0000950129-08-004324 Sample Contracts

FOURTH AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF PLAINS ALL AMERICAN GP LLC dated as of August 7, 2008
Limited Liability Company Agreement • August 7th, 2008 • Plains All American Pipeline Lp • Pipe lines (no natural gas) • Delaware

THIS FOURTH AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT (this “Agreement”) of Plains All American GP LLC, a Delaware limited liability company (the “Company”), is made and entered into as of the 7th day of August, 2008, 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”).

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PLAINS AAP, L.P. A Delaware Limited Partnership FIFTH AMENDED AND RESTATED LIMITED PARTNERSHIP AGREEMENT August 7, 2008
Limited Partnership Agreement • August 7th, 2008 • Plains All American Pipeline Lp • Pipe lines (no natural gas) • Delaware

THIS FIFTH AMENDED AND RESTATED LIMITED PARTNERSHIP AGREEMENT (this “Agreement”) of Plains AAP, L.P., a Delaware limited partnership (the “Partnership”), is made and entered into as of this 7th day of August, 2008 by Plains All American GP LLC, a Delaware limited liability company, as the general partner, and, pursuant to Section 11.2(d) of the Fourth Amended and Restated Limited Partnership Agreement dated as of December 28, 2007, by and among the General Partner and the Limited Partners (the “Fourth A&R Limited Partnership Agreement”), is binding on the Persons listed as Limited Partners in Schedule I hereto, as such schedule may be amended or supplemented from time to time in accordance herewith.

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