PLAINS ALL AMERICAN PIPELINE, L.P. PAA FINANCE CORP. $600,000,000 6.50% Notes due 2018 Purchase AgreementPurchase Agreement • April 23rd, 2008 • Plains All American Pipeline Lp • Pipe lines (no natural gas) • New York
EXCHANGE AND REGISTRATION RIGHTS AGREEMENT AMONG PLAINS ALL AMERICAN PIPELINE, L.P., PAA FINANCE CORP., THE GUARANTORS AND THE INITIAL PURCHASERS Dated as of April 23, 2008Exchange and Registration Rights Agreement • April 23rd, 2008 • Plains All American Pipeline Lp • Pipe lines (no natural gas) • New York
Plains All American Pipeline, L.P., a Delaware limited partnership (the “Partnership”), PAA Finance Corp., a Delaware corporation (“PAA Finance,” and together with the Partnership, the “Issuers”) and the Guarantors listed on Schedule 1 hereto (the “Guarantors”), propose to issue and sell to the initial purchasers listed on Schedule 2 hereto (the “Initial Purchasers”), upon the terms set forth in a purchase agreement dated April 18, 2008 (the “Purchase Agreement”), $600,000,000 principal amount of 6.50% Senior Notes due 2018 (the “Securities”) relating to the initial placement of the Securities (the “Initial Placement”). To induce the Initial Purchasers to enter into the Purchase Agreement and to satisfy a condition of your obligations thereunder, the Issuers and the Guarantors agree with you for your benefit and the benefit of the other holders from time to time of the Securities (including the Initial Purchasers) (each a “Holder” and, together, the “Holders”), as follows:
PLAINS ALL AMERICAN PIPELINE, L.P. PAA FINANCE CORP. as Issuers and THE SUBSIDIARY GUARANTORS NAMED HEREIN as Guarantors SERIES A AND SERIES B 6.50% SENIOR NOTES DUE 2018 THIRTEENTH SUPPLEMENTAL INDENTURE Dated as of April 23, 2008 U.S. BANK NATIONAL...Thirteenth Supplemental Indenture • April 23rd, 2008 • Plains All American Pipeline Lp • Pipe lines (no natural gas) • Nova Scotia
THIRTEENTH SUPPLEMENTAL INDENTURE dated as of April 23, 2008 (this “Supplemental Indenture”) among PLAINS ALL AMERICAN PIPELINE, L.P., a Delaware limited partnership (the “Partnership”), PAA FINANCE CORP., a wholly owned subsidiary of the Partnership and a Delaware corporation (“PAA Finance” and, together with the Partnership, the “Issuers”), and the subsidiary guarantors signatory hereto (the “Subsidiary Guarantors”), and U.S. BANK NATIONAL ASSOCIATION, as trustee (the “Trustee”).
