Fluor Corp Sample Contracts
Exhibit 1.1 FLUOR CORPORATION DEBT SECURITIES FORM OF UNDERWRITING AGREEMENT STANDARD PROVISIONSUnderwriting Agreement • December 23rd, 2004 • Fluor Corp • Heavy construction other than bldg const - contractors • New York
WITNESSETH:Employment Agreement • November 22nd, 2000 • Fluor Corp • Services-engineering, accounting, research, management
among FLUOR CORPORATION, as Borrower, BNP PARIBAS, as Administrative Agent and Issuing Lender,Credit Agreement • August 9th, 2004 • Fluor Corp • Heavy construction other than bldg const - contractors • California
INDENTUREIndenture • June 27th, 2001 • Fluor Corp • Heavy construction other than bldg const - contractors • New York
ANDIndenture • December 23rd, 2004 • Fluor Corp • Heavy construction other than bldg const - contractors
FLUOR CORPORATION AND U.S. BANK TRUST COMPANY, NATIONAL ASSOCIATION, as Trustee INDENTURE Dated as of August 10, 2023 1.125% Convertible Senior Notes due 2029Indenture • August 11th, 2023 • Fluor Corp • Heavy construction other than bldg const - contractors • New York
INDENTURE dated as of August 10, 2023 between FLUOR CORPORATION, a Delaware corporation, as issuer (the “Company,” as more fully set forth in Section 1.01) and U.S. BANK TRUST COMPANY, NATIONAL ASSOCIATION, a national banking association, as trustee (the “Trustee,” as more fully set forth in Section 1.01).
Exhibit 1.2 FLUOR CORPORATION EQUITY SECURITIES FORM OF UNDERWRITING AGREEMENT STANDARD PROVISIONSUnderwriting Agreement • December 23rd, 2004 • Fluor Corp • Heavy construction other than bldg const - contractors • New York
RIGHTS AGREEMENT between FLUOR CORPORATION and Computershare Trust Company, N.A., as Rights Agent Dated as of March 25, 2020Rights Agreement • March 25th, 2020 • Fluor Corp • Heavy construction other than bldg const - contractors • Delaware
RIGHTS AGREEMENT, dated as of March 25, 2020 (this “Agreement”), between Fluor Corporation, a Delaware corporation (the “Company”), and Computershare Trust Company, N.A., a federally chartered trust company, as Rights Agent (the “Rights Agent”).
4 5 will not conflict with or result in a breach or violation of any of the existing terms or provisions of, or constitute a default under, any indenture, mortgage, deed of trust, loan agreement or other agreement or instrument to which the Company is...Underwriting Agreement • June 27th, 2001 • Fluor Corp • Heavy construction other than bldg const - contractors • New York
FLUOR CORPORATION 4.250% Senior Notes due 2028 UNDERWRITING AGREEMENT August 20, 2018Underwriting Agreement • August 23rd, 2018 • Fluor Corp • Heavy construction other than bldg const - contractors • New York
*Note: A securities rating is not a recommendation to buy, sell or hold securities and may be subject to revision or withdrawal at any time.
EXHIBIT 10.16 FORM OF STOCK OPTION AGREEMENT This Stock Option Agreement ("Agreement") entered into as of [date of grant] and between Fluor Corporation, a Delaware corporation (the "Company"), and [name of recipient] ("Grantee" or "you") evidences the...Stock Option Agreement • November 9th, 2004 • Fluor Corp • Heavy construction other than bldg const - contractors • California
IndentureIndenture • February 17th, 2004 • Fluor Corp • Heavy construction other than bldg const - contractors • New York
EXHIBIT 10.1 DISTRIBUTION AGREEMENTDistribution Agreement • December 7th, 2000 • Fluor Corp • Services-engineering, accounting, research, management • New York
dated as of betweenDistribution Agreement • September 20th, 2000 • Fluor Corp • New York
FLUOR CORPORATION 3.500% Senior Notes due 2024 UNDERWRITING AGREEMENT November 18, 2014Underwriting Agreement • November 19th, 2014 • Fluor Corp • Heavy construction other than bldg const - contractors • New York
Co-Managers Credit Agricole Securities (USA) Inc. ING Financial Markets LLC Lloyds Securities Inc. Scotia Capital (USA) Inc. SMBC Nikko Securities America, Inc. Standard Chartered Bank Wells Fargo Securities, LLC ANZ Securities, Inc. Banca IMI S.p.A. Barclays Capital Inc. Goldman, Sachs & Co. Santander Investment Securities Inc. U.S. Bancorp Investments, Inc. HSBC Securities (USA) Inc. Mizuho Securities USA Inc. Regions Securities LLC
EXHIBIT 10.1 DISTRIBUTION AGREEMENTDistribution Agreement • November 22nd, 2000 • Fluor Corp • Services-engineering, accounting, research, management • New York
ANDFirst Supplemental Indenture • February 17th, 2004 • Fluor Corp • Heavy construction other than bldg const - contractors • New York
FORM OF VALUE DRIVER INCENTIVE AWARD AGREEMENTValue Driver Incentive Award Agreement • February 17th, 2017 • Fluor Corp • Heavy construction other than bldg const - contractors • Delaware
This Value Driver Incentive Award Agreement (“Agreement”) entered into as of February [__], 2017 (the “Grant Date”), by and between Fluor Corporation, a Delaware corporation (the “Company”), and you (“Grantee” or “you”) evidences the grant to Grantee of a Value Driver Incentive Award (“VDI Award”) under the Fluor Corporation Amended & Restated 2008 Executive Performance Incentive Plan (the “Plan”). Capitalized terms used in this Agreement and not defined herein have the meaning set forth in the Plan.
FORM OF RESTRICTED STOCK UNIT AGREEMENTRestricted Stock Unit Agreement • February 17th, 2017 • Fluor Corp • Heavy construction other than bldg const - contractors • Delaware
This Restricted Stock Unit Agreement (“Agreement”) entered into as of February [__], 2017 (the “Grant Date”), by and between Fluor Corporation, a Delaware corporation (the “Company”), and you (“Grantee” or “you”) evidences the grant to Grantee of a Stock Unit Award (“RSU Award”) under the Fluor Corporation Amended & Restated 2008 Executive Performance Incentive Plan (the “Plan”). Capitalized terms used in this Agreement and not defined herein have the meaning set forth in the Plan.
FORM OF RESTRICTED STOCK UNIT AGREEMENTRestricted Stock Unit Agreement • May 3rd, 2024 • Fluor Corp • Heavy construction other than bldg const - contractors
This Restricted Stock Unit Agreement ("Agreement") entered into as of [GRANT DATE] (the "Grant Date"), by and between Fluor Corporation, a Delaware corporation (the "Company"), and you ("Grantee" or “you”) evidences the grant to Grantee of a Stock Unit Award (“RSU Award”) under the Fluor Corporation 2020 Performance Incentive Plan (the "Plan"). Capitalized terms used in this Agreement and not defined herein have the meaning set forth in the Plan.
FORM OF PERFORMANCE AWARD AGREEMENTPerformance Award Agreement • May 3rd, 2024 • Fluor Corp • Heavy construction other than bldg const - contractors
This Performance Award Agreement (“Agreement”) entered into as of [GRANT DATE] (the “Grant Date”), by and between Fluor Corporation, a Delaware corporation (the “Company”), and you (“Grantee” or “you”) evidences the grant to Grantee of a performance Incentive Award (“Performance Award”) under the Fluor Corporation 2020 Performance Incentive Plan (the “Plan”). Capitalized terms used in this Agreement and not defined herein have the meaning set forth in the Plan.
FORM OF OPTION AGREEMENTOption Agreement • May 3rd, 2024 • Fluor Corp • Heavy construction other than bldg const - contractors
This Option Agreement ("Agreement") entered into as of [GRANT DATE] (the "Grant Date"), by and between Fluor Corporation, a Delaware corporation (the "Company"), and you ("Grantee" or “you”) evidences the grant to Grantee of a Stock Option ("Option") under the Fluor Corporation 2020 Performance Incentive Plan (the "Plan"). Capitalized terms used in this Agreement and not defined herein have the meaning set forth in the Plan.
WITNESSETHTax Sharing Agreement • December 7th, 2000 • Fluor Corp • Services-engineering, accounting, research, management • New York
The purpose of this letter agreement (including Annex A attached hereto, this “Confirmation”) is to confirm the terms and conditions of the Transaction entered into among Bank of America, N.A. (“Dealer”), BofA Securities, Inc., as collateral custodian...Variable Price Forward Sale Transaction • February 17th, 2026 • Fluor Corp • Heavy construction other than bldg const - contractors • New York
This Confirmation evidences a complete binding agreement between Dealer and Counterparty as to the terms of the Transaction to which this Confirmation relates. This Confirmation shall supplement, form a part of, and be subject to the “Agreement” under, and as defined in, that certain other letter agreement, dated as of the date hereof, among Dealer, Custodian and Counterparty, which confirms the terms of the other Variable Price Forward Sale Transaction between Dealer and Counterparty (the “Other Specified Dealer Transaction” and, such Agreement, the “Agreement”). Notwithstanding any other agreement between the parties to the contrary, the Transaction and the Other Specified Dealer Transaction shall be the only transactions under the Agreement. Notwithstanding anything to the contrary in any other ISDA Master Agreement between Dealer and Counterparty, whether now existing or entered into after the date hereof, the Transaction shall not be a “Transaction” under such other ISDA Master Ag
AMENDED AND RESTATED REVOLVING LOAN AND LETTER OF CREDIT FACILITY AGREEMENT amongRevolving Loan and Letter of Credit Facility Agreement • March 2nd, 2016 • Fluor Corp • Heavy construction other than bldg const - contractors • New York
AMENDED AND RESTATED REVOLVING LOAN AND LETTER OF CREDIT FACILITY AGREEMENT (as amended, restated, amended and restated, supplemented or otherwise modified from time to time, this “Agreement”) dated as of February 25, 2016 among FLUOR CORPORATION, FLUOR B.V., the LENDERS party hereto from time to time, and BNP PARIBAS, as Administrative Agent and an Issuing Lender.
FORM OF RESTRICTED STOCK UNIT AGREEMENTRestricted Stock Unit Agreement • August 3rd, 2017 • Fluor Corp • Heavy construction other than bldg const - contractors • Delaware
This Restricted Stock Unit Agreement (this “Agreement”) entered into as of [GRANT DATE] (the “Grant Date”), by and between Fluor Corporation, a Delaware corporation (the “Company”), and you (“Grantee” or “you”) evidences and confirms the grant to Grantee of a Restricted Stock Unit Award (“RSU Award”) under the Fluor Corporation 2017 Performance Incentive Plan (as amended from time to time, the “Plan”). Capitalized terms used in this Agreement and not defined herein have the meaning set forth in the Plan.
FORM OF OPTION AGREEMENTOption Agreement • February 17th, 2017 • Fluor Corp • Heavy construction other than bldg const - contractors • Delaware
This Option Agreement (“Agreement”) entered into as of February [__], 2017 (the “Grant Date”), by and between Fluor Corporation, a Delaware corporation (the “Company”), and you (“Grantee” or “you”) evidences the grant to Grantee of a Stock Option (“Option”) under the Fluor Corporation Amended & Restated 2008 Executive Performance Incentive Plan (the “Plan”). Capitalized terms used in this Agreement and not defined herein have the meaning set forth in the Plan.
FORM OF RESTRICTED STOCK AGREEMENTRestricted Stock Agreement • February 18th, 2015 • Fluor Corp • Heavy construction other than bldg const - contractors • Delaware
This Restricted Stock Agreement (“Agreement”) entered into as of <<GRANT DATE>> (the “Grant Date”), by and between Fluor Corporation, a Delaware corporation (“Company”), and <<NAME>> (“Grantee” or “you”) evidences and confirms the grant of a Restricted Stock Award by the Committee (as defined in the Plan) under the Fluor Corporation 2014 Restricted Stock Plan for Non-Employee Directors (as amended from time to time, the “Plan”).
FORM OF NON-U.S. STOCK GROWTH INCENTIVE AWARD AGREEMENTnon-u.s. Stock Growth Incentive Award Agreement • April 30th, 2015 • Fluor Corp • Heavy construction other than bldg const - contractors • Delaware
This Non-U.S. Stock Growth Incentive Award Agreement (this “Agreement”) entered into as of [GRANT DATE] (the “Grant Date”) by and between Fluor Corporation, a Delaware corporation (the “Company”), and you (“Grantee” or “you”) evidences and confirms the following Non-US Stock Growth Incentive Award (the “Award”) under the Fluor Corporation Amended & Restated 2008 Executive Performance Incentive Plan (the “Plan”). Capitalized terms used in this Agreement and not defined herein have the meaning set forth in the Plan.
Dealer’s name] [Dealer’s address]1Call Option Transaction • August 11th, 2023 • Fluor Corp • Heavy construction other than bldg const - contractors
The definitions and provisions contained in the 2002 ISDA Equity Derivatives Definitions (the “Equity Definitions”), as published by the International Swaps and Derivatives Association, Inc. (“ISDA”), are incorporated into this Confirmation. In the event of any inconsistency between the Equity Definitions and this Confirmation, this Confirmation shall govern. Certain defined terms used herein are based on terms that are defined in the Offering Memorandum dated [______], 2023 (the “Offering Memorandum”) relating to the [__]% Convertible Senior Notes due 2029 (as originally issued by Counterparty, the “Convertible Notes” and each USD 1,000 principal amount of Convertible Notes, a “Convertible Note”) issued by Counterparty in an aggregate initial principal amount of USD [500,000,000] (as increased by [up to]2 an aggregate principal amount of USD [75,000,000] [if and to the extent that]3[pursuant to the exercise by]4 the Initial Purchasers (as defined below) [exercise]5[of]6 their option t
FORM OF STOCK GROWTH INCENTIVE AWARD AGREEMENTStock Growth Incentive Award Agreement • May 3rd, 2024 • Fluor Corp • Heavy construction other than bldg const - contractors
This Stock Growth Incentive Award Agreement (this "Agreement") entered into as of [GRANT DATE] (the “Grant Date”) by and between Fluor Corporation, a Delaware corporation (the "Company"), and you ("Grantee" or "you") evidences the grant to Grantee of a Stock Growth Incentive Award (the “Award”) under the Fluor Corporation 2020 Performance Incentive Plan (the "Plan"). Capitalized terms used in this Agreement and not defined herein have the meaning set forth in the Plan.
FORM OF OPTION AGREEMENTOption Agreement • May 3rd, 2018 • Fluor Corp • Heavy construction other than bldg const - contractors • Delaware
This Option Agreement (“Agreement”) entered into as of [GRANT DATE] (the “Grant Date”), by and between Fluor Corporation, a Delaware corporation (the “Company”), and you (“Grantee” or “you”) evidences the grant to Grantee of a Stock Option (“Option”) under the Fluor Corporation 2017 Performance Incentive Plan (the “Plan”). Capitalized terms used in this Agreement and not defined herein have the meaning set forth in the Plan.
FORM OF RESTRICTED STOCK UNIT AGREEMENTRestricted Stock Unit Agreement • May 3rd, 2018 • Fluor Corp • Heavy construction other than bldg const - contractors • Delaware
This Restricted Stock Unit Agreement (“Agreement”) entered into as of [GRANT DATE] (the “Grant Date”), by and between Fluor Corporation, a Delaware corporation (the “Company”), and you (“Grantee” or “you”) evidences the grant to Grantee of a Stock Unit Award (“RSU Award”) under the Fluor Corporation 2017 Performance Incentive Plan (the “Plan”). Capitalized terms used in this Agreement and not defined herein have the meaning set forth in the Plan.
Letterhead of FDEE Consulting, Inc.]Consulting Agreement • May 7th, 2021 • Fluor Corp • Heavy construction other than bldg const - contractors • Texas
FORM OF VALUE DRIVER INCENTIVE AWARD AGREEMENTValue Driver Incentive Award Agreement • May 3rd, 2012 • Fluor Corp • Heavy construction other than bldg const - contractors • Delaware
This Value Driver Incentive Award Agreement (“Agreement”) entered into as of [GRANT DATE] (the “Grant Date”), by and between Fluor Corporation, a Delaware corporation (the “Company”), and you (“Grantee” or “you”) evidences and confirms the following Value Driver Incentive Award (“VDI Award”) under the Fluor Corporation 2008 Executive Performance Incentive Plan (the “Plan”). Capitalized terms used in this Agreement and not defined herein have the meaning set forth in the Plan.