THIRD AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF PLAINS PIPELINE, L.P.Plains All American Pipeline Lp • May 10th, 2004 • Pipe lines (no natural gas) • Texas
THIS THIRD AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP of PLAINS PIPELINE, L.P., dated as of April 1, 2004, is entered into by and between Plains Marketing GP Inc., a Delaware corporation, as the General Partner, and Plains Marketing, L.P., a Texas limited partnership, as the Limited Partner, together with any other Persons who hereafter 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:
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • May 10th, 2004 • Plains All American Pipeline Lp • Pipe lines (no natural gas) • Delaware
This Agreement is made in connection with the Closing of the issuance and sale of the Class C Units pursuant to the Class C Common Unit Purchase Agreement, dated as of March 31, 2004, by and among PAA and the Purchasers (the "Purchase Agreement"). PAA has agreed to provide the registration and other rights set forth in this Agreement for the benefit of the Purchasers of the Class C Units pursuant to Section 2.05(d) of the Purchase Agreement. In consideration of the mutual covenants and agreements set forth herein and for good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged by each party hereto, the parties hereby agree as follows:
AMENDMENT NO. 1 TO THE THIRD AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF PLAINS ALL AMERICAN PIPELINE, L.P.Plains All American Pipeline Lp • May 10th, 2004 • Pipe lines (no natural gas) • New York
THIS AMENDMENT NO. 1 TO THE THIRD AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF PLAINS ALL AMERICAN PIPELINE, L.P. (this "Amendment"), dated as of April 15, 2004, is entered into and effectuated by Plains AAP, L.P., a Delaware limited partnership, as the General Partner, pursuant to authority granted to it in Section 5.6 of the Third Amended and Restated Agreement of Limited Partnership of Plains All American Pipeline, L.P., dated as of June 27, 2001, as amended (the "Partnership Agreement"). Capitalized terms used but not defined herein are used as defined in the Partnership Agreement.
INTERIM 364-DAY CREDIT AGREEMENTCredit Agreement • May 10th, 2004 • Plains All American Pipeline Lp • Pipe lines (no natural gas) • New York
THIS INTERIM 364-DAY CREDIT AGREEMENT is made as of April 1, 2004, by and among PLAINS ALL AMERICAN PIPELINE, L.P., a Delaware limited partnership ("Borrower"), BANK ONE, NA, as administrative agent (in such capacity, "Administrative Agent"), FLEET NATIONAL BANK, as syndication agent (in such capacity, "Syndication Agent"), WACHOVIA BANK, NATIONAL ASSOCIATION, as documentation agent (in such capacity, "Documentation Agent"), BANC ONE CAPITAL MARKETS, INC. and FLEET SECURITIES INC., as co-lead arrangers, BANC ONE CAPITAL MARKETS, INC. as sole book manager, and the Lenders referred to below. In consideration of the mutual covenants and agreements contained herein the parties hereto agree as follows:
CLASS C COMMON UNIT PURCHASE AGREEMENT by and among PLAINS ALL AMERICAN PIPELINE, L.P., KAYNE ANDERSON ENERGY FUND II, L.P., KAFU HOLDINGS, L.P., KAYNE ANDERSON CAPITAL INCOME PARTNERS, L.P., KAYNE ANDERSON MLP FUND, L.L.P., TORTOISE ENERGY...Common Unit Purchase Agreement • May 10th, 2004 • Plains All American Pipeline Lp • Pipe lines (no natural gas) • Delaware
CLASS C COMMON UNIT PURCHASE AGREEMENT, dated as of March , 2004 (this "Agreement"), by and among PLAINS ALL AMERICAN PIPELINE, L.P ("PAA") and each of KAYNE ANDERSON ENERGY FUND II, L.P. ("KAEF"), KAFU HOLDINGS, L.P. ("KAFU"), KAYNE ANDERSON CAPITAL INCOME PARTNERS, L.P. ("KACIP"), KAYNE ANDERSON MLP FUND, L.L.P. ("KAMLP") (collectively, "Kayne Anderson"), TORTOISE ENERGY INFRASTRUCTURE CORPORATION ("Tortoise"), and VULCAN ENERGY II INC. ("Vulcan") (each of KAEF, KAFU, KACIP, KAMLP, Tortoise and Vulcan a "Purchaser" and collectively, the "Purchasers").
