Common use of Capitalization; Distributions Clause in Contracts

Capitalization; Distributions. The authorized capital of BIPC consists of an unlimited number of exchangeable shares, an unlimited number of class B shares, an unlimited number of class C shares, an unlimited number of class A senior preferred shares (issuable in series) and an unlimited number of class B junior preferred shares (issuable in series). As of July 17, 2020, 45,018,921 Exchangeable Shares, one class B share and 1,402,451 class C shares were issued and outstanding as fully-paid and non-assessable shares of BIPC. The authorized capital of BIP consists of an unlimited number of limited partnership units, an unlimited number of Class A preferred limited partnership units and an unlimited number of general partner units. As of July 17, 2020, 295,222,580 limited partnership units, 4,989,265 Cumulative Class A Preferred Limited Partnership Units, Series 1, 4,989,262 Cumulative Class A Preferred Limited Partnership Units, Series 3, 9,986,588 Cumulative Class A Preferred Limited Partnership Units, Series 5, 11,979,750 Cumulative Class A Preferred Limited Partnership Units, Series 7, 7,986,595 Cumulative Class A Preferred Limited Partnership Units, Series 9, 9,936,190 Cumulative Class A Preferred Limited Partnership Units, Series 11 and one general partnership unit are issued and outstanding as fully-paid and non-assessable units of the BIP. All of the issued and outstanding shares in the capital of BIPC and limited partnership units, Class A preferred limited partnership units and general partner units in the capital of BIP have been duly authorized and validly issued and are fully-paid and non-assessable and have been issued in compliance with all applicable U.S. and Canadian laws (except where the failure to do so would not have a Material Adverse Effect), and none of the outstanding shares in the capital of BIPC or limited partnership units, Class A preferred limited partnership units or general partner units in the capital of BIP were issued in violation of the pre-emptive or other similar rights of any securityholder of BIPC or BIP, as applicable. All dividends, including the dividends on shares and all other securities of BIPC ranking prior to or on a parity with the Exchangeable Shares with respect to the payment of dividends in respect of periods ending on or prior to the date hereof have been declared and paid or set apart for payment. All distributions, including the distributions on the Class A preferred limited partnership units and all other securities of BIP ranking prior to or on a parity with the Units with respect to the payment of distributions in respect of periods ending on or prior to the date hereof have been declared and paid or set apart for payment.

Capitalization; Distributions. The authorized capital of BIPC consists of an unlimited number of exchangeable shares, an unlimited number of class B shares, an unlimited number of class C shares, an unlimited number of class A senior preferred shares (issuable in series) and an unlimited number of class B junior preferred shares (issuable in series). As of July 17, 2020, 45,018,921 Exchangeable Shares, one class B share and 1,402,451 class C shares were issued and outstanding as fully-paid and non-assessable shares of BIPC. The authorized capital of BIP consists of an unlimited number of limited partnership unitsUnits, an unlimited number of Class A preferred limited partnership units Preferred Units and an unlimited number of general partner units. As of July 1711, 20202019, 295,222,580 limited partnership unitsapproximately 279,825,404 Units (395,650,396 Units assuming the exchange of all of BAM’s RPUs), 4,989,265 Cumulative Class A Preferred Limited Partnership Units, Series 1, 4,989,262 Cumulative Class A Preferred Limited Partnership Units, Series 3, 9,986,588 Cumulative Class A Preferred Limited Partnership Units, Series 5, 11,979,750 Cumulative Class A Preferred Limited Partnership Units, Series 7, 7,986,595 Cumulative Class A Preferred Limited Partnership Units, Series 9, 9,936,190 Cumulative Class A Preferred Limited Partnership Units, Series 11 and one general partnership partner unit are were issued and outstanding as fully-paid and non-assessable units of BIP. As of the BIPdate hereof, there are no issued or outstanding Class A Preferred Units, Series 2, Class A Preferred Units, Series 4, Class A Preferred Units, Series 6, Class A Preferred Units, Series 8, Class A Preferred Units, Series 10 or Class A Preferred Units, Series 12. All of the issued and outstanding shares in the capital of BIPC and limited partnership unitsUnits, Class A preferred limited partnership units Preferred Units and general partner units in the capital of BIP have been duly authorized and validly issued and are fully-paid and non-assessable and have been issued in compliance with all applicable U.S. and Canadian laws (except where the failure to do so would not have a Material Adverse Effect), and none of the outstanding shares in the capital of BIPC or limited partnership unitsUnits, Class A preferred limited partnership units Preferred Units or general partner units in the capital of BIP were issued in violation of the pre-emptive or other similar rights of any securityholder of BIPC or BIP, as applicable. All dividends, including the dividends on shares and all other securities of BIPC ranking prior to or on a parity with the Exchangeable Shares with respect to the payment of dividends in respect of periods ending on or prior to the date hereof have been declared and paid or set apart for payment. All distributions, including the distributions on the Class A preferred limited partnership units and all other securities of BIP ranking prior to or on a parity with the Units with respect to the payment of distributions in respect of periods ending on or prior to the date hereof have been declared and paid or set apart for payment.

Capitalization; Distributions. The authorized capital of BIPC consists of an unlimited number of exchangeable shares, an unlimited number of class B shares, an unlimited number of class C shares, an unlimited number of class A senior preferred shares (issuable in series) and an unlimited number of class B junior preferred shares (issuable in series). As of July 17, 2020, 45,018,921 Exchangeable Shares, one class B share and 1,402,451 class C shares were issued and outstanding as fully-paid and non-assessable shares of BIPC. The authorized capital of BIP consists of an unlimited number of limited partnership units, an unlimited number of Class A preferred limited partnership units and an unlimited number of general partner units. As of July 17September 14, 2020, 295,222,580 approximately 295,279,418 limited partnership units, 4,989,265 Cumulative Class A Preferred Limited Partnership Unitspreferred limited partnership units, Series 1, 4,989,262 Cumulative Class A Preferred Limited Partnership Unitspreferred limited partnership units, Series 3, 9,986,588 Cumulative Class A Preferred Limited Partnership Unitspreferred limited partnership units, Series 5, 11,979,750 Cumulative Class A Preferred Limited Partnership Unitspreferred limited partnership units, Series 7, 7,986,595 Cumulative Class A Preferred Limited Partnership Units, Series 9, 9,936,190 Cumulative Class A Preferred Limited Partnership Unitspreferred limited partnership units, Series 11 and one general partnership partner unit are were issued and outstanding as fully-paid and non-assessable units of BIP. As of the BIPdate hereof, there are no issued or outstanding Class A preferred limited partnership units, Series 2, Class A preferred limited partnership units, Series 4, Class A preferred limited partnership units, Series 6, Class A preferred limited partnership units, Series 8, Class A preferred limited partnership units, Series 10 or Class A preferred limited partnership units, Series 12. All of the issued and outstanding shares in the capital of BIPC and limited partnership units, Class A preferred limited partnership units and general partner units in the capital of BIP have been duly authorized and validly issued and are fully-paid and non-assessable and have been issued in compliance with all applicable U.S. and Canadian laws (except where the failure to do so would not have a Material Adverse Effect), and none of the outstanding shares in the capital of BIPC or limited partnership units, Class A preferred limited partnership units or general partner units in the capital of BIP were issued in violation of the pre-emptive or other similar rights of any securityholder of BIPC or BIP, as applicable. All dividends, including the dividends on shares and all other securities of BIPC ranking prior to or on a parity with the Exchangeable Shares with respect to the payment of dividends in respect of periods ending on or prior to the date hereof have been declared and paid or set apart for payment. All distributions, including the distributions on the Class A preferred limited partnership units and all other securities of BIP ranking prior to or on a parity with the Units with respect to the payment of distributions in respect of periods ending on or prior to the date hereof have been declared and paid or set apart for payment.

Capitalization; Distributions. The authorized capital of BIPC consists of an unlimited number of exchangeable shares, an unlimited number of class B shares, an unlimited number of class C shares, an unlimited number of class A senior preferred shares (issuable in series) and an unlimited number of class B junior preferred shares (issuable in series). As of July 17, 2020, 45,018,921 Exchangeable Shares, one class B share and 1,402,451 class C shares were issued and outstanding as fully-paid and non-assessable shares of BIPC. The authorized capital of BIP consists of an unlimited number of limited partnership unitsUnits, an unlimited number of Class A preferred limited partnership units Preferred Units and an unlimited number of general partner units. As of July 17November 9, 20202021, 295,222,580 limited partnership unitsapproximately 295,710,251 Units (417,663,243 Units assuming the exchange of all RPUs), 4,989,265 Cumulative Class A Preferred Limited Partnership Units, Series 1, 4,989,262 Cumulative Class A Preferred Limited Partnership Units, Series 3, 9,986,588 Cumulative 11,979,750 Class A Preferred Limited Partnership Units, Series 5, 11,979,750 Cumulative Class A Preferred Limited Partnership Units, Series 7, 7,986,595 Cumulative Class A Preferred Limited Partnership Units, Series 9, 9,936,190 Cumulative Class A Preferred Limited Partnership Units, Series 11 11, 8,000,000 Class A Preferred Units, Series 13, 8,000,000 Class A Preferred Units, Series 14 and one general partnership partner unit are were issued and outstanding as fully-paid and non-assessable units of BIP. As of the BIPdate hereof, there are no issued or outstanding Class A Preferred Units, Series 2, Class A Preferred Units, Series 4, Class A Preferred Units, Series 8, Class A Preferred Units, Series 10, Class A Preferred Units, Series 12 or Class A Preferred Units, Series 15. All of the issued and outstanding shares in the capital of BIPC and limited partnership unitsUnits, Class A preferred limited partnership units Preferred Units and general partner units in the capital of BIP have been duly authorized and validly issued and are fully-paid and non-assessable and have been issued in compliance with all applicable U.S. and Canadian laws (except where the failure to do so would not have a Material Adverse Effect), and none of the outstanding shares in the capital of BIPC or limited partnership unitsUnits, Class A preferred limited partnership units Preferred Units or general partner units in the capital of BIP were issued in violation of the pre-emptive or other similar rights of any securityholder of BIPC or BIP, as applicable. All dividends, including the dividends on shares and all other securities of BIPC ranking prior to or on a parity with the Exchangeable Shares with respect to the payment of dividends in respect of periods ending on or prior to the date hereof have been declared and paid or set apart for payment. All distributions, including the distributions on the Class A preferred limited partnership units and all other securities of BIP ranking prior to or on a parity with the Units with respect to the payment of distributions in respect of periods ending on or prior to the date hereof have been declared and paid or set apart for payment.

Capitalization; Distributions. The authorized capital of BIPC consists of an unlimited number of exchangeable sharesExchangeable Shares, an unlimited number of class B multiple voting shares, an unlimited number of class C non-voting shares, an unlimited number of class A senior preferred shares (issuable in series) and an unlimited number of class B junior preferred shares (issuable in series). As , of July 17which as at November 9, 20202021, 45,018,921 71,197,301 Exchangeable Shares, one class B multiple voting share and 1,402,451 class C non-voting shares were issued and outstanding as fully-paid and non-assessable shares of BIPC. The authorized capital of BIP the Partnership consists of an unlimited number of limited partnership unitsUnits, an unlimited number of Class A preferred limited partnership units Preferred Units and an unlimited number of general partner units. As of July 17November 9, 20202021, 295,222,580 limited partnership unitsapproximately 295,710,251 Units (417,663,243 Units assuming the exchange of all RPUs), 4,989,265 Cumulative Class A Preferred Limited Partnership Units, Series 1, 4,989,262 Cumulative Class A Preferred Limited Partnership Units, Series 3, 9,986,588 Cumulative 11,979,750 Class A Preferred Limited Partnership Units, Series 5, 11,979,750 Cumulative Class A Preferred Limited Partnership Units, Series 7, 7,986,595 Cumulative Class A Preferred Limited Partnership Units, Series 9, 9,936,190 Cumulative Class A Preferred Limited Partnership Units, Series 11 11, 8,000,000 Class A Preferred Units, Series 13, 8,000,000 Class A Preferred Units, Series 14 and one general partnership partner unit are were issued and outstanding as fully-paid and non-assessable units of the BIPPartnership. As of the date hereof, there are no issued or outstanding Class A Preferred Units, Series 2, Class A Preferred Units, Series 4, Class A Preferred Units, Series 8, Class A Preferred Units, Series 10, Class A Preferred Units, Series 12 or Class A Preferred Units, Series 15. All of the issued and outstanding shares in the capital of BIPC and limited partnership unitsUnits, Class A preferred limited partnership units Preferred Units and general partner units in the capital of BIP the Partnership have been duly authorized and validly issued and are fully-paid and non-assessable and have been issued in compliance with all applicable U.S. and Canadian laws (except where the failure to do so would not have a Material Adverse Effect), and none of the outstanding shares in the capital of BIPC or limited partnership unitsand Units, Class A preferred limited partnership units Preferred Units or general partner units in the capital of BIP the Partnership were issued in violation of the pre-emptive or other similar rights of any securityholder of BIPC or BIPthe Partnership, as applicable. All dividends, including the dividends on shares and all other securities of BIPC ranking prior to or on a parity with the Exchangeable Shares with respect to the payment of dividends in respect of periods ending on or prior to the date hereof have been declared and paid or set apart for payment. All distributions, including the distributions on the Class A preferred limited partnership units and all other securities of BIP the Partnership ranking prior to or on a parity with the Units with respect to the payment of distributions in respect of periods ending on or prior to the date hereof have been declared and paid or set apart for payment.