EXHIBIT 15 AMENDED AND RESTATED CREDIT AGREEMENT DATED AS OF NOVEMBER 14, 2000Credit Agreement • December 7th, 2000 • Amerada Hess Corp • Petroleum refining • New York
AMERADA HESS CORPORATION AS ISSUER AND THE CHASE MANHATTAN BANK, AS TRUSTEEFirst Supplemental Indenture • November 12th, 1999 • Amerada Hess Corp • Petroleum refining
AMERADA HESS CORPORATION 7.00% Automatically Convertible Equity Securities (ACES) Underwriting AgreementUnderwriting Agreement • November 24th, 2003 • Amerada Hess Corp • Petroleum refining • New York
AMERADA HESS CORPORATIONUnderwriting Agreement • May 26th, 1999 • Amerada Hess Corp • Petroleum refining • New York
1 EXHIBIT 10.1 AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENTLimited Liability Company Agreement • November 13th, 1998 • Amerada Hess Corp • Petroleum refining • Virgin Islands
amongCredit Agreement • August 8th, 2006 • Hess Corp • Petroleum refining • New York
AMENDMENT NO. 1 TO ACQUISITION AGREEMENTAcquisition Agreement • July 17th, 2001 • Amerada Hess Corp • Petroleum refining
and JPMORGAN CHASE BANK, N.A., as Trustee IndentureIndenture • March 1st, 2006 • Amerada Hess Corp • Petroleum refining • New York
AND THE CHASE MANHATTAN BANK AS TRUSTEE INDENTUREIndenture • November 12th, 1999 • Amerada Hess Corp • Petroleum refining • New York
6 November 2000 Dear Sirs, I understand that Amerada Hess intends to make an offer to acquire all the issued ordinary share capital of Linda plc ("Linda") substantially on the terms of the attached draft press announcement. This letter sets out the...Shareholder Agreement • November 15th, 2000 • Amerada Hess Corp • Petroleum refining
3 4 and "June 30, 2001", respectively. Similarly, to the extent any word or phrase is defined in this Agreement, any such word or phrase appearing in provisions so incorporated by reference from the Existing Credit Agreement shall have the meaning...Credit Agreement • August 7th, 2001 • Amerada Hess Corp • Petroleum refining • New York
AGREEMENT AND PLAN OF MERGER dated as of October 22, 2023 among CHEVRON CORPORATION, YANKEE MERGER SUB INC. and HESS CORPORATIONMerger Agreement • October 23rd, 2023 • Hess Corp • Petroleum refining • Delaware
THIS AGREEMENT AND PLAN OF MERGER (this “Agreement”) dated as of October 22, 2023 is by and among Chevron Corporation, a Delaware corporation (“Parent”), Yankee Merger Sub Inc., a newly formed Delaware corporation and a wholly-owned Subsidiary of Parent (“Merger Subsidiary”), and Hess Corporation, a Delaware corporation (the “Company”).
amongFive-Year Credit Agreement • March 14th, 2005 • Amerada Hess Corp • Petroleum refining • New York
1 EXHIBIT 4(4) THIRD AMENDED AND RESTATED CREDIT AGREEMENTCredit Agreement • March 28th, 2001 • Amerada Hess Corp • Petroleum refining • New York
AGREEMENT AND PLAN OF MERGER dated as of October 22, 2023 among CHEVRON CORPORATION, YANKEE MERGER SUB INC. and HESS CORPORATIONMerger Agreement • February 26th, 2024 • Hess Corp • Petroleum refining • Delaware
THIS AGREEMENT AND PLAN OF MERGER (this “Agreement”) dated as of October 22, 2023 is by and among Chevron Corporation, a Delaware corporation (“Parent”), Yankee Merger Sub Inc., a newly formed Delaware corporation and a wholly-owned Subsidiary of Parent (“Merger Subsidiary”), and Hess Corporation, a Delaware corporation (the “Company”).
5 November 2000 Dear Sirs, Amerada Hess is proposing to make a general offer to acquire all of the issued and to be issued ordinary shares of LASMO plc ("LASMO") substantially on the terms of the attached draft press announcement (the "Press...Acquisition Agreement • November 15th, 2000 • Amerada Hess Corp • Petroleum refining
FIVE-YEAR CREDIT AGREEMENT dated as of January 21, 2015, among HESS CORPORATION, HESS OIL AND GAS HOLDINGS INC., HESS INTERNATIONAL HOLDINGS LIMITED, HESS CAPITAL SERVICES LLC, HESS (NETHERLANDS) OIL AND GAS HOLDINGS C.V. and HESS OVERSEAS FINANCE...Credit Agreement • January 27th, 2015 • Hess Corp • Petroleum refining • New York
FIVE-YEAR CREDIT AGREEMENT dated as of January 21, 2015, among HESS CORPORATION, a Delaware corporation; HESS OIL AND GAS HOLDINGS INC., a Cayman Islands exempted company incorporated with limited liability, HESS INTERNATIONAL HOLDINGS LIMITED, a Cayman Islands exempted company incorporated with limited liability, HESS CAPITAL SERVICES LLC, a Delaware limited liability company, HESS (NETHERLANDS) OIL AND GAS HOLDINGS C.V., a limited partnership formed under the laws of The Netherlands, represented by its general partner (beherend vennoot) Hess Netherlands Partnership Holdings, LLC, and HESS OVERSEAS FINANCE INVESTMENTS CENTRE LIMITED, a Cayman Islands exempted company incorporated with limited liability, as Borrowing Subsidiaries, and each other Borrowing Subsidiary from time to time party hereto; the LENDERS party hereto; and JPMORGAN CHASE BANK, N.A., as Administrative Agent.
HESS CORPORATION 2017 LONG-TERM INCENTIVE PLANPerformance Award Agreement • May 5th, 2022 • Hess Corp • Petroleum refining • Delaware
This PERFORMANCE AWARD AGREEMENT (this “Agreement”), dated as of the Grant Date specified above, is entered into by and between HESS CORPORATION, a Delaware corporation (the “Corporation”), and the Participant specified above, pursuant to the Shareholder Value Program under the Hess Corporation 2017 Long-Term Incentive Plan, as in effect and as amended from time to time (the “Plan”).
BY AND AMONGPrincipal Shareholders Agreement • July 17th, 2001 • Amerada Hess Corp • Petroleum refining • Delaware
FIVE-YEAR CREDIT AGREEMENT dated as of January 21, 2015, as amended and restated as of December 1, 2017, among HESS CORPORATION, HESS OIL AND GAS HOLDINGS INC., HESS INTERNATIONAL HOLDINGS LIMITED, HESS CAPITAL SERVICES LLC, HESS (NETHERLANDS) OIL AND...Credit Agreement • December 8th, 2017 • Hess Corp • Petroleum refining • New York
FIVE-YEAR CREDIT AGREEMENT dated as of January 21, 2015, as amended and restated as of December 1, 2017, among HESS CORPORATION, a Delaware corporation; HESS OIL AND GAS HOLDINGS INC., a Cayman Islands exempted company incorporated with limited liability, HESS INTERNATIONAL HOLDINGS LIMITED, a Cayman Islands exempted company incorporated with limited liability, HESS CAPITAL SERVICES LLC, a Delaware limited liability company, HESS (NETHERLANDS) OIL AND GAS HOLDINGS C.V., a limited partnership formed under the laws of The Netherlands, represented by its general partner (beherend vennoot) Hess Netherlands Partnership Holdings, LLC, and HESS OVERSEAS FINANCE INVESTMENTS CENTRE LIMITED, a Cayman Islands exempted company incorporated with limited liability, as Borrowing Subsidiaries, and each other Borrowing Subsidiary from time to time party hereto; the LENDERS party hereto; and JPMORGAN CHASE BANK, N.A., as Administrative Agent.
CHANGE IN CONTROL TERMINATION BENEFITS AGREEMENTChange in Control Termination Benefits Agreement • August 5th, 2021 • Hess Corp • Petroleum refining • New York
THIS CHANGE IN CONTROL TERMINATION BENEFITS AGREEMENT (the “Agreement”), dated as of the 3rd day of August, 2015, is between Hess Corporation, a Delaware corporation (the “Company”), and Barbara Lowery-Yilmaz (the “Executive”).
HESS CORPORATION Underwriting Agreement $1,000,000,000 4.30% Notes due 2027 $500,000,000 5.80% Notes due 2047Underwriting Agreement • September 28th, 2016 • Hess Corp • Petroleum refining • New York
Hess 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 such Schedule (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.
AMERADA HESS CORPORATIONBy-Laws • August 7th, 2002 • Amerada Hess Corp • Petroleum refining
RESTRICTED STOCK AWARD AGREEMENT pursuant to the HESS CORPORATIONRestricted Stock Award Agreement • March 8th, 2024 • Hess Corp • Petroleum refining • Delaware
THIS RESTRICTED STOCK AWARD AGREEMENT (this “Agreement”), dated as of the Grant Date specified above, is entered into by and between Hess Corporation, a Delaware corporation (the “Corporation”), and the Awardee specified above, pursuant to the Hess Corporation 2017 Long-Term Incentive Plan, as in effect and as amended from time to time (the “Plan”); and
STOCK OPTION AGREEMENT pursuant to the HESS CORPORATIONStock Option Agreement • May 7th, 2020 • Hess Corp • Petroleum refining • Delaware
THIS STOCK OPTION AGREEMENT (this "Agreement"), dated as of the Grant Date specified above, is entered into by and between Hess Corporation, a Delaware corporation (the "Corporation"), and the Optionee specified above, pursuant to the Hess Corporation 2017 Long-Term Incentive Plan, as in effect and as amended from time to time (the "Plan"); and
Exhibit 10(14) CHANGE IN CONTROL TERMINATION BENEFITS AGREEMENT THIS CHANGE IN CONTROL TERMINATION BENEFITS AGREEMENT (the "Agreement"), dated as of the first day of September, 1999 is between Amerada Hess Corporation, a Delaware corporation (the...Change in Control Termination Benefits Agreement • March 27th, 2002 • Amerada Hess Corp • Petroleum refining • New York
FIVE-YEAR CREDIT AGREEMENT dated as of April 14, 2011, among HESS CORPORATION, HESS OIL AND GAS HOLDINGS INC., HESS OIL VIRGIN ISLANDS CORPORATION and HESS INTERNATIONAL HOLDINGS LIMITED, as initial Borrowing Subsidiaries, THE LENDERS PARTY HERETO,...Credit Agreement • April 18th, 2011 • Hess Corp • Petroleum refining • New York
FIVE-YEAR CREDIT AGREEMENT dated as of April 14, 2011, among HESS CORPORATION, a Delaware corporation; HESS OIL AND GAS HOLDINGS INC., a Cayman Islands exempted company incorporated with limited liability, HESS OIL VIRGIN ISLANDS CORPORATION, a U.S. Virgin Islands corporation, and HESS INTERNATIONAL HOLDINGS LIMITED, a Cayman Islands exempted company incorporated with limited liability, as Borrowing Subsidiaries, and each other Borrowing Subsidiary from time to time party hereto; the LENDERS party hereto; and JPMORGAN CHASE BANK, N.A., as Administrative Agent.
VOTING AND SUPPORT AGREEMENTVoting and Support Agreement • October 23rd, 2023 • Hess Corp • Petroleum refining • Delaware
This Voting and Support Agreement (this “Agreement”) is made and entered into as of October 22, 2023 (the “Agreement Date”), by and among Chevron Corporation, a Delaware corporation (“Parent”), Hess Corporation, a Delaware corporation (the “Company”), and John B. Hess (the “Stockholder”). Each of Parent, the Company and the Stockholder is sometimes referred to as a “Party.”
RESTRICTED STOCK AWARD AGREEMENT pursuant to the HESS CORPORATIONRestricted Stock Award Agreement • May 7th, 2015 • Hess Corp • Petroleum refining • Delaware
THIS RESTRICTED STOCK AWARD AGREEMENT (this “Agreement”), dated as of the Grant Date specified above, is entered into by and between Hess Corporation, a Delaware corporation (the “Corporation”), and the Awardee specified above, pursuant to the Hess Corporation 2008 Long-Term Incentive Plan, as in effect and as amended from time to time (the “Plan”); and
1 Exhibit (d)(3) CONFIDENTIALITY AGREEMENT This Confidentiality Agreement (this "Agreement") is dated effective as of the 4th day of June, 2001, between Amerada Hess Corporation, a Delaware corporation ("AHC"), and Triton Energy Limited, a Cayman...Confidentiality Agreement • July 17th, 2001 • Amerada Hess Corp • Petroleum refining • New York
AMERADA HESS CORPORATION and JPMORGAN CHASE BANK, as Trustee INDENTURE Dated as of November 5, 2003Indenture • November 6th, 2003 • Amerada Hess Corp • Petroleum refining • New York
INDENTURE, dated as of November 5, 2003, between Amerada Hess Corporation, a corporation duly organized and existing under the laws of the State of Delaware (herein called the “Company”), having its principal office at 1185 Avenue of the Americas, New York, New York 10036, and JPMorgan Chase Bank, a New York banking corporation, as Trustee (herein called the “Trustee”).
STOCK OPTION AGREEMENT pursuant to the HESS CORPORATION 2008 LONG-TERM INCENTIVE PLANStock Option Agreement • August 8th, 2008 • Hess Corp • Petroleum refining • Delaware
THIS STOCK OPTION AGREEMENT (this “Agreement”), dated as of the Grant Date specified above, is entered into by and between Hess Corporation, a Delaware corporation (the “Corporation”), and the Optionee specified above, pursuant to the Hess Corporation 2008 Long-Term Incentive Plan, as in effect and as amended from time to time (the “Plan”); and
Form of Warrant Agreement For Warrant Sold Attached To Securities] AMERADA HESS CORPORATION and as Warrant AgentWarrant Agreement • November 6th, 2003 • Amerada Hess Corp • Petroleum refining • New York
THIS AGREEMENT dated as of [ ] between AMERADA HESS CORPORATION, a corporation duly organized and existing under the laws of the State of Delaware (the “Company”), and [ ], a [bank] [trust company] duly incorporated and existing under the laws of [Delaware], as Warrant Agent (the “Warrant Agent”).
ContractFive-Year Credit Agreement • August 7th, 2015 • Hess Corp • Petroleum refining • New York
AMENDMENT NO. 1 dated as of July 10, 2015 (this “Amendment”), to the Five-Year Credit Agreement dated as of January 21, 2015 (the “Credit Agreement”), among HESS CORPORATION, a Delaware corporation; HESS OIL AND GAS HOLDINGS INC., a Cayman Islands exempted company incorporated with limited liability, HESS INTERNATIONAL HOLDINGS LIMITED, a Cayman Islands exempted company incorporated with limited liability, HESS CAPITAL SERVICES LLC, a Delaware limited liability company, HESS (NETHERLANDS) OIL AND GAS HOLDINGS C.V., a limited partnership formed under the laws of The Netherlands, represented by its general partner (beherend vennoot) Hess Netherlands Partnership Holdings, LLC, and HESS OVERSEAS FINANCE INVESTMENTS CENTRE LIMITED, a Cayman Islands exempted company incorporated with limited liability, as Borrowing Subsidiaries, and each other Borrowing Subsidiary from time to time party thereto; the LENDERS from time to time party thereto and JPMORGAN CHASE BANK, N.A., as administrative age
Form of Warrant Agreement for Warrants Sold Alone] AMERADA HESS CORPORATION and as Warrant Agent WARRANT AGREEMENT Dated as of [ ] Warrants to Purchase [ ]Warrant Agreement • November 6th, 2003 • Amerada Hess Corp • Petroleum refining • New York
THIS AGREEMENT dated as of [ ] between AMERADA HESS CORPORATION, a corporation duly organized and existing under the laws of the State of Delaware (the “Company”), and [ ], a [bank] [trust company] duly incorporated and existing under the laws of [ ], as Warrant Agent (the “Warrant Agent”).
