Common use of Hostile Acquisitions Clause in Contracts

Hostile Acquisitions. If the Borrower wishes to utilize, whether directly or indirectly, Drawdowns to facilitate, assist or participate in a Hostile Acquisition by one or more of the Harvest Parties or any Affiliate thereof: (a) at least 10 Banking Days prior to the delivery to the Agent of a Notice of Drawdown made in connection with a Hostile Acquisition, the president or senior financial officer of the Borrower will notify the Agent (who will then notify the Lenders) of the particulars of the Hostile Acquisition in sufficient detail to enable each Lender to determine, in each Lender's sole discretion, whether it will participate in a Drawdown to be utilized for such Hostile Acquisition; (b) if a Lender decides not to fund a Drawdown to be utilized for such Hostile Acquisition, then upon such Lender so notifying the Agent and the Borrower, such Lender will have no obligation to fund such Drawdown notwithstanding any other provision of this Agreement to the contrary; and (c) each Lender will use reasonable commercial efforts to notify the Agent as soon as practicable (and in any event within 7 Banking Days of receipt of the particulars thereof from the Agent) of its decision whether or not to fund a proposed Hostile Acquisition.

Hostile Acquisitions. If the Borrower wishes to utilize, whether directly or indirectly, Drawdowns to facilitate, assist or participate in a Hostile Acquisition by one or more of the Harvest Penn West Parties or any Affiliate thereof: (a) at least 10 Banking Days prior to the delivery to the Agent of a Notice of Drawdown Borrowing made in connection with a Hostile Acquisition, the chairman, chief executive officer, president or a senior financial officer of the Borrower will notify the Agent (who will then notify the Lenders) of the particulars of the Hostile Acquisition in sufficient detail to enable each Lender to determine, in each Lender's ’s sole discretion, whether it will participate in a Drawdown to be utilized for such Hostile Acquisition; (b) if a Lender decides not to fund a Drawdown an Advance to be utilized for such Hostile Acquisition, then upon such Lender so notifying the Agent and the Borrower, such Lender will have no obligation to fund such Drawdown Advance notwithstanding any other provision of this Agreement to the contrary; and (c) each Lender will use reasonable commercial efforts to notify the Agent as soon as practicable (and in any event within 7 4 Banking Days of receipt of the particulars thereof from the Agent) of its decision whether or not to fund a proposed Hostile Acquisition.

Hostile Acquisitions. If the Borrower wishes to utilize, whether directly or indirectly, Drawdowns to facilitate, assist or participate in a Hostile Acquisition by one or more of the Harvest Enerplus Parties or any Affiliate thereof: (a) at least 10 5 Banking Days prior to the delivery to the Agent of a Notice of Drawdown Borrowing made in connection with a Hostile Acquisition, the chairman, chief executive officer, president or a senior financial officer of the Borrower will notify the Agent (who will then notify the Lenders) of the particulars of the Hostile Acquisition in sufficient detail to enable each Lender to determine, in each Lender's sole discretion, whether it will participate in a Drawdown to be utilized for such Hostile Acquisition; (b) if a Lender decides not to fund a Drawdown an Advance to be utilized for such Hostile Acquisition, then upon such Lender so notifying the Agent and the Borrower, such Lender will have no obligation to fund such Drawdown Advance notwithstanding any other provision of this Agreement to the contrary; and (c) each Lender will use reasonable commercial efforts to notify the Agent as soon as practicable (and in any event within 7 3 Banking Days of receipt of the particulars thereof from the Agent) of its decision whether or not to fund a proposed Hostile Acquisition.

Hostile Acquisitions. If the Borrower wishes to utilize, whether directly or indirectly, Drawdowns to facilitate, assist or participate in a Hostile Acquisition by one the Borrower, any Material Subsidiary or more any other Affiliate of the Harvest Parties or any Affiliate thereofBorrower: (a) at least 10 Banking Days prior to the delivery to the Agent of a Notice of Drawdown Borrowing made in connection with a Hostile Acquisition, the president or senior chief financial officer of the Borrower will notify the Agent in writing (who will then notify the Lenders) of the particulars of the Hostile Acquisition in sufficient detail to enable each Lender to determine, in each Lender's ’s sole discretion, whether it will participate in permit a Drawdown to be utilized for such Hostile Acquisition; (b) if a Lender decides not to fund a Drawdown an Advance to be utilized for such Hostile Acquisition, then upon such Lender so notifying the Agent and in writing (who will then notify the Borrower), such Lender will have no obligation to fund such Drawdown Advance notwithstanding any other provision of this Agreement to the contrary; and (c) each Lender will use reasonable commercial efforts to notify the Agent in writing as soon as practicable (and in any event within 7 2 Banking Days of receipt of the particulars thereof from the Agent) of its decision whether or not to fund a proposed Hostile Acquisition.

Hostile Acquisitions. If the Borrower wishes to utilize, whether directly or indirectly, Drawdowns to facilitate, assist or participate in a Hostile Acquisition by one or more of the Harvest Parties any Loan Party or any Affiliate thereof: (a) at least 10 Banking Days prior to the delivery to the Agent of a Notice of Drawdown Borrowing made in connection with a Hostile Acquisition, the president or senior chief financial officer of the Borrower will notify the Agent in writing (who will then notify the Lenders) of the particulars of the Hostile Acquisition in sufficient detail to enable each Lender to determine, in each Lender's ’s sole discretion, whether it will participate in permit a Drawdown to be utilized for such Hostile Acquisition; (b) if a Lender decides not to fund a Drawdown to be utilized for such Hostile Acquisition, then upon such Lender so notifying the Agent and in writing (who will then notify the Borrower), such Lender will have no obligation to fund such Drawdown notwithstanding any other provision of this Agreement to the contrary; and (c) each Lender will use reasonable commercial efforts to notify the Agent in writing as soon as practicable (and in any event within 7 5 Banking Days of receipt of the particulars thereof from the Agent) of its decision whether or not to fund a proposed Hostile AcquisitionAcquisition and if no such notice is delivered to the Agent in such period, such Lender will be deemed to have elected not to fund.

Hostile Acquisitions. If the Borrower wishes to utilize, whether directly or indirectly, Drawdowns to facilitate, assist or participate in a Hostile Acquisition by one or more of the Harvest Penn West Parties or any Affiliate thereof: (a) at least 10 Banking Days prior to the delivery to the Agent of a Notice of Drawdown Borrowing made in connection with a Hostile Acquisition, the president or senior financial officer of the Borrower will notify the Agent (who will then notify the Lenders) of the particulars of the Hostile Acquisition in sufficient detail to enable each Lender to determine, in each Lender's ’s sole discretion, whether it will participate in a Drawdown to be utilized for such Hostile Acquisition; (b) if a Lender decides not to fund a Drawdown an Advance to be utilized for such Hostile Acquisition, then upon such Lender so notifying the Agent and the Borrower, such Lender will have no obligation to fund such Drawdown Advance notwithstanding any other provision of this Agreement to the contrary; and (c) each Lender will use reasonable commercial efforts to notify the Agent as soon as practicable (and in any event within 7 4 Banking Days of receipt of the particulars thereof from the Agent) of its decision whether or not to fund a proposed Hostile Acquisition.

Hostile Acquisitions. If the Borrower wishes to utilize, whether directly or indirectly, Drawdowns under the Revolving Facility to facilitate, assist or participate in a Hostile Acquisition by one or more of the Harvest Parties or any Affiliate thereof: (a) at least 10 Banking Days prior to the delivery to the Agent of a Notice of Drawdown made in connection with a Hostile Acquisition, the president or senior financial officer of the Borrower will notify the Agent (who will then notify the Lenders) of the particulars of the Hostile Acquisition in sufficient detail to enable each Revolving Lender to determine, in each Revolving Lender's sole discretion, whether it will participate in a Drawdown to be utilized for such Hostile Acquisition; (b) if a Revolving Lender decides not to fund a Drawdown to be utilized for such Hostile Acquisition, then upon such Revolving Lender so notifying the Agent and the Borrower, such Revolving Lender will have no obligation to fund such Drawdown notwithstanding any other provision of this Agreement to the contrary; and (c) each Revolving Lender will use reasonable commercial efforts to notify the Agent as soon as practicable (and in any event within 7 Banking Days of receipt of the particulars thereof from the Agent) of its decision whether or not to fund a proposed Hostile Acquisition.

Hostile Acquisitions. If the Borrower wishes to utilize, whether directly or indirectly, Drawdowns to facilitate, assist or participate in a Hostile Acquisition by one or more of the Harvest Parties any Loan Party or any Affiliate thereof: (a) at least 10 Banking Days prior to the delivery to the Agent of a Notice of Drawdown Borrowing made in connection with a Hostile Acquisition, the president or senior chief financial officer of the Borrower will notify the Agent in writing (who will then notify the Lenders) of the particulars of the Hostile Acquisition in sufficient detail to enable each Lender to determine, in each Lender's ’s sole discretion, whether it will participate in permit a Drawdown to be utilized for such Hostile Acquisition; (b) if a Lender decides not to fund a Drawdown an Advance to be utilized for such Hostile Acquisition, then upon such Lender so notifying the Agent and in writing (who will then notify the Borrower), such Lender will have no obligation to fund such Drawdown Advance notwithstanding any other provision of this Agreement to the contrary; and (c) each Lender will use reasonable commercial efforts to notify the Agent in writing as soon as practicable (and in any event within 7 5 Banking Days of receipt of the particulars thereof from the Agent) of its decision whether or not to fund a proposed Hostile AcquisitionAcquisition and if no such notice is delivered to the Agent in such period, such Lender will be deemed to have elected not to fund.

Hostile Acquisitions. If the Borrower wishes to utilize, whether directly or indirectly, Drawdowns under any of the Credit Facilities to facilitate, assist or participate in a Hostile Acquisition by one or more of the Harvest Parties any Loan Party or any Affiliate thereof: (a) at least 10 Banking Days prior to the delivery to the Agent of a Notice of Drawdown Borrowing made in connection with a Hostile Acquisition, the president or senior chief financial officer of the Borrower will notify the Agent in writing (who will then notify the Lenders) of the particulars of the Hostile Acquisition in sufficient detail to enable each Lender to determine, in each Lender's sole discretion, whether it will participate in permit a Drawdown to be utilized for such Hostile Acquisition; (b) if a Lender Xxxxxx decides not to fund a Drawdown an Advance to be utilized for such Hostile Acquisition, then upon such Lender so notifying the Agent and (who will then notify the Borrower), such Lender will have no obligation to fund such Drawdown Advance notwithstanding any other provision of this Agreement to the contrary; and (c) each Lender will use reasonable commercial efforts to notify the Agent as soon as practicable (and in any event within 7 5 Banking Days of receipt of the particulars thereof from the Agent) of its decision whether or not to fund a such proposed Hostile Acquisition.

Hostile Acquisitions. If the Borrower wishes to utilize, whether directly or indirectly, Drawdowns to facilitate, assist or participate in a Hostile Acquisition by one or more of the Harvest Penn West Parties or any Affiliate thereof: (a) at least 10 Banking Days prior to the delivery to the Agent of a Notice of Drawdown Borrowing made in connection with a Hostile Acquisition, the chairman, chief executive officer, president or a senior financial officer of the Borrower will notify the Agent (who will then notify the Lenders) of the particulars of the Hostile Acquisition in sufficient detail to enable each Lender to determine, in each Lender's sole discretion, whether it will participate in a Drawdown to be utilized for such Hostile Acquisition; (b) if a Lender decides not to fund a Drawdown an Advance to be utilized for such Hostile Acquisition, then upon such Lender so notifying the Agent and the Borrower, such Lender will have no obligation to fund such Drawdown Advance notwithstanding any other provision of this Agreement to the contrary; and (c) each Lender will use reasonable commercial efforts to notify the Agent as soon as practicable (and in any event within 7 4 Banking Days of receipt of the particulars thereof from the Agent) of its decision whether or not to fund a proposed Hostile Acquisition.