Common use of Transfers in Change of Control Transaction Clause in Contracts

Transfers in Change of Control Transaction. Notwithstanding anything in Section 3.2 or elsewhere in this Agreement to the contrary, any transaction in which a Person or group of Persons acting jointly or in concert acquires, directly or indirectly, including by merger, consolidation, asset sale, acquisition, liquidation, dissolution, restructuring, reorganization, recapitalization or other business combination transaction, control of at least a majority of the equity of Shareholder (each, a "Change of Control Transaction") shall be a permitted Transfer for all purposes under this Agreement and shall not be deemed to violate this Agreement in any manner whatsoever.

Appears in 3 contracts

Samples: Arrangement Agreement (Cenovus Energy Inc.), Standstill Agreement (Cenovus Energy Inc.), Standstill Agreement (Cenovus Energy Inc.)

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Transfers in Change of Control Transaction. Notwithstanding anything in Section 3.2 or elsewhere in this Agreement to the contrary, any transaction in which a Person person or group “group” of Persons acting jointly or in concert persons acquires, directly or indirectly, including by merger, consolidation, asset sale, acquisition, liquidation, dissolution, restructuring, reorganization, recapitalization or other business combination transaction, control of at least a majority of the equity or assets of Shareholder ConocoPhillips (each, a "Change of Control Transaction") shall be a permitted Transfer and Hedge of Common Shares for all purposes under this Agreement and shall not be deemed to violate this Agreement in any manner whatsoeverany of the restrictions imposed in Article 2 or Article 3 of this Agreement.

Appears in 3 contracts

Samples: Investor Agreement (Conocophillips), Investor Agreement (Cenovus Energy Inc.), Purchase and Sale Agreement (Cenovus Energy Inc.)

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