AGREEMENT OR ANY OTHER LOAN
DOCUMENT OR THE TRANSACTIONS CONTEMPLATED HEREBY OR THEREBY (WHETHER BASED ON
CONTRACT, TORT OR ANY OTHER THEORY). EACH PARTY HERETO (A) CERTIFIES THAT NO
REPRESENTATIVE, AGENT OR ATTORNEY OF ANY OTHER PERSON HAS REPRESENTED, EXPRESSLY
OR OTHERWISE, THAT SUCH OTHER PERSON WOULD NOT, IN THE EVENT OF LITIGATION, SEEK
TO ENFORCE THE FOREGOING WAIVER AND (B) ACKNOWLEDGES THAT IT AND THE OTHER
PARTIES HERETO HAVE BEEN INDUCED TO ENTER INTO THIS AGREEMENT AND THE OTHER LOAN
DOCUMENTS BY, AMONG OTHER THINGS, THE MUTUAL WAIVERS AND CERTIFICATIONS IN THIS
SECTION.
106
SECTION 10.16.
USA PATRIOT ACT NOTICE. EACH LENDER THAT IS SUBJECT TO THE
ACT (AS HEREINAFTER DEFINED) AND EACH AGENT (FOR ITSELF AND NOT ON BEHALF OF ANY
LENDER) HEREBY NOTIFIES EACH BORROWER THAT PURSUANT TO THE REQUIREMENTS OF THE
USA PATRIOT ACT (TITLE III OF PUB. L. 107-56 (SIGNED INTO LAW NOVEMBER 26,
2001)) (THE "ACT"), IT IS REQUIRED TO OBTAIN, VERIFY AND RECORD INFORMATION THAT
IDENTIFIES THE BORROWERS, WHICH INFORMATION INCLUDES THE NAME AND ADDRESS OF
EACH BORROWER AND OTHER INFORMATION THAT WILL ALLOW SUCH LENDER OR SUCH AGENT,
AS APPLICABLE, TO IDENTIFY SUCH BORROWER IN ACCORDANCE WITH THE ACT.
SECTION 10.17.
REALLOCATION OF COMMITMENTS UNDER EXISTING AGREEMENT. IN
CONNECTION WITH THE AMENDMENT AND RESTATEMENT OF THE EXISTING AGREEMENT PURSUANT
HERETO, BORROWERS, ADMINISTRATIVE AGENT AND LENDERS SHALL AS OF THE CLOSING DATE
MAKE ADJUSTMENTS TO THE OUTSTANDING PRINCIPAL AMOUNT OF "US LOANS" AND "CANADIAN
LOANS" UNDER THE EXISTING AGREEMENT (AS SUCH TERMS ARE DEFINED THEREIN) (BUT NOT
ANY INTEREST ACCRUED THEREON PRIOR TO THE CLOSING DATE OR ANY ACCRUED COMMITMENT
FEES UNDER THE EXISTING AGREEMENT PRIOR TO THE CLOSING DATE), INCLUDING THE
BORROWING OF ADDITIONAL US LOANS AND/OR CANADIAN LOANS HEREUNDER AND THE
REPAYMENT OF US LOANS AND/OR CANADIAN LOANS PLUS ALL APPLICABLE ACCRUED
INTEREST, FEES AND EXPENSES AS SHALL BE NECESSARY TO PROVIDE FOR US LOANS BY
EACH US LENDER IN THE AMOUNT OF ITS US PERCENTAGE SHARE OF ALL US LOANS AS OF
THE CLOSING DATE AND FOR CANADIAN LOANS BY EACH CANADIAN LENDER IN THE AMOUNT OF
ITS NEW CANADIAN PERCENTAGE SHARE OF ALL CANADIAN LOANS AS OF THE CLOSING DATE,
BUT IN NO EVENT SHALL SUCH ADJUSTMENT OF ANY EURODOLLAR LOANS (I) CONSTITUTE A
PAYMENT OR PREPAYMENT OF ALL OR A PORTION OF ANY EURODOLLAR LOANS OR
(II) ENTITLE ANY LENDER TO ANY REIMBURSEMENT UNDER SECTION 3.6 HEREOF, AND EACH
LENDER SHALL BE DEEMED TO HAVE MADE AN ASSIGNMENT OF ITS OUTSTANDING LOANS AND
COMMITMENTS UNDER THE EXISTING AGREEMENT, AND ASSUMED OUTSTANDING LOANS AND
COMMITMENTS OF OTHER LENDERS UNDER THE EXISTING AGREEMENT AS MAY BE NECESSARY TO
EFFECT THE FOREGOING.
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IN WITNESS WHEREOF, this Agreement is executed as of the date first written
above.
US BORROWER:
PLAINS ALL AMERICAN PIPELINE, L.P.
By:
PLAINS AAP, L.P.,
its general partner
By:
PLAINS ALL AMERICAN GP LLC,
its general partner
By:
/s/ Al Swanson
Al Swanson
Vice President - Finance and Treasurer
CANADIAN