Registration Rights Agreement VARCO INTERNATIONAL, INC. REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • December 23rd, 2002 • Environmental Procedures Inc • Oil & gas field services, nec • New York
Varco International, Inc., a Delaware corporation (the “Issuer”), proposes to issue and sell to Salomon Smith Barney Inc. (the “Initial Purchaser”), upon the terms set forth in a purchase agreement dated November 14, 2002 (the “Purchase Agreement”), $150,000,000 aggregate principal amount of its 5.5% Senior Notes due 2012 (the “Initial Securities”) to be guaranteed (the “Guaranties”) by Varco I/P, Inc.; Tubo-FGS, LLC; Tuboscope (Holding U.S.) Inc.; Fiber Glass Systems Holdings, LLC; Fiber Glass Systems, LP; Varco, LP; Tuboscope Pipeline Services Inc.; Environmental Procedures Inc.; TVI Holdings, L.L.C.; Varco US Holdings, Inc.; Advanced Wirecloth, Inc.; and Tulsa Equipment Manufacturing Company (the “Guarantors” and together with the Issuer, the “Company”). The Initial Securities will be issued pursuant to an Indenture, dated as of the date hereof (the “Indenture”) among the Issuer, the Guarantors and The Bank of New York Trust Company of Florida, N.A. (the “Trustee”). As an inducement
VARCO INTERNATIONAL, INC. AS ISSUER, THE GUARANTORS NAMED HEREIN, AS GUARANTORS, and THE BANK OF NEW YORK TRUST COMPANY OF FLORIDA, N.A. AS TRUSTEEIndenture • December 23rd, 2002 • Environmental Procedures Inc • Oil & gas field services, nec • New York
INDENTURE dated as of November 19, 2002 between Varco International, Inc., a Delaware corporation (the “Company”), the entities listed on Schedule I hereto (each a “Guarantor” and collectively, the “Guarantors”) and The Bank of New York Trust Company of Florida, N.A. (the “Trustee”).
COMPANY AGREEMENT OF TVI HOLDINGS, L.L.C. (A Delaware Limited Liability Company) THESE MEMBERSHIP INTERESTS HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, NOR PURSUANT TO THE PROVISIONS OF ANY STATE SECURITIES ACT CERTAIN...Company Agreement • December 23rd, 2002 • Environmental Procedures Inc • Oil & gas field services, nec • Delaware
This Company Agreement of TVI HOLDINGS, L.L.C. (“Agreement”) dated effective as of the 1st day of December, 1999, is hereby duly adopted, approved, ratified, and confirmed as the Company Agreement of TVI HOLDINGS, L.L.C., a Delaware limited liability company, by the parties signing this Agreement as the Managers and Members of the Company.
