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
ANDIndenture • December 23rd, 2004 • Fluor Corp • Heavy construction other than bldg const - contractors
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...Restricted Stock Agreement • November 9th, 2004 • Fluor Corp • Heavy construction other than bldg const - contractors • California
INDENTUREFluor Corp • June 27th, 2001 • Heavy construction other than bldg const - contractors • New York
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 1.3 FLUOR CORPORATION CONVERTIBLE DEBT SECURITIES FORM OF UNDERWRITING AGREEMENT STANDARD PROVISIONSFluor Corp • December 23rd, 2004 • 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...Pricing Agreement • June 27th, 2001 • 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
IndentureIndenture • February 17th, 2004 • 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.
ANDRights Agreement • February 17th, 2004 • Fluor Corp • Heavy construction other than bldg const - contractors • 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
Exhibit 1.1 FLUOR CORPORATION DEBT SECURITIES FORM OF UNDERWRITING AGREEMENT STANDARD PROVISIONSFluor Corp • December 23rd, 2004 • Heavy construction other than bldg const - contractors • New York
dated as of betweenDistribution Agreement • September 20th, 2000 • Fluor Corp • New York
Exhibit 1.2 FLUOR CORPORATION EQUITY SECURITIES FORM OF UNDERWRITING AGREEMENT STANDARD PROVISIONSFluor Corp • December 23rd, 2004 • Heavy construction other than bldg const - contractors • New York
FORM OF VALUE DRIVER INCENTIVE AWARD AGREEMENTForm of Value 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 AGREEMENTForm of Restricted 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 PERFORMANCE AWARD AGREEMENTForm of Performance Award Agreement • May 5th, 2023 • 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.
WITNESSETHTax Sharing Agreement • December 7th, 2000 • Fluor Corp • Services-engineering, accounting, research, management • New York
FORM OF RESTRICTED STOCK UNIT AGREEMENTForm of Restricted 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 AGREEMENTForm of Option 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 AGREEMENTForm of Restricted 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 AGREEMENTStock 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.
FORM OF RESTRICTED STOCK UNIT AGREEMENTForm of Restricted Stock Unit Agreement • May 5th, 2023 • 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.
Dealer’s name] [Dealer’s address]1Fluor Corp • August 11th, 2023 • 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 OPTION AGREEMENTForm of Option Agreement • May 5th, 2023 • 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.
REVOLVING LOAN AND LETTER OF CREDIT FACILITY AGREEMENT among FLUOR CORPORATION, as Borrower, BNP PARIBAS, as Administrative Agent and an Issuing Lender, BANK OF AMERICA, N.A. as Syndication Agent, CITIBANK, N.A. and THE BANK OF TOKYO- MITSUBISHI UFJ,...Assignment and Assumption • February 20th, 2013 • Fluor Corp • Heavy construction other than bldg const - contractors • New York
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 November 9, 2012 among FLUOR CORPORATION, a Delaware corporation (the “Borrower”), the LENDERS party hereto from time to time, and BNP PARIBAS, as Administrative Agent and an Issuing Lender.
AMENDED AND RESTATED REVOLVING LOAN AND LETTER OF CREDIT FACILITY AGREEMENT amongAssignment and Assumption 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.
Letterhead of FDEE Consulting, Inc.]Fluor Corp • May 7th, 2021 • Heavy construction other than bldg const - contractors • Texas
FORM OF VALUE DRIVER INCENTIVE AWARD AGREEMENTForm of Value 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.
RETIREMENT AND RELEASE AGREEMENTRetirement and Release Agreement • September 25th, 2020 • Fluor Corp • Heavy construction other than bldg const - contractors • Texas
Bruce Stanski (“Employee”) and Fluor Enterprises, Inc. (“Company”) have reached the following Retirement and Release Agreement (“Agreement”) in connection with Employee’s retirement from the Company. In this Agreement, the term “Parties” refers to Employee and the Company.
AMENDMENT NO. 2 Dated as of April 2, 2020 to $1,700,000,000 AMENDED AND RESTATED REVOLVING LOAN AND LETTER OF CREDIT FACILITY AGREEMENT Dated as of February 25, 2016Fluor Corp • April 3rd, 2020 • Heavy construction other than bldg const - contractors • New York
THIS AMENDMENT NO. 2 (this “Amendment”) is made as of April 2, 2020 by and among Fluor Corporation, a Delaware corporation (the “Company”), Fluor B.V., a besloten vennootschap met beperkte aansprakelijkheid incorporated under the laws of the Netherlands having its corporate seat (statutaire zetel) in Haarlem, the Netherlands and registered with the Dutch Chamber of Commerce under number 34023348 (the “Dutch Borrower” and, together with the Company, the “Borrowers”), the financial institutions listed on the signature pages hereof and BNP Paribas, as Administrative Agent (the “Administrative Agent”), under that certain $1,700,000,000 Amended and Restated Revolving Loan and Letter of Credit Facility Agreement, dated as of February 25, 2016, by and among the Borrowers, the Lenders and the Administrative Agent (as amended, restated, supplemented or otherwise modified from time to time, the “Credit Agreement”). Capitalized terms used herein and not otherwise defined herein shall have the res
