0000950123-10-047963 Sample Contracts

CREDIT AGREEMENT Dated as of April 7, 2010 among PAA NATURAL GAS STORAGE, L.P., as the Borrower, BANK OF AMERICA, N.A., as Administrative Agent, Swing Line Lender and L/C Issuer, DNB NOR BANK ASA, as Syndication Agent, WELLS FARGO BANK, NATIONAL...
Credit Agreement • May 11th, 2010 • Paa Natural Gas Storage Lp • Natural gas transmission • New York

This CREDIT AGREEMENT (“Agreement”) is entered into as of April 7, 2010, among PAA NATURAL GAS STORAGE, L.P., a Delaware limited partnership (the “Borrower”), each lender from time to time party hereto (collectively, the “Lenders” and individually, a “Lender”), DNB NOR BANK ASA, as Syndication Agent, WELLS FARGO BANK, NATIONAL ASSOCIATION, UBS LOAN FINANCE LLC, AND CITIBANK, N.A., as Co-Documentation Agents, and BANK OF AMERICA, N.A., as Administrative Agent, Swing Line Lender and L/C Issuer.

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AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF PNGS GP LLC dated as of May 5, 2010
Limited Liability Company Agreement • May 11th, 2010 • Paa Natural Gas Storage Lp • Natural gas transmission • Delaware

THIS AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT (this “Agreement”) of PNGS GP LLC, a Delaware limited liability company (the “Company”), is made and entered into as of the 5th day of May, 2010, by and among the Persons executing this Agreement on the signature pages hereto as a member (together with such other Persons that may hereafter become members as provided herein, referred to collectively as the “Members” or, individually, as a “Member”).

TAX SHARING AGREEMENT BY AND AMONG PLAINS ALL AMERICAN PIPELINE, L.P. AND PAA NATURAL GAS STORAGE, L.P. May 5, 2010
Tax Sharing Agreement • May 11th, 2010 • Paa Natural Gas Storage Lp • Natural gas transmission • Delaware

Tax Sharing Agreement (the “Agreement”), dated this 5th day of May, 2010, by and among PLAINS ALL AMERICAN PIPELINE, L.P. (“PAA”), a Delaware limited partnership, and PAA NATURAL GAS STORAGE, L.P. (“PNGS”), a Delaware limited partnership.

OMNIBUS AGREEMENT among PLAINS ALL AMERICAN GP LLC PLAINS ALL AMERICAN PIPELINE, L.P. PNGS GP LLC and PAA NATURAL GAS STORAGE, L.P.
Omnibus Agreement • May 11th, 2010 • Paa Natural Gas Storage Lp • Natural gas transmission

THIS OMNIBUS AGREEMENT (“Agreement”) is entered into on, and effective as of, the Closing Date (as defined herein), and is by and among Plains All American GP LLC, a Delaware limited liability company (“PAA GP”), Plains All American Pipeline, L.P., a Delaware limited partnership (“PAA”), PNGS GP LLC, a Delaware limited liability company (the “General Partner”) and PAA Natural Gas Storage, L.P., a Delaware limited partnership (the “Partnership”). The above-named entities are sometimes referred to in this Agreement each as a “Party” and collectively as the “Parties.”

AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF PAA NATURAL GAS STORAGE, L.P.
Agreement • May 11th, 2010 • Paa Natural Gas Storage Lp • Natural gas transmission • Delaware

THIS AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF PAA NATURAL GAS STORAGE, L.P. dated as of May 5, 2010, is entered into by and between PNGS GP LLC, a Delaware limited liability company, as the General Partner, and Plains All American Pipeline, L.P., a Delaware limited partnership, together with any other Persons who become Partners in the Partnership or parties hereto as provided herein. In consideration of the covenants, conditions and agreements contained herein, the parties hereto hereby agree as follows:

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