STANDBY PURCHASE AGREEMENT Dated as of [ ] Between PETRÓLEO BRASILEIRO S.A.—PETROBRAS, as Standby Purchaser, and JPMORGAN CHASE BANK, as Trustee for the Noteholders Referred to HereinStandby Purchase Agreement • November 8th, 2004 • Brazilian Petroleum Corp • Crude petroleum & natural gas • New York
STANDBY PURCHASE AGREEMENT (this “Agreement”), dated as of [ ], between PETRÓLEO BRASILEIRO S.A. - PETROBRAS (the “Standby Purchaser”), a sociedade do economia mista organized and existing under the laws of the Federative Republic of Brazil (“Brazil”), and JPMORGAN CHASE BANK, as trustee for the holders of the Notes (as defined below) issued pursuant to the Indenture (as defined below) (the “Trustee”).
UNDERWRITING AGREEMENT Among PETROBRAS INTERNATIONAL FINANCE COMPANY, PETRÓLEO BRASILEIRO S.A. —PETROBRAS and and Relating to PIFCo’s [ ]% Global Notes Due [ ]Underwriting Agreement • November 8th, 2004 • Brazilian Petroleum Corp • Crude petroleum & natural gas • New York
Petrobras International Finance Company, a company organized under the laws of the Cayman Islands (“PIFCo”) and a wholly-owned subsidiary of Petróleo Brasileiro S.A. - Petrobras, a sociedade de economia mista (“Petrobras” and, collectively with PIFCo, the “Companies”) organized and existing under the laws of the Federative Republic of Brazil (“Brazil”), proposes to issue and sell to [ ] and [ ] (each an “Underwriter” and collectively, the “Underwriters”) U.S.[ ] principal amount of its [ ]% Global Notes Due [ ] (the “Notes”). The Notes are to be issued under the indenture (the “Original Indenture”) dated July 19, 2002 between PIFCo and JPMorgan Chase Bank, as trustee (the “Trustee”), as supplemented by the [ ] Indenture Supplement (the “Indenture Supplement”, and together with the Original Indenture, the “Indenture”) to be dated the Closing Date (as defined herein) between PIFCo and the Trustee. The Notes to be issued by PIFCo will be evidenced initially by one or more Registered Globa
