time to time, the "“Credit Agreement"”) between AltaLink Investments, L.P., as Borrower, AltaLink Investment Management Ltd. and Royal Bank of Canada, as Agent and Lender, and the other Lenders which become a party thereto. Capitalized terms used in this Borrowing Notice and not otherwise defined have the meanings given in the Credit Agreement. The undersigned hereby irrevocably requests a Borrowing as follows: