PLAINS ALL AMERICAN PIPELINE, L.P. PAA FINANCE CORP. $750,000,000 3.60% Senior Notes due 2024 UNDERWRITING AGREEMENTUnderwriting Agreement • September 5th, 2014 • 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, Barclays Capital Inc., BNP Paribas Securities Corp. and Merrill Lynch, Pierce, Fenner & Smith Incorporated are acting as the representatives (the “Representatives”), $750,000,000 aggregate principal amount of 3.60% Senior Notes due 2024 (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-Sixth Supplemental Indenture, to be dated as of September 9, 2014, among the Issuers and the Trustee (the “Supplemental Indenture”, and, together with the Base Indenture, the “Indenture”).
