REGISTRATION RIGHTS AGREEMENT by and among BreitBurn Energy Partners L.P., BreitBurn Finance Corporation, the Guarantors party hereto, and Barclays Capital Inc., as representative of the Initial Purchasers Dated as of October 6, 2010Registration Rights Agreement • October 7th, 2010 • BreitBurn Energy Partners L.P. • Crude petroleum & natural gas • New York
This Registration Rights Agreement (this “Agreement”) is made and entered into as of October 6, 2010, by and among BreitBurn Energy Partners L.P., a Delaware limited partnership (the “Company”), BreitBurn Finance Corporation, a Delaware corporation (“FinCo,” and together with the Company, the “Issuers”), the entities listed on Schedule A hereto (collectively, the “Guarantors”), and Barclays Capital Inc., as representative of the initial purchasers listed on Schedule A to the Purchase Agreement (each an “Initial Purchaser” and, collectively, the “Initial Purchasers”), each of whom has agreed to purchase the Issuers’ 8.625% Senior Notes due 2020 (the “Initial Notes”), fully and unconditionally guaranteed by the Guarantors (the “Guarantees”) pursuant to the Purchase Agreement (as defined below). The Initial Notes and the Guarantees attached thereto are herein collectively referred to as the “Initial Securities.”
BREITBURN ENERGY PARTNERS L.P. 8.625% Senior Notes due 2020 PURCHASE AGREEMENTPurchase Agreement • October 7th, 2010 • BreitBurn Energy Partners L.P. • Crude petroleum & natural gas • New York
