Second Amendment to Amended and Restated Credit Agreement (Revolving Credit Facility) among Plains Marketing, L.P., Fleet National Bank, and Others

Summary

This amendment modifies the existing revolving credit agreement dated May 4, 2001, between Plains Marketing, L.P., its affiliates, Fleet National Bank, and other lenders. The amendment allows Plains MLP to issue certain debt with optional redemption rights, but restricts any early redemption or payment on this debt before maturity without the written consent of the majority of lenders. The amendment becomes effective once a similar amendment is made to a related credit agreement and the majority of lenders consent.

EX-10.9 9 dex109.txt SECOND AMDMNT TO CREDIT AGRMNT (REVOLVING CREDIT) EXHIBIT 10.9 TO: The Lenders under the Amended and Restated Credit Agreement (REVOLVING CREDIT FACILITY) dated as of May 4, 2001 (the "Agreement") among Plains Marketing, L.P. ("US Borrower"), All American Pipeline, L.P. and Plains All American Pipeline, L.P., as guarantors, Fleet National Bank, as Administrative Agent, The Toronto-Dominion Bank, as Canadian Agent, PMC (Nova Scotia) Company ("Term Borrower"), Plains Marketing Canada, L.P. ("Canadian Revolver Borrower"), and the Lenders named therein. SECOND AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENT Ladies and Gentlemen: Plains MLP proposes to issue Indebtedness pursuant to Section 7.1(g) of the Agreement and has requested that Section 7.1(g) of the Agreement be amended to permit such Indebtedness to be incurred with rights of optional redemption, provided that each Restricted Person agree not to exercise such right without the written consent of Majority Lenders, and otherwise as provided in Section 7.1(g). Accordingly, to effect this agreement on each Restricted Person, clause (1) of Section 7.1(g) of the Agreement is hereby amended to read as follows: (1) such Indebtedness shall not permit mandatory redemption by any holder thereof solely at the option of any such holder, nor any stated maturity, in each case prior to the Maturity Date, and a new proviso is hereby added at the end of Section 7.1(g) immediately following ";", to read as follows: provided, further, each Restricted Person hereby covenants and agrees that it will not optionally redeem, or make any payment on or with respect to the optional redemption of such Indebtedness (or any portion thereof) prior to the Maturity Date without the written consent of Majority Lenders; The effectiveness of this Amendment shall be conditioned upon the contemporaneous effectiveness of an amendment to the Marketing Credit Agreement on substantially identical terms. Please execute a copy of this letter in the space provided below to evidence your consent to the foregoing and fax a copy to the Administrative Agent (c/o Terry Ronan) at ###-###-#### by 12:00 noon, Tuesday, June 26th. The foregoing amendment shall become effective upon consent of Majority Lenders. Thank you for your assistance on such short notice. FLEET NATIONAL BANK, Administrative Agent By: --------------------------------------- Terrence Ronan, Managing Director We hereby consent to the foregoing [Name of Lender] By: -------------------------- Name: Title: PLAINS MARKETING, L.P., US Borrower By: Plains AAP, L.P., General Partner By: Plains All American GP LLC, its general partner By: --------------------------------------- Tim Moore, Vice President PLAINS MARKETING CANADA, L.P., Canadian Revolver Borrower By: PMC (Nova Scotia) Company, General Partner By: --------------------------------------- Tim Moore, Vice President PMC (NOVA SCOTIA) COMPANY, Term Borrower By: --------------------------------------- Tim Moore, Vice President PLAINS ALL AMERICAN PIPELINE, L.P., Guarantor ALL AMERICAN, L.P., Guarantor By: Plains AAP, L.P., General Partner By: Plains All American GP LLC, its general partner By: --------------------------------------- Tim Moore, Vice President