Template:2002 ISDA Equity Derivatives Definitions 12.1(d)

12.1(d) "Tender Offer" means a takeover offer, tender offer, exchange offer, solicitation,
proposal or other event by any entity or person that results in such entity or person purchasing, or
otherwise obtaining or having the right to obtain, by conversion or other means, greater than 10% and
less than 100% of the outstanding voting shares of the Issuer, as determined by the Calculation Agent,
based upon the making of filings with governmental or self-regulatory agencies or such other information
as the Calculation Agent deems relevant.