South Bow USA Infrastructure Holdings LLC Sample Contracts
BY-LAW NO. 1 A by-law relating generally to the transaction of the business and affairs of 15142083 CANADA LTD.By-Law • June 20th, 2025 • South Bow USA Infrastructure Holdings LLC
AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OFLimited Liability Company Agreement • June 20th, 2025 • South Bow USA Infrastructure Holdings LLC • Delaware
This AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT (this “Agreement”), dated as of August 9, 2024, is entered into by 15142083 Canada Ltd., a corporation organized under the federal laws of Canada (the “Sole Member”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • June 20th, 2025 • South Bow USA Infrastructure Holdings LLC • New York
This Registration Rights Agreement (this “Agreement”) is made and entered into as of August 28, 2024, by and among 6297782 LLC, a Delaware limited liability company (the “Company”), the Guarantors (as defined below) and J.P. Morgan Securities LLC, RBC Capital Markets, LLC, Mizuho Securities USA LLC, MUFG Securities Americas Inc., SMBC Nikko Securities America, Inc., BofA Securities, Inc., Citigroup Global Markets Inc., BMO Capital Markets Corp., CIBC World Markets Corp., National Bank of Canada Financial Inc., Scotia Capital (USA) Inc., TD Securities (USA) LLC, ATB Securities Inc., PNC Capital Markets LLC, and Truist Securities, Inc. (collectively, the “Initial Purchasers”, and J.P. Morgan Securities LLC together with RBC Capital Markets, LLC, as representatives of such Initial Purchasers, the “Representatives”), each of whom has agreed to purchase, severally and not jointly, the Company’s 4.911% Senior Notes due 2027, the Company’s 5.026% Senior Notes due 2029, the Company’s 5.584% Se
SECOND AMENDMENT TO LIMITED LIABILITY COMPANY AGREEMENT THE LIMITED LIABILITY COMPANY AGREEMENT OF THE CORPORATION IS HEREBY AMENDED AS FOLLOWS:Limited Liability Company Agreement • June 20th, 2025 • South Bow USA Infrastructure Holdings LLC
6297782 LLC, as Issuer and The Guarantors Party Hereto and The Bank of New York Mellon, as U.S. Trustee and BNY Trust Company of Canada, as Canadian Trustee INDENTUREIndenture • June 20th, 2025 • South Bow USA Infrastructure Holdings LLC • Alberta
Indenture, dated as of August 1, 2023, by and among 6297782 LLC, a Delaware limited liability company (the “Issuer”), 15142083 Canada Ltd., a corporation incorporated under the laws of Canada, as guarantor (the “Holdco Guarantor”), 15142121 Canada Ltd., a corporation incorporated under the laws of Canada, as guarantor (the “Guarantor Party”), BNY Trust Company of Canada, a trust company existing under the laws of Canada, as the Canadian trustee (the “Canadian Trustee”), and The Bank of New York Mellon, a New York banking corporation, as the United States trustee, paying agent, registrar and transfer agent (the “U.S. Trustee”). The Canadian Trustee and the U.S. Trustee are each also individually referred to in this Indenture as a “Trustee” and collectively, as the “Trustees”.
BY-LAW NO. 1 A by-law relating generally to the transaction of the business and affairs of 15142121 CANADA LTD.By-Law • June 20th, 2025 • South Bow USA Infrastructure Holdings LLC