FORM OF SUBORDINATION LEGEND REQUIRED BY SENIOR INDEBTEDNESS] WORKING CAPITAL LOAN AGREEMENTWorking Capital Loan Agreement • October 16th, 2013 • Midcoast Energy Partners, L.P. • Natural gas transmisison & distribution • New York
THIS WORKING CAPITAL LOAN AGREEMENT (this “Agreement”) is made as of , 2013 (the “Effective Date”), between Enbridge Energy Partners, L.P., a Delaware limited partnership (“EEP”, collectively with any EEP subsidiary or EEP affiliate that provides financing to Borrower on behalf of EEP pursuant to this Agreement, or “Lender”), with principal offices at 1100 Louisiana Street, Suite 3300, Houston, Texas 77002, and Midcoast Operating, L.P., a Texas limited partnership (“Borrower”), with principal offices at 1100 Louisiana Street, Suite 3300, Houston, Texas 77002.
CREDIT AGREEMENT Dated as of , 2013 among MIDCOAST ENERGY PARTNERS, L.P., as Parent Borrower, MIDCOAST OPERATING, L.P., as Opco Borrower, the Subsidiary Guarantors, as guarantors, BANK OF AMERICA, N.A., as Administrative Agent, Swing Line Lender and...Credit Agreement • October 16th, 2013 • Midcoast Energy Partners, L.P. • Natural gas transmisison & distribution • New York
The Applicable Rate in effect from the Closing Date through the date on which the Administrative Agent receives a Compliance Certificate pursuant to Section 6.02(a)(i) for the fiscal quarter ending September 30, 2013 shall be determined based upon Pricing Level IV. Thereafter, the Applicable Rate shall be determined and adjusted quarterly on the date (each a “Calculation Date”) ten (10) Business Days after the day by which the Parent Borrower is required to provide a Compliance Certificate pursuant to Section 6.02(a)(i) for the most recently ended fiscal quarter of the Parent Borrower and shall be determined by reference to the Total Leverage Ratio as of the last day of the most recently ended fiscal quarter of the Parent Borrower preceding the applicable Calculation Date as reflected in the applicable Compliance Certificate; provided that if the Parent Borrower fails to provide the Compliance Certificate as required by Section 6.02(a)(i) for the most recently ended calendar quarter of
