REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • March 12th, 2012 • Conocophillips • Petroleum refining • New York
This REGISTRATION RIGHTS AGREEMENT dated March 12, 2012 (this “Agreement”) is entered into by and among Phillips 66, a Delaware corporation (the “Company”), Phillips 66 Company, a Delaware corporation (the “Guarantor”), and Citigroup Global Markets Inc. (“Citigroup”), Credit Suisse Securities (USA) LLC (“Credit Suisse”), J.P. Morgan Securities LLC (“J.P. Morgan”) and RBS Securities Inc. (“RBS”) as representatives (the “Representatives”) of the initial purchasers listed in Schedule I to the Purchase Agreement (as defined below) (the “Initial Purchasers”).
PHILLIPS 66 as Issuer and PHILLIPS 66 COMPANY as Guarantor and THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A. as Trustee Indenture Dated as of March 12, 2012 Debt SecuritiesConocophillips • March 12th, 2012 • Petroleum refining • New York
INDENTURE dated as of March 12, 2012 among Phillips 66, a Delaware corporation (the “Company”), Phillips 66 Company, a Delaware corporation (the “Guarantor”), and The Bank of New York Mellon Trust Company, N.A., a national banking association, as trustee (the “Trustee”).
Phillips 66 Debt Securities fully and unconditionally guaranteed by Phillips 66 Company PURCHASE AGREEMENTPurchase Agreement • March 12th, 2012 • Conocophillips • Petroleum refining • New York
ownership of such Offered Securities by non-U.S. persons or U.S. persons who purchased such Offered Securities in transactions that were exempt from the registration requirements of the Act.
