SHAREHOLDER AND REGISTRATION RIGHTS AGREEMENTShareholder and Registration Rights Agreement • October 2nd, 2013 • Plains Gp Holdings Lp • Pipe lines (no natural gas) • Texas
THIS SHAREHOLDER AND REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is made and entered into as of [·], 2013, by and among Plains GP Holdings, L.P., a limited partnership (the “Company”), and each of the parties listed on Annex A (the “Initial Holders”) (each a “Party” and collectively, the “Parties”).
ADMINISTRATIVE AGREEMENT by and among PLAINS GP HOLDINGS, L.P. PAA GP HOLDINGS LLC PLAINS ALL AMERICAN PIPELINE, L.P. PAA GP LLC PLAINS AAP, L.P. and PLAINS ALL AMERICAN GP LLCAdministrative Agreement • October 2nd, 2013 • Plains Gp Holdings Lp • Pipe lines (no natural gas)
PLAINS AAP, L.P. A Delaware Limited Partnership SEVENTH AMENDED AND RESTATED LIMITED PARTNERSHIP AGREEMENTLimited Partnership Agreement • October 2nd, 2013 • Plains Gp Holdings Lp • Pipe lines (no natural gas) • Delaware
THIS SEVENTH 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 [·] day of [·], 2013 by Plains All American GP LLC, a Delaware limited liability company, as the general partner, and, pursuant to Section 11.2(d) of the Sixth Amended and Restated Limited Partnership Agreement dated as of December 23, 2010, by and among the General Partner and the Limited Partners of the Partnership (the “Sixth 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.
SIXTH AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF PLAINS ALL AMERICAN GP LLC dated as of [·], 2013Limited Liability Company Agreement • October 2nd, 2013 • Plains Gp Holdings Lp • Pipe lines (no natural gas) • Delaware
THIS SIXTH 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 [·], 2013, by Plains GP Holdings, L.P., a Delaware limited partnership (“PAGP”) and the sole member of the Company.
FORM OF WAIVER AGREEMENTWaiver Agreement • October 2nd, 2013 • Plains Gp Holdings Lp • Pipe lines (no natural gas) • Texas
WAIVER AGREEMENT (this “Waiver Agreement”), dated as of [·], 2013, with respect to the AMENDED AND RESTATED EMPLOYMENT AGREEMENT dated as of June 30, 2001, as amended (the “Agreement”), between Plains All American GP LLC, a Delaware limited liability company (the “Company”), and Greg L. Armstrong (the “Employee”).
PLAINS GP HOLDINGS, L.P. [·] Class A Shares Representing Limited Partner Interests UNDERWRITING AGREEMENTUnderwriting Agreement • October 2nd, 2013 • Plains Gp Holdings Lp • Pipe lines (no natural gas) • New York
This is to confirm the agreement among the Partnership and PAA GP Holdings LLC, a Delaware limited liability company and the general partner of the Partnership (the “General Partner,” and together with the Partnership, the “Partnership Parties”), and the Underwriters concerning the several purchases of the Shares by the Underwriters.
SECOND AMENDED AND RESTATED CREDIT AGREEMENT $500,000,000 Term Loan Facility $75,000,000 Revolving Facility dated as of September 26, 2013 among PLAINS AAP, L.P. The Lenders Party Hereto and CITIBANK, N.A., as Administrative Agent JPMORGAN CHASE BANK,...Credit Agreement • October 2nd, 2013 • Plains Gp Holdings Lp • Pipe lines (no natural gas) • New York
THIS SECOND AMENDED AND RESTATED CREDIT AGREEMENT (this “Agreement”) dated as of September 26, 2013, is among PLAINS AAP, L.P., a Delaware limited partnership, as Borrower, the LENDERS party hereto, and CITIBANK, N.A., as Administrative Agent.
CONTRIBUTION AGREEMENT By and Among, PLAINS GP HOLDINGS, L.P., PAA GP HOLDINGS LLC And THE OTHER PARTIES SIGNATORY HERETO Dated as of [·], 2013Contribution Agreement • October 2nd, 2013 • Plains Gp Holdings Lp • Pipe lines (no natural gas) • Texas
This Contribution Agreement, dated as of [·], 2013 (this “Contribution Agreement”), is by and among Plains GP Holdings, L.P., a Delaware limited partnership (“PAGP”), PAA GP Holdings LLC, a Delaware limited liability company and the general partner of PAGP (“PAGP GP”), the Persons listed under the heading “Existing Owners” on the signature pages hereto (collectively, the “Existing Owners”) and the Persons listed under the heading “EMG Seller Parties” on the signature pages hereto (such EMG Seller Parties, together with any Existing Owner who will receive a cash payment as reflected on Exhibit A hereto, the “Sellers”). The above-named Persons are sometimes referred to in this Contribution Agreement each as a “Party” and collectively as the “Parties.” Capitalized terms used herein shall have the meanings assigned to such terms in Article I.
