PLAINS ALL AMERICAN PIPELINE, L.P. PAA FINANCE CORP. $700,000,000 3.850% Senior Notes due 2023 UNDERWRITING AGREEMENTUnderwriting Agreement • August 12th, 2013 • Plains All American Pipeline Lp • Pipe lines (no natural gas) • New York
Plains All American Pipeline, L.P., a Delaware limited partnership (the “Partnership”), and PAA Finance Corp., a Delaware corporation (“PAA Finance” and, together with the Partnership, the “Issuers”), propose to issue and sell to the several underwriters named in Schedule I hereto (the “Underwriters”), for whom J.P. Morgan Securities LLC and Merrill Lynch, Pierce, Fenner & Smith Incorporated, are acting as the representatives (the “Representatives”), $700,000,000 aggregate principal amount of 3.850% Senior Notes due 2023 (the “Notes”). The Notes are to be issued under an indenture dated as of September 25, 2002 (the “Base Indenture”), among the Issuers and U.S. Bank National Association, as successor trustee (the “Trustee”), as amended by the Twenty-Fourth Supplemental Indenture, to be dated as of August 15, 2013, among the Issuers and the Trustee (the “Supplemental Indenture”, and, together with the Base Indenture, the “Indenture”).
