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AMENDMENT NO. 6 TO THE THIRD AMENDED
AND RESTATED
AGREEMENT OF LIMITED PARTNERSHIP OF
PLAINS ALL AMERICAN PIPELINE, L.P.
This Amendment
No. 6 (this “Amendment”) to the Third Amended and
Restated Agreement of Limited Partnership of Plains All American
Pipeline, L.P. (the “Partnership”), dated as of
June 27, 2001 (and as amended to the date hereof, the
“Partnership Agreement”), is hereby adopted effective
as of September 3, 2009, by PAA GP LLC, a Delaware limited
liability company, (the “General Partner”), as general
partner of the Partnership. Capitalized terms used but not defined
herein are used as defined in the Partnership Agreement.
WHEREAS,
Section 13.1(d)(i) of the Partnership Agreement provides that
the General Partner, without the approval of any Partner, may amend
any provision of the Partnership Agreement to reflect a change
that, in the discretion of the General Partner, does not adversely
affect the Limited Partners in any material respect;
WHEREAS, the
General Partner has determined, in its discretion, that this
Amendment does not adversely affect the Limited Partners in any
material respect;
WHEREAS, this
Amendment shall become effective only upon and after consummation
of the transactions contemplated by that certain Membership
Interest Purchase Agreement, dated as of August 27, 2009,
related to the purchase by a subsidiary of the Partnership of the
member interest in PAA/Vulcan Gas Storage, LLC held by Vulcan Gas
Storage LLC.
NOW, THEREFORE,
the General Partner does hereby amend the Partnership Agreement as
follows:
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