Common use of Equity Support Clause in Contracts

Equity Support. (a) Each Shareholder shall procure, provide and maintain in full force and effect a guarantee and/or the equity support instruments required from such Shareholder as set forth below (each such instrument, “Required Equity Support”): (i) in the case of VINCI Airports, the VINCI Airports Guarantee and the Astaldi Supplemental Guarantee – VINCI; (ii) in the case of ADP Management, the ADP Management Guarantee and the Astaldi Supplemental Guarantee – ADP; and (iii) in the case of Astaldi, one or more Astaldi Letters of Credit with an aggregate face value equal to or greater than the Minimum Face Value; provided that: (A) each of the VINCI Airports Guarantee and the ADP Management Guarantee shall be in an initial maximum guaranteed amount equal to VINCI Airports’ and ADP Management’s Shareholder Percentage respectively multiplied by the aggregate amount of the Additional Equity Commitment, the Contingent Equity Commitment and the Maximum VAT Coverage Base Equity Amount, in each case solely to guarantee payment of such Shareholder’s Shareholder Percentage of the Additional Equity, the Contingent Equity and the Maximum VAT Coverage Base Equity Amount; (B) the Astaldi Letters of Credit, which shall be in an aggregate face value at all times equal to or greater than the Minimum Face Value, are solely to guarantee payment of Astaldi’s Shareholder Percentage of the Additional Equity, the Contingent Equity and the VAT Coverage Base Equity Amount, in accordance with the order of priority set forth in Section 2.2(c); (C) the Astaldi Supplemental Guarantee - VINCI (x) in an initial maximum guaranteed amount equal to, after subtracting an amount equal to the initial face value of the Astaldi Letters of Credit, the product of (x) Astaldi’s Shareholder Percentage multiplied by the aggregate amount of the Additional Equity Commitment, the Contingent Equity Commitment and the VAT Coverage Base Equity Amount and (y) VINCI Airport’s Supplemental Guarantee Shareholder Percentage solely to guarantee payment of Astaldi’s Shareholder Percentage of the Additional Equity, the Contingent Equity and the VAT Coverage Base Equity Amount, in each case in accordance with the order of priority set forth in Section 2.2(c); and (D) the Astaldi Supplemental Guarantee - ADP (x) in an initial maximum guaranteed amount equal to, after subtracting an amount equal to the initial face value of the Astaldi Letters of Credit, the product of (x) Astaldi’s Shareholder Percentage multiplied by the aggregate amount of the Additional Equity Commitment, the Contingent Equity Commitment and the VAT Coverage Base Equity Amount and (y) ADP’s Supplemental Guarantee Shareholder Percentage solely to guarantee payment of Astaldi’s Shareholder Percentage of the Additional Equity, the Contingent Equity and the VAT Coverage Base Equity Amount, in each case in accordance with the order of priority set forth in Section 2.2(c). (b) Subject to sub-clause (c) below, any payments made by VINCI Airports, ADP Management, Astaldi or a corresponding provider of Required Equity Support required to be provided by such Shareholder pursuant to such Required Equity Support in satisfaction of such Shareholder’s Guaranteed Obligations shall pro tanto reduce the maximum guaranteed amount of the Required Equity Support for such Shareholder’s Guaranteed Obligations. (c) Any payments made by Astaldi in satisfaction of Astaldi’s Guaranteed Obligations (excluding any payments made by means of a drawing on the Astaldi Letters of Credit) shall pro tanto reduce the maximum guaranteed amount or the Minimum Face Value, as applicable, of the Required Equity Support for Astaldi’s Guaranteed Obligations in the following order: first, (i) the Astaldi Supplemental Guarantee – VINCI in an amount equal to the product of the amount of such payment and the VINCI Airports Supplemental Guarantee Shareholder Percentage and (ii) the Astaldi Supplemental Guarantee – ADP in an amount equal to the product of the amount of such payment and the ADP Supplemental Guarantee Shareholder Percentage; and second, after a reduction in full of the maximum guaranteed amount under the Astaldi Supplemental Guarantees, the Astaldi Letters of Credit. (d) Upon any reduction of the Commitment pursuant to Section 2.2(a)(i) of the Common Terms Agreement in connection with the rebalancing of the Base Case Financial Model required in accordance with Section 3.2(i) of the Common Terms Agreement, the Shareholders shall promptly, but in any event within one (1) Business Day, deliver to the Global Administrative Agent, with a copy to the Borrower, updated versions of Schedules II and VIII hereto reflecting the impact on the drawdown and on certain defined terms hereto, in form and substance satisfactory to all Senior Lenders and the Global Administrative Agent, and upon receiving written approval from each Senior Lender in respect of such updated Schedules II and VIII, the Global Administrative Agent shall deliver a copy of such updated Schedules II and VIII to the Borrower, each Shareholder and each Senior Lender, and upon delivery thereof this Agreement shall be deemed to be amended to replace Schedules II and VIII with such revised Schedules II and VIII. (e) The Global Administrative Agent and the Chilean Collateral Agent shall not make a demand for payment or otherwise exercise their rights under the Astaldi Supplemental Guarantees unless and until the full amount of the Astaldi Letters of Credit has been drawn in accordance with the terms thereof. (f) Demands for payment under the Astaldi Supplemental Guarantees shall be made to VINCI and ADP in the following proportions (the “Supplemental Guarantee Shareholder Percentage”): (i) ADP – 45/85; and (ii) VINCI Airports – 40/85.

Equity Support. (a) Each Shareholder shall procure, provide and maintain in full force and effect a guarantee and/or the equity support instruments required from such Shareholder as set forth below (each such instrument, “Required Equity Support”): (i) in the case of VINCI Airports, the VINCI Airports Guarantee and the Astaldi Supplemental Guarantee – VINCI; (ii) in the case of ADP Management, the ADP Management Guarantee and the Astaldi Supplemental Guarantee – ADP; and (iii) in the case of Astaldi, one or more Astaldi Letters of Credit with an aggregate face value equal to or greater than the Minimum Face Value; provided that: (A) each of the VINCI Airports Guarantee and the ADP Management Guarantee shall be in an initial maximum guaranteed amount equal to VINCI Airports’ and ADP Management’s Shareholder Percentage respectively multiplied by the aggregate amount of the Additional Equity Commitment, the Contingent Equity Commitment Commitment, the Maximum VAT Coverage Base Equity Amount and the Maximum VAT RS Coverage Base Equity Amount, in each case solely to guarantee payment of such Shareholder’s Shareholder Percentage of the Additional Equity, the Contingent Equity, the VAT Coverage Base Equity Amount and the Maximum VAT RS Coverage Base Equity Amount; (B) the Astaldi Letters of Credit, which Credit shall be in an aggregate face value at all times equal to or greater than the Minimum Face Value, are solely to guarantee payment of Astaldi’s Shareholder Percentage of the Additional Equity, the Contingent Equity, the VAT Coverage Base Equity Amount and the VAT RS Coverage Base Equity Amount, in accordance with the order of priority set forth in Section 2.2(c) (Equity Support); (C) the Astaldi Supplemental Guarantee - – VINCI (x) shall be in an initial maximum guaranteed amount equal to, after subtracting an amount equal to the initial face value of the Astaldi Letters of Credit, the product of (x1) Astaldi’s Shareholder Percentage multiplied by the aggregate amount of the Additional Equity Commitment, the Contingent Equity Commitment and Commitment, the Maximum VAT Coverage Base Equity Amount and the Maximum RS Coverage Base Equity Amount, and (y2) VINCI Airport’s Supplemental Guarantee Shareholder Percentage Percentage, solely to guarantee payment of Astaldi’s Shareholder Percentage of the Additional Equity, the Contingent Equity, the VAT Coverage Base Equity Amount and the VAT RS Coverage Base Equity Amount, in each case in accordance with the order of priority set forth in Section 2.2(c) (Equity Support); and (D) the Astaldi Supplemental Guarantee - – ADP (x) shall be in an initial maximum guaranteed amount equal to, after subtracting an amount equal to the initial face value of the Astaldi Letters of Credit, the product of (x1) Astaldi’s Shareholder Percentage multiplied by the aggregate amount of the Additional Equity Commitment, the Contingent Equity Commitment and Commitment, the Maximum VAT Coverage Base Equity Amount and the Maximum RS Coverage Base Equity Amount, and (y2) ADP’s Supplemental Guarantee Shareholder Percentage Percentage, solely to guarantee payment of Astaldi’s Shareholder Percentage of the Additional Equity, the Contingent Equity, the VAT Coverage Base Equity Amount and the VAT RS Coverage Base Equity Amount, in each case in accordance with the order of priority set forth in Section 2.2(c) (Equity Support). (b) Subject to sub-clause (c) below, any payments made by VINCI Airports, ADP Management, Astaldi or a corresponding provider of Required Equity Support required to be provided by such Shareholder pursuant to such Required Equity Support in satisfaction of such Shareholder’s Guaranteed Obligations shall pro tanto reduce the maximum guaranteed amount of the Required Equity Support for such Shareholder’s Guaranteed Obligations. (c) Any payments made by Astaldi in satisfaction of Astaldi’s Guaranteed Obligations (excluding any payments made by means of a drawing on the Astaldi Letters of Credit) shall pro tanto reduce the maximum guaranteed amount or the Minimum Face Value, as applicable, of the Required Equity Support for Astaldi’s Guaranteed Obligations in the following order: first, (i) the Astaldi Supplemental Guarantee – VINCI in an amount equal to the product of the amount of such payment and the VINCI Airports Supplemental Guarantee Shareholder Percentage and (ii) the Astaldi Supplemental Guarantee – ADP in an amount equal to the product of the amount of such payment and the ADP Supplemental Guarantee Shareholder Percentage; and second, after a reduction in full of the maximum guaranteed amount under the Astaldi Supplemental Guarantees, the Astaldi Letters of Credit. (d) Upon any reduction of the Commitment pursuant to Section 2.2(a)(i) of the Common Terms Agreement in connection with the rebalancing of the Base Case Financial Model required in accordance with Section 3.2(i) of the Common Terms Agreement, the Shareholders shall promptly, but in any event within one (1) Business Day, deliver to the Global Administrative Agent, with a copy to the Borrower, an updated versions version of Schedules II and Schedule VIII (Certain Defined Terms) hereto reflecting the impact on the drawdown and on certain defined terms hereto, in form and substance satisfactory to all Senior Lenders and the Global Administrative Agent, and upon receiving written approval from each Senior Lender in respect of such updated Schedules II and VIIISchedule VIII (Certain Defined Terms), the Global Administrative Agent shall deliver a copy of such updated Schedules II and Schedule VIII (Certain Defined Terms) to the Borrower, each Shareholder and each Senior Lender, and upon delivery thereof this Agreement shall be deemed to be amended to replace Schedules II and Schedule VIII (Certain Defined Terms) with such revised Schedules II and VIIISchedule VIII (Certain Defined Terms). (e) The Global Administrative Agent and the Chilean Collateral Agent shall not make a demand for payment or otherwise exercise their rights under the Astaldi Supplemental Guarantees unless and until the full amount of the Astaldi Letters of Credit has been drawn in accordance with the terms thereof. (f) Demands for payment under the Astaldi Supplemental Guarantees shall be made to VINCI and ADP in the following proportions (the “Supplemental Guarantee Shareholder Percentage”): (i) ADP – 45/85; and (ii) VINCI Airports – 40/85.