FORM OF SUBORDINATE CREDIT AGREEMENT between BIP Bermuda Holdings I Limited as Borrower and BUUK Bermuda Holdco Limited as Lender Effective as of ∎, 2020Subordinate Credit Agreement • March 4th, 2020 • Brookfield Infrastructure Partners L.P. • Water transportation • Ontario
THIS CREDIT AGREEMENT is effective as of ∎, 2020 and is entered into between BIP Bermuda Holdings I Limited, as the initial Borrower, such Persons as become Borrowers hereunder from time to time, and BUUK Bermuda Holdco Limited, as the Lender.
THIS FORM OF GUARANTEE INDENTURE dated as of ∎, 2020; AMONG: BIPC HOLDINGS INC., a corporation incorporated under the laws of the Province of Ontario, (hereinafter referred to as the “Guarantor”),Guarantee Indenture • March 4th, 2020 • Brookfield Infrastructure Partners L.P. • Water transportation • Ontario
WHEREAS pursuant to the terms of this guarantee indenture (the “Guarantee”) the Guarantor has agreed to guarantee in favour of the Holders (as defined below) the payment of the Senior Preferred Share Obligations (as defined below), pursuant to the terms of the Senior Preferred Shares (as defined below);
BROOKFIELD ASSET MANAGEMENT INC. and WILMINGTON TRUST, NATIONAL ASSOCIATION Rights Agent RIGHTS AGREEMENT Dated as of [●], 2020Rights Agreement • March 4th, 2020 • Brookfield Infrastructure Partners L.P. • Water transportation • Delaware
This Rights Agreement (this “Agreement”) is dated as of [●], 2020 between Brookfield Asset Management Inc., a corporation organized under the laws of Ontario, Canada (“BAM”), and Wilmington Trust, National Association (the “Rights Agent”).
FORM OF GUARANTEE THIS GUARANTEE is made as of the ∎ day of ∎, 2020,Guarantee • March 4th, 2020 • Brookfield Infrastructure Partners L.P. • Water transportation • Ontario
NOW THEREFORE in consideration of the foregoing and other benefits accruing to the Guarantor, the receipt and sufficiency of which are hereby acknowledged, the Guarantor hereby covenants and agrees with the Trustee as follows:
BROOKFIELD INFRASTRUCTURE L.P. FORM OF FOURTH AMENDMENT TO THE AMENDED AND RESTATED LIMITED PARTNERSHIP AGREEMENTLimited Partnership Agreement • March 4th, 2020 • Brookfield Infrastructure Partners L.P. • Water transportation
THIS AMENDMENT (the “Amendment”) to the Amended and Restated Limited Partnership Agreement dated as of February 16, 2018, as amended by the First Amendment to the Amended and Restated Limited Partnership Agreement dated as of September 12, 2018, the Second Amendment to the Amended and Restated Limited Partnership Agreement dated as of August 1, 2019 and the Third Amendment to the Amended and Restated Limited Partnership Agreement dated as of February 27, 2020 (the “Agreement”) of Brookfield Infrastructure L.P. (the “Partnership”) is made as of the ∎ day of ∎, 2020 by the undersigned. Capitalized terms used but not defined herein shall have the meanings set forth in the Agreement.
