Sunoco 2013 Annual Report Download - page 179

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(i) no such additions shall be allowed with respect to any Material Project unless:
(a) not later than 20 days (or such shorter time period as may be agreed by the
Administrative Agent) prior to the delivery of a certificate required by the terms and provisions of
Section 6.01(b) if Material Project EBITDA Adjustments will be made to Consolidated EBITDA
in determining compliance with Section 7.10, the Borrower shall have delivered to the
Administrative Agent a proposed determination of Material Project EBITDA Adjustments setting
forth (i) the scheduled Commercial Operation Date for such Material Project and (ii) projections
of Consolidated EBITDA attributable to such Material Project, along with a reasonably detailed
explanation of the basis therefor, and
(b) prior to the date such certificate is required to be delivered, the Administrative Agent
shall have approved (such approval not to be unreasonably withheld or delayed) such projections
and shall have received such other information and documentation as the Administrative Agent may
reasonably request, all in form and substance satisfactory to the Administrative Agent; and
(ii) the aggregate amount of all Material Project EBITDA Adjustments during any period
shall be limited to 20% of the total actual Consolidated EBITDA of the MLP and its Subsidiaries
for such period (which total actual Consolidated EBITDA shall be determined without including
any Material Project EBITDA Adjustments).
"Material Subsidiary" means any Subsidiary that is a "significant subsidiary" as defined in
Article I, Rule 1-02 of Regulation S-X, promulgated pursuant to the Securities Act of 1933, as
amended, as such regulation is in effect on any date of determination.
"Matured LC Obligations" means all amounts paid by LC Issuer on drafts or demands for
payment drawn or made under or purported to be under any Letter of Credit and all other amounts
due and owing to LC Issuer under any LC Application, to the extent the same have not been repaid
to LC Issuer (with the proceeds of Loans or otherwise).
"Maturity Date" means November 19, 2018, as may be extended pursuant to Section 2.18.
"Maximum Rate" has the meaning given to such term in Section 10.09.
"Minimum Collateral Amount" means, at any time, (a) with respect to Cash Collateral
consisting of cash or deposit account balances, an amount equal to 102% of the Fronting Exposure
of the LC Issuers and the Swingline Lender with respect to Letters of Credit or Swingline Loans
issued and outstanding at such time and (b) otherwise, an amount determined by the Administrative
Agent, the applicable LC Issuers and the Swingline Lender in their sole discretion.
"MLP General Partner" means Sunoco Partners LLC, a Pennsylvania limited liability
company, or the corporate, partnership or limited liability successors thereto.
"Moody’s" means Moody’s Investors Service, Inc., or its successor.
"New Lenders" has the meaning given to such term in Section 2.17(a).