EXHIBIT 4.5 MARATHON OIL CORPORATION, Issuer and JPMORGAN CHASE BANK, Trustee INDENTURE Dated as of _____________, 2002, Subordinated Debt Securities RECONCILIATION AND TIE BETWEEN SECTIONS 3.10 THROUGH 3.18(a), INCLUSIVE, OF THE TRUST INDENTURE ACT...Indenture • February 6th, 2002 • Marathon Oil Corp • Petroleum refining • New York
FORM OF LICENSE AGREEMENT THIS LICENSE AGREEMENT ("Agreement"), dated as of _______________________, --------- 2001, by and between USX Corporation, a Delaware corporation, to be renamed "Marathon Oil Corporation" ("USX"), and United States Steel LLC,...License Agreement • September 7th, 2001 • Usx Corp • Petroleum refining • Delaware
3 4 EXHIBIT A CERTIFICATE OF INCORPORATION OF PENNACO ENERGY, INC.Agreement and Plan of Merger • February 6th, 2001 • Usx Corp • Petroleum refining • Delaware
Exhibit 10.1 ================================================================== ============== LIMITED LIABILITY COMPANY AGREEMENTLimited Liability Company Agreement • January 12th, 1998 • Usx Corp • Petroleum refining • Delaware
1 Exhibit 1. USX CORPORATION DEBT SECURITIES UNDERWRITING AGREEMENT [Name(S) and address(es) of Representative(s)]Underwriting Agreement • October 12th, 1999 • Usx Corp • Petroleum refining • New York
Execution Version MARATHON OIL CORPORATION DEBT SECURITIES UNDERWRITING AGREEMENTUnderwriting Agreement • May 29th, 2002 • Marathon Oil Corp • Petroleum refining • New York
EXHIBIT 10.13 SUBLEASE AND ASSIGNMENT THIS SUBLEASE, effective as of July 2, 2001 (this "Sublease"), between USX HoldCo, Inc. a Delaware corporation ("USX") and United States Steel, LLC, a Delaware limited liability company ("USS"). W I T N E S S E T...Sublease Agreement • September 7th, 2001 • Usx Corp • Petroleum refining
EXHIBIT 4.4 THIRD AMENDMENT TO RIGHTS AGREEMENT THIS THIRD AMENDMENT TO RIGHTS AGREEMENT, dated as of January 29, 2003, is entered into between Marathon Oil Corporation, a Delaware corporation (the "Company"), and National City Bank, as Rights Agent...Rights Agreement • January 31st, 2003 • Marathon Oil Corp • Petroleum refining • Delaware
Reconciliation and Tie between Sections 3.10 through 3.18(a), Inclusive, of the Trust Indenture Act of 1939 and Sections of this Indenture:Indenture • February 1st, 2011 • Marathon Oil Corp • Petroleum refining • New York
INDENTURE, dated as of February 1, 2011, between MARATHON PETROLEUM CORPORATION, a corporation duly organized and existing under the laws of the State of Delaware (herein called the “Company”), having its principal office at 539 South Main Street, Findlay, Ohio 45840-3229, and THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., as Trustee (herein called the “Trustee”).
Certain Sections of this Indenture relating to Sections 310 through 318, inclusive, of the Trust Indenture Act of 1939:Indenture • October 12th, 1999 • Usx Corp • Petroleum refining • New York
USX CORPORATION As Issuer andSecond Supplemental Indenture • July 20th, 2001 • Usx Corp • Petroleum refining • New York
CERTAIN SECTIONS OF THIS INDENTURE RELATING TO SECTIONS 310 THROUGH 318, INCLUSIVE, OF THE TRUST INDENTURE ACT OF 1939:Indenture • October 12th, 1999 • Usx Corp • Petroleum refining • New York
FOR FURTHER INFORMATION: USX Ashland Inc. William E. Keslar Dan Lacy (412) 433-6870 (606) 329-3148 FOR IMMEDIATE RELEASE DEFINITIVE AGREEMENTS SIGNED FOR MARATHON, ASHLAND JOINT VENTURE FINDLAY, OH, Dec. 12 -- Thomas J. Usher, chairman of USX...Joint Venture Agreement • December 16th, 1997 • Usx Corp • Petroleum refining
December 12, 1997 For more information on Marathon, see the website at www.marathon.com or www.usx.com. For more information on Ashland, see the website at www.ashland.com.
EXHIBIT 4.6 SECOND AMENDMENT TO RIGHTS AGREEMENT THIS SECOND AMENDMENT TO RIGHTS AGREEMENT, dated as of December 31, 2001, is entered into between USX Corporation, a Delaware corporation, to be renamed "Marathon Oil Corporation" (the "Company" or...Rights Agreement • February 6th, 2002 • Marathon Oil Corp • Petroleum refining • New York
EXECUTION VERSION MARATHON GLOBAL FUNDING CORPORATION DEBT SECURITIES (FULLY AND UNCONDITIONALLY GUARANTEED BY MARATHON OIL CORPORATION) UNDERWRITING AGREEMENTUnderwriting Agreement • June 21st, 2002 • Marathon Oil Corp • Petroleum refining • New York
FULLY AND UNCONDITIONALLY GUARANTEED BY MARATHON OIL CORPORATION) PRICING AGREEMENTPricing Agreement • June 21st, 2002 • Marathon Oil Corp • Petroleum refining
EXHIBIT 99.9 FORM OF EXCHANGE AGENT AGREEMENT -------------------------------- The Bank of New York 101 Barclay Street, Floor 21 West New York, New York 10286 Attention: Corporate Trust Administration Ladies and Gentlemen: United States Steel LLC, a...Exchange Agent Agreement • November 1st, 2001 • Usx Corp • Petroleum refining • New York
USX CORPORATION andRights Agreement • September 28th, 1999 • Usx Corp • Petroleum refining • New York
CONFORMED] AGREEMENT AND PLAN OF MERGER Dated as of December 22, 2000Merger Agreement • January 8th, 2001 • Usx Corp • Petroleum refining • Delaware
INDENTURE Dated as of July 27, 2001 The Bank of New York, TrusteeIndenture • August 6th, 2001 • Usx Corp • Petroleum refining • New York
THIS TRANSITION SERVICES AGREEMENT ("Agreement"), dated as of ________, --------- 2001, by and between USX Corporation, a Delaware corporation, to be renamed "Marathon Oil Corporation" ("USX"), and United States Steel LLC, a Delaware --- limited...Transition Services Agreement • September 7th, 2001 • Usx Corp • Petroleum refining • Delaware
AGREEMENT AND PLAN OF MERGER among CONOCOPHILLIPS, PUMA MERGER SUB CORP. and MARATHON OIL CORPORATION Dated as of May 28, 2024Merger Agreement • May 29th, 2024 • Marathon Oil Corp • Crude petroleum & natural gas • Delaware
AGREEMENT AND PLAN OF MERGER, dated as of May 28, 2024 (this “Agreement”), among ConocoPhillips, a Delaware corporation (“Parent”), Puma Merger Sub Corp., a Delaware corporation and a wholly owned Subsidiary of Parent (“Merger Sub”), and Marathon Oil Corporation, a Delaware corporation (the “Company”).
MARATHON OIL CORPORATION,Indenture • February 28th, 2014 • Marathon Oil Corp • Crude petroleum & natural gas • New York
INDENTURE, dated as of February 26, 2002, between MARATHON OIL CORPORATION, a corporation duly organized and existing under the laws of the State of Delaware (herein called the “Company”), having its principal office at 5555 San Felipe Road, Houston, Texas 77056-2723, and JPMORGAN CHASE BANK, a corporation duly organized and existing under the laws of the State of New York, as Trustee (herein called the “Trustee”).
Exhibit 1.1 DEALER MANAGER AGREEMENT March 31, 1997 Goldman, Sachs & Co. 85 Broad Street New York, New York 10004 Merrill Lynch & Co. Merrill Lynch, Pierce, Fenner & Smith Incorporated 250 Vesey Street New York, New York 10281 Ladies and Gentlemen: 1....Dealer Manager Agreement • May 23rd, 1997 • Usx Corp • Petroleum refining • New York
INDENTURE Dated as of March 15, 1993Indenture • March 11th, 1998 • Usx Corp • Petroleum refining
STOCK PURCHASE AND SALE AGREEMENT This STOCK PURCHASE AND SALE AGREEMENT is entered into this 21st day of October, 1997 by and between USX CORPORATION, a Delaware corporation ("USX") and KOCH MIDSTREAM ENTERPRISES, INC., a Delaware corporation ("Buyer").Stock Purchase and Sale Agreement • October 23rd, 1997 • Usx Corp • Petroleum refining • Delaware
EXHIBIT 1.1 MARATHON OIL CORPORATION DEBT SECURITIES UNDERWRITING AGREEMENTUnderwriting Agreement • March 4th, 2002 • Marathon Oil Corp • Petroleum refining • New York
ofLimited Liability Company Agreement • August 13th, 1999 • Usx Corp • Petroleum refining • Delaware
Issuer andIndenture Agreement • November 1st, 2001 • Usx Corp • Petroleum refining • New York
ARTICLE I DEFINITIONS.......................... 1 SECTION 1.1. Definition of Terms............................. 1 ARTICLE II GENERAL TERMS AND CONDITIONS OF THE CONVERTIBLE DEBENTURES SECTION 2.1. Designation and Principal Amount................ 9...First Supplemental Indenture • May 23rd, 1997 • Usx Corp • Petroleum refining • New York
TARRAGON OIL AND GAS LIMITED AND MARATHON OIL COMPANY AND 761581 ALBERTA LTD. AND 787722 ALBERTA LTD.Arrangement Agreement • July 20th, 1998 • Usx Corp • Petroleum refining • Alberta
Exhibit 4(a) FIVE-YEAR CREDIT AGREEMENTCredit Agreement • March 12th, 2001 • Usx Corp • Petroleum refining • New York
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • February 1st, 2011 • Marathon Oil Corp • Petroleum refining • New York
This REGISTRATION RIGHTS AGREEMENT dated February 1, 2011 (this “Agreement”) is entered into by and among Marathon Petroleum Corporation, a Delaware corporation (the “Company”), Marathon Oil Corporation, a Delaware corporation (the “Guarantor”), and Morgan Stanley & Co. Incorporated (“Morgan Stanley”) and J.P. Morgan Securities LLC (“J.P. Morgan”) as representatives (the “Representatives”) of the initial purchasers listed in Schedule I to the Purchase Agreement (as defined below) (the “Initial Purchasers”).
MARATHON OIL CORPORATION DEBT SECURITIES Underwriting AgreementUnderwriting Agreement • March 28th, 2024 • Marathon Oil Corp • Crude petroleum & natural gas
Marathon Oil Corporation, a Delaware corporation (the “Company”), proposes to issue and sell to the underwriters named in Schedule II hereto (the “Underwriters”), for whom you are acting as representatives (the “Representatives”), the principal amount of its debt securities identified in Schedule I hereto (the “Securities”), to be issued under the indenture specified in Schedule I hereto (the “Indenture”) between the Company and the Trustee identified in Schedule I hereto (the “Trustee”). If the firm or firms listed in Schedule II hereto include only the firm or firms listed in Schedule I hereto, then the terms “Underwriters” and “Representatives”, as used herein, shall each be deemed to refer to such firm or firms.
EXHIBIT 10.1 TAX SHARING AGREEMENT dated as of ____, 2001Tax Sharing Agreement • September 7th, 2001 • Usx Corp • Petroleum refining • Delaware
