STOCK PURCHASE AND OPTION AGREEMENTStock Purchase and Option Agreement • July 28th, 2010 • Conocophillips • Petroleum refining • New York
THIS STOCK PURCHASE AND OPTION AGREEMENT (this “Agreement”) is dated as of July 28, 2010, and is by and between Springtime Holdings Limited, a Cayman Islands company having its registered office at P.O. Box 309 GT, Ugland House, South Church Street, Grand Cayman, Cayman Islands (“Seller”), and Lukoil Finance Limited, a Gibraltar limited liability company located at Suite 1, 2nd Floor, International House, 16 Bell Lane, PO Box 872, Gibraltar (“Purchaser”). Terms not otherwise defined herein shall have the meaning ascribed to them in the shareholder agreement of September 29, 2004 by and between ConocoPhillips (“ConocoPhillips”), a Delaware corporation, and Open Joint Stock Company “Oil Company “LUKOIL”, an open joint stock company organised and existing under the laws of the Russian Federation (the “Company”), as amended through the date hereof (the “Shareholder Agreement”).
AMENDMENT AGREEMENTAmendment Agreement • July 28th, 2010 • Conocophillips • Petroleum refining • New York
This amendment agreement (the “Amendment Agreement”) by and between ConocoPhillips (“ConocoPhillips”), a Delaware corporation, and Open Joint Stock Company “Oil Company “LUKOIL” (“Lukoil”), an open joint stock company organised and existing under the laws of the Russian Federation, shall become effective as of July 28, 2010, and shall amend and add the following provisions to the shareholder agreement of September 29, 2004 by and between ConocoPhillips and Lukoil (the “Shareholder Agreement”). Terms not otherwise defined herein shall have the meaning ascribed to them in the Shareholder Agreement.
