Standard Contracts
EXHIBIT 2.3 DEPOSITARY AGREEMENT Computershare Trust Company of Canada 600, 530 - 8th Avenue SW Calgary, Alberta T2P 3S8 Attention: Colin Petryk Dear Sirs: APF Energy Inc. (the "Company"), together with APF Energy Trust, proposes to make an offer (the...Depositary Agreement • August 19th, 2003 • Apf Energy Trust /Fi • Alberta
ARTICLE 1 INTERPRETATION 1 1.1 Definitions 1 1.2 Singular, Plural, etc. 5 1.3 Currency 6 1.4 Headings, etc. 6 1.5 Date for any Action 6 1.6 Governing Law 6 1.7 Attornment 6 1.8 Incorporation of Schedules 6 ARTICLE 2 THE OFFER 7 2.1 The Offer 7 2.2...Pre-Offer Agreement • April 26th, 2004 • Apf Energy Trust /Fi • Alberta
NOW THEREFORE IN CONSIDERATION OF the mutual covenants hereinafter contained and other good and valuable consideration (the receipt and adequacy whereof is hereby acknowledged), the Parties agree as follows:
BETWEENPre-Offer Agreement • August 19th, 2003 • Apf Energy Trust /Fi • Alberta
DEPOSITARY AGREEMENTDepositary Agreement • April 26th, 2004 • Apf Energy Trust /Fi • Alberta
APF Energy Inc. (the “Company”), together with APF Energy Trust, proposes to make an offer (the “Offer”) to purchase all of the outstanding Common shares (the “Common Shares”) of Great Northern Exploration Ltd. (“GNEL”) for a purchase price of, at the option of the holder, (i) $5.05 cash per Common Share (subject to a maximum of $55,190,101.65 Million in cash and proration); (ii) 0.414614 trust units of APF Energy Trust (“Trust Units”); or (iii) subject to the stated maximum, any combination thereof (the “Offer”), on the terms and conditions set out in the accompanying Offering Circular. The Common Shares are referred to as the “Subject Shares”. The Company wishes to confirm the terms of your appointment as depositary under the Offer.
