0000950103-10-003846 Sample Contracts

PUT OPTION AGREEMENT dated as of December 23, 2010 between Repsol YPF, S.A. as Seller and Capital Guardian Emerging Markets Total Opportunities Fund for Tax- Exempt Trusts as Purchaser
Put Option Agreement • December 27th, 2010 • Repsol Ypf Sa • Petroleum refining • New York

This Put Option Agreement dated as of December 23, 2010 is between REPSOL YPF, S.A., a corporation organized under the laws of the Kingdom of Spain (the “Seller”), and Capital Guardian Emerging Markets Total Opportunities Fund for Tax-Exempt Trusts (the “Purchaser”).

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REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • December 27th, 2010 • Repsol Ypf Sa • Petroleum refining

Registration Rights Agreement (this “Agreement”), dated as of December 22, 2010 among Repsol YPF, S.A., a Spanish company (the “Vendor”) and Capital International, Inc. (“Capital International”), acting as representative of the several purchasers named in Exhibit A hereto (each, a “Purchaser” and, collectively, the “Purchasers”).

STOCK PURCHASE AGREEMENT
Stock Purchase Agreement • December 27th, 2010 • Repsol Ypf Sa • Petroleum refining • New York

Stock Purchase Agreement (this “Agreement”) dated as of December 22, 2010 between Repsol YPF, S.A., a limited liability company (sociedad anónima) duly organized on November 12, 1986, under the laws of the Kingdom of Spain (the “Vendor”), and Eton Park Master Fund, Ltd., a Cayman Islands company (the “Purchaser”). Hereinafter, the Vendor and the Purchaser shall jointly be referred to as the “Parties,” and each one of them individually as a “Party.”

STOCK PURCHASE AGREEMENT
Stock Purchase Agreement • December 27th, 2010 • Repsol Ypf Sa • Petroleum refining • New York

Stock Purchase Agreement (this “Agreement”) dated as of December 22, 2010 between Repsol YPF, S.A., a limited liability company (sociedad anónima) duly organized on November 12, 1986, under the laws of the Kingdom of Spain (the “Vendor”), and the several purchasers named in Exhibit A hereto (each, a “Purchaser” and, collectively, the “Purchasers”). Hereinafter, the Vendor and the Purchasers shall jointly be referred to as the “Parties,” and each one of them individually as a “Party.”

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