Common use of Delayed Draw Term Commitments Clause in Contracts

Delayed Draw Term Commitments. On the terms and subject to the conditions contained in this Agreement, each Delayed Draw Term Lender severally agrees to make term loans (each a "Delayed Draw Term Loan") to the Borrower in one or more drawings to be made on or prior to the Delayed Draw Term Commitment Termination Date, in an amount not to exceed such Lender's Delayed Draw Term Commitment in effect at such time, which Delayed Draw Term Loan shall be available in Dollars to the Borrower pursuant to such Lender's pro rata share of the Delayed Draw Term Commitments; provided, that no Delayed Draw Term Lender shall be required to make Delayed Draw Term Loans to the Borrower in an amount in excess of such Delayed Draw Term Lender's Delayed Draw Term Commitment. Amounts of Delayed Draw Term Loans repaid or prepaid may not be reborrowed. Notwithstanding anything to the contrary in the foregoing, if the Gas Acquisition shall have been consummated, Delayed Draw Term Loans shall not be permitted to be borrowed to finance the Specified Acquisition unless the Available Credit (determined after giving effect to any Revolving Credit Borrowing AMENDED AND RESTATED CREDIT AGREEMENT Macquarie Infrastructure Company Inc. made to finance the Specified Acquisition) shall be $30,0000,000 or less.

Delayed Draw Term Commitments. On the terms set forth herein and in the Restated Credit Agreement and subject to the conditions contained in this Agreementset forth herein, each Delayed Draw Term Lender severally agrees to make term loans (each a "Delayed Draw Term Loan") to that, on and as of the Borrower in one or more drawings to be made on or prior to the Delayed Draw Term Commitment Termination Restatement Effective Date, in an amount not to exceed such Lender's it shall have a Delayed Draw Term Commitment in effect at such time, which an amount set forth under the caption “Delayed Draw Term Loan 2 [[5869067v.6]] Commitments” opposite its name on Schedule 2.01 to Annex I hereto and shall be available in Dollars entitled to all the Borrower pursuant to such Lender's pro rata share rights of, and be bound by all of the obligations of, Delayed Draw Term Commitments; providedLenders under, that no Delayed Draw Term Lender shall be required to make Delayed Draw Term Loans to and as defined in, the Borrower in an amount in excess of such Delayed Draw Term Lender's Delayed Draw Term Commitment. Amounts Restated Credit Agreement and the other Loan Documents, including, without limitation, the obligations of Delayed Draw Term Loans repaid or prepaid may not be reborrowedLenders under Section 2.01 of the Restated Credit Agreement. Notwithstanding anything (b) Revolving Commitments; Swingline and Letter of Credit Facilities. (i) On the terms set forth herein and in the Restated Credit Agreement and subject to the contrary conditions set forth herein, each Revolving Lender agrees that, on and as of the Restatement Effective Date, such Revolving Lender shall have a Revolving Commitment in an amount set forth under the caption “Revolving Commitments” opposite its name on Schedule 2.01 to Annex I hereto and shall be entitled to all the rights of, and be bound by all of the obligations of, Revolving Lenders under, and as defined in, the Restated Credit Agreement and the other Loan Documents, including, without limitation, the obligations of Revolving Lenders under Sections 2.01, 2.20 and 2.21 of the Restated Credit Agreement. (ii) Each party hereto acknowledges and agrees that, on the Restatement Effective Date, the Applicable Percentage of the Revolving Lenders shall automatically be redetermined to be based on the Revolving Commitments set forth on Schedule 2.01 to Annex I hereto. Without limiting the foregoing, if each Revolving Lender acknowledges and agrees that, on the Gas Acquisition Restatement Effective Date and without any further action on the part of any Person, each Issuing Bank shall be deemed to have granted to such Revolving Lender, and such Revolving Lender shall have been consummatedacquired from such Issuing Bank, Delayed Draw Term Loans shall not be permitted a participation in each Letter of Credit (including any Existing Letter of Credit set forth on Schedule 2.20(b) to Annex I hereto) issued by such Issuing Bank and outstanding on the Restatement Effective Date equal to such Revolving Lender’s Applicable Percentage (as so automatically redetermined on the Restatement Effective Date) of the aggregate amount available to be borrowed to finance drawn under such Letter of Credit. (iii) PNC Bank, National Association hereby agrees that, on and as of the Specified Acquisition unless the Available Credit (determined after giving effect to any Revolving Credit Borrowing AMENDED AND RESTATED CREDIT AGREEMENT Macquarie Infrastructure Company Inc. made to finance the Specified Acquisition) Restatement Effective Date, it shall be $30,0000,000 or less.the Swingline Lender under the Restated Credit Agreement, subject to the terms and conditions set forth in the Restated Credit Agreement. (iv) Each Person whose name is set forth on Schedule 2.20(a) to Annex I hereto hereby agrees that, on and as of the Restatement Effective Date, it shall be an Issuing Bank under the Restated Credit Agreement and shall have an LC Commitment in an amount set forth opposite its name on such Schedule 2.20(a) and shall be entitled to all of the rights of, and be bound by all of the obligations of, an Issuing Bank under the Restated Credit Agreement and the other Loan Documents, including, without limitation, the obligations of Issuing Banks under Section 2.20 of the Restated Credit Agreement. (c)

Delayed Draw Term Commitments. On Subject to the terms and subject to the conditions contained in this Agreementhereof, each Delayed Draw Term Lender severally agrees to make term loans (each a "Delayed Draw Term Loan"i) to the Borrower in one or more drawings to be made on or prior to the Delayed Draw Term Commitment Termination Date, in an amount not to exceed such Lender's Delayed Draw Term Commitment in effect at such time, which Delayed Draw Term Loan shall be available in Dollars to the Borrower pursuant to such Lender's pro rata share of the Delayed Draw Term Commitments; provided, that no Delayed Draw Term Lender shall be required to make Delayed Draw Term Loans to the Borrower Borrowers during the period commencing on the Closing Date and ending on the earlier of (A) November 8, 2014 and (B) the date on which the 2014 Convertible Unsecured Notes are paid in an amount in excess full, the proceeds of such Delayed Draw Term Lender's Delayed Draw Term Commitment. Amounts of Delayed Draw Term Loans repaid or prepaid may not be reborrowed. Notwithstanding anything to the contrary in the foregoing, if the Gas Acquisition shall have been consummated, which Delayed Draw Term Loans shall be used by the Borrowers solely to refinance the 2014 Convertible Unsecured Notes contemporaneously with (or within five (5) Business Days thereafter) the repayment, purchase or redemption thereof by the Loan Parties and to pay related fees and expenses (such Delayed Draw Term Loans are referred to herein as “2014 Note Refinancing Delayed Draw Term Loans”) and (ii) Delayed Draw Term Loans to the Borrowers during the period commencing on March 31, 2015 and ending on April 30, 2015, the proceeds of which Delayed Draw Term Loans shall be used by the Borrowers solely to reimburse, on a dollar for dollar basis, the Loan Parties for prior cash repayments, purchases or redemptions of the 2014 Convertible Unsecured Notes made by the Loan Parties after Closing Date pursuant to Section 7.6(i) that were not be permitted contemporaneously (or within five (5) Business Days) refinanced with the proceeds of the 2014 Note Refinancing Delayed Draw Term Loans and not otherwise previously refinanced with the proceeds of the Delayed Draw Term Loans, and to be borrowed pay related fees and expenses (such Delayed Draw Term Loans are referred to finance herein as “Reimbursement Delayed Draw Term Loans”). The aggregate principal amount of all Delayed Draw Term Loans made by each Delayed Draw Term Lender shall not exceed the Specified Acquisition unless Delayed Draw Term Commitment of such Lender. The aggregate principal amount of all Reimbursement Delayed Draw Term Loans made by all Delayed Draw Term Lenders shall not exceed $18,938,000. With respect to the Available Credit (determined Reimbursement Delayed Draw Term Loans, for purposes of Section 5.3(c) the Lenders shall have received evidence satisfactory to the Lenders of the Borrower’s compliance with the Consolidated Senior Leverage Ratio, calculated on a pro forma basis after giving effect to any Revolving Credit Borrowing AMENDED AND RESTATED CREDIT AGREEMENT Macquarie Infrastructure Company Inc. made the funding of the Delayed Draw Term Loans, for the fiscal quarter ending March 31, 2015 less 0.25x. The Delayed Draw Term Loans may be drawn in up to finance five (5) separate draws of not less than $5,000,000 each; provided that the Specified Acquisition) shall Reimbursement Delayed Draw Term Loans only may be $30,0000,000 drawn in one single draw. Delayed Draw Term Loans may from time to time be Eurodollar Loans or lessABR Loans, as determined by the Borrowers and notified to the Administrative Agent in accordance with Sections 2.2 and 2.13.”

Delayed Draw Term Commitments. On Subject to the terms and subject to conditions set forth herein, during the conditions contained in this AgreementDelayed Draw Commitment Period, each Delayed Draw Term Lender severally agrees to make term loans (each with a "Delayed Draw Term Loan") to the Borrower in one or more drawings to be made on or prior to the Delayed Draw Term Commitment Termination Dateseverally, in an amount and not to exceed such Lender's Delayed Draw Term Commitment in effect at such timejointly, which Delayed Draw Term Loan shall be available in Dollars to the Borrower pursuant to such Lender's pro rata share of the Delayed Draw Term Commitments; provided, that no Delayed Draw Term Lender shall be required agrees to make Delayed Draw Term Loans to the Borrower on each Delayed Draw Funding Date in an Dollars in a principal amount in excess of not to exceed its Delayed Draw Term Commitment; provided that there shall not be more than five Delayed Draw Funding Dates during the Delayed Draw Commitment Period. Each Delayed Draw Term Lender’s Delayed Draw Term Commitment shall (x) be permanently reduced on each Delayed Draw Funding Date by the principal amount funded by each such Delayed Draw Term Lender's Lender on such Delayed Draw Term CommitmentFunding Date and (y) terminate immediately and without further action on the Delayed Draw Termination Date. Amounts paid or prepaid in respect of the Delayed Draw Term Loans repaid or prepaid may not be reborrowed. Notwithstanding anything to the contrary in contained herein, and immediately after giving effect to the foregoingincurrence of such Delayed Draw Term Loans (or, if at the Gas Acquisition shall have been consummatedelection of the Administrative Agent (such election to be notified to the Borrower and each Delayed Draw Term Lender), upon the Delayed Draw Termination Date), the outstanding principal amount of such Delayed Draw Term Loans shall not be permitted automatically deemed to constitute Initial Term Loans thereafter for all purposes of this Agreement and the other applicable Loan Documents; it being understood and agreed that such outstanding Delayed Draw Term Loans shall be borrowed added to finance (and form part of) each then outstanding Borrowing of Initial Term Loans on a pro rata basis (based on the Specified Acquisition unless relative sizes of the Available Credit various outstanding Borrowings), so that each Term Loan Lender that holds outstanding Term Loans and such Delayed Draw Term Loans will participate proportionately in each then outstanding Borrowing of Initial Term Loans (determined after giving effect to the conversion pursuant to this sentence). To the extent this clause (b) requires that Delayed Draw Term Lenders making new Delayed Draw Term Loans add such Delayed Draw Term Loans to the then outstanding Borrowings of Eurodollar Rate Loans of the Initial Term Loans, it is acknowledged that the effect thereof may result in such new Delayed Draw Term Loans having short Interest Periods (i.e., an Interest Period that began during an Interest Period then applicable to outstanding Eurodollar Rate Loans of the respective Term Facility and which will end on the last day of such Interest Period). Notwithstanding anything herein to the contrary, if the Administrative Agent determines, in consultation with the Borrower, on or prior to any Revolving Credit Borrowing AMENDED AND RESTATED CREDIT AGREEMENT Macquarie Infrastructure Company Inc. Delayed Draw Funding Date that the Delayed Draw Term Loans and the Initial Term Loans made on the Closing Date will be treated as separate issues of debt instruments for tax purposes, the Administrative Agent may (in its sole discretion) require that the Delayed Draw Term Loans be incurred as a separate tranche of Term Loans hereunder and, without the consent of any other Lender, together with the Borrower may effect such amendments to finance this Agreement and the Specified Acquisition) shall other Loan Documents as may be $30,0000,000 necessary or lessappropriate, in the reasonable opinion of the Administrative Agent, to address technical issues relating to the treatment of the Delayed Draw Term Loans as a separate tranche of Term Loans hereunder.