ARTICLE I THE MERGERAgreement and Plan of Merger • August 13th, 1997 • Boots & Coots International Well Control Inc • Blank checks • Texas
EXECUTIVE EMPLOYMENT AGREEMENT This Executive Employment Agreement is made and entered into between Boots & Coots International Well Control, Inc., a Delaware corporation, having a place of business at 777 Post Oak Boulevard, Suite 800, Houston,...Executive Employment Agreement • August 16th, 1999 • Boots & Coots International Well Control Inc • Oil & gas field services, nec • Texas
SETTLEMENT AGREEMENT This Settlement Agreement ("Agreement" or "Settlement Agreement"), is entered into by Boots & Coots International Well Control, Inc. ("Boots & Coots") and the Donald and Shelley Moorehead Charitable Trust (the "Trust") on this...Settlement Agreement • July 17th, 2000 • Boots & Coots International Well Control Inc • Oil & gas field services, nec • Texas
EXHIBIT 10.24 THIS WARRANT AND ANY SHARES ACQUIRED UPON THE EXERCISE OF THIS WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933 AND MAY NOT BE TRANSFERRED IN THE ABSENCE OF SUCH REGISTRATION OR AN EXEMPTION THEREFROM UNDER SUCH ACT....Boots & Coots International Well Control Inc • August 7th, 1998 • Blank checks • New York
This Warrant and the Securities issuable upon exercise hereof have not been registered under the Securities Act of 1933, as amended (the "Act") or applicable state securities laws and may not be offered for sale, sold, transferred or otherwise...Boots & Coots International Well Control Inc • November 14th, 2000 • Oil & gas field services, nec • Texas
RECITALS:Loan Agreement • July 17th, 2000 • Boots & Coots International Well Control Inc • Oil & gas field services, nec • Texas
ASSET PURCHASE AGREEMENT THIS ASSET PURCHASE AGREEMENT ("Agreement") is made and entered into as of September 25, 1997, by and between ABASCO, Inc. a Texas corporation ("Buyer"), and ITS ENVIRONMENTAL SERVICES INC., a Delaware corporation ("Seller")....Asset Purchase Agreement • November 14th, 1997 • Boots & Coots International Well Control Inc • Blank checks • Texas
PREAMBLEConsulting Agreement • August 24th, 2004 • Boots & Coots International Well Control Inc • Oil & gas field machinery & equipment • Texas
This revised Employment Agreement (this "Agreement") is made and entered --------- into as of October 1, 2003 (the "Effective Date"), by and between BOOTS & COOTS -------------- INTERNATIONAL WELL CONTROL, INC. (the "Company") and JERRY WINCHESTER...Employment Agreement • March 30th, 2004 • Boots & Coots International Well Control Inc • Oil & gas field machinery & equipment • Texas
RECITALS:Loan Agreement • November 14th, 2002 • Boots & Coots International Well Control Inc • Oil & gas field machinery & equipment • Texas
PREFERRED STOCK AND WARRANT PURCHASE AGREEMENTBoots & Coots International Well Control Inc • July 17th, 2000 • Oil & gas field services, nec • Texas
RECITALS:Stock Pledge Agreement • March 31st, 1998 • Boots & Coots International Well Control Inc • Blank checks • Texas
OFFICE LEASEOffice Lease • April 15th, 1999 • Boots & Coots International Well Control Inc • Oil & gas field services, nec • Texas
RECITALS:Sublease Agreement • March 31st, 1998 • Boots & Coots International Well Control Inc • Blank checks • Texas
EXHIBIT 2.1 SUBSCRIPTION AGREEMENT THIS SUBSCRIPTION AGREEMENT (the "Subscription Agreement"), dated as of the 28th day of July, 1997, between HAVENWOOD VENTURES, INC., a Delaware corporation (the "Subscriber"), and HAVENWOOD ACQUISITION CORP., a...Subscription Agreement • August 13th, 1997 • Boots & Coots International Well Control Inc • Blank checks • Texas
WITNESSETHEmployment Agreement • April 15th, 1999 • Boots & Coots International Well Control Inc • Oil & gas field services, nec • Texas
1 EXHIBIT 10.30 EMPLOYMENT CONTRACT This Agreement is made and entered into by and between BOOTS & COOTS INTERNATIONAL WELL CONTROL, INC., and its wholly owned subsidiaries, referred to together in this Contract as Employer, and DEWITT EDWARDS,...Employment Contract • April 15th, 1999 • Boots & Coots International Well Control Inc • Oil & gas field services, nec • Texas
1 FORBEARANCE AGREEMENT This Agreement (the "AGREEMENT") by and among the undersigned entities identified as Bank and Obligors is entered into effective this 21st day of December, 1999. The parties hereto agree as follows: 1. At the specific request...Forbearance Agreement • July 17th, 2000 • Boots & Coots International Well Control Inc • Oil & gas field services, nec • Texas
EXHIBIT 10.21 BOOTS & COOTS INTERNATIONAL WELL CONTROL, INC. 11.28% SENIOR SUBORDINATED NOTES DUE JULY 23, 2006Boots & Coots International Well Control Inc • August 7th, 1998 • Blank checks
EXHIBIT 2.2 FIRST AMENDMENT TO STOCK PURCHASE AGREEMENT This First Amendment to Stock Purchase Agreement (the "First Amendment") dated July 15, 1998, is by and among Elmagco, Inc., a Delaware corporation ("Elmagco"), Begemann, Inc., a Delaware...Stock Purchase Agreement • August 7th, 1998 • Boots & Coots International Well Control Inc • Blank checks • Texas
CONTRACTUAL STOCK OPTION AGREEMENT OF IWC SERVICES, INC.Option Agreement • August 13th, 1997 • Boots & Coots International Well Control Inc • Blank checks • Texas
FIFTH AMENDMENT, CONSENT AND WAIVER UNDER SUBORDINATED NOTE RESTRUCTURING AGREEMENTRestructuring Agreement • August 16th, 2004 • Boots & Coots International Well Control Inc • Oil & gas field machinery & equipment • New York
EXHIBIT 10.22 REGISTRATION RIGHTS AGREEMENT REGISTRATION RIGHTS AGREEMENT, dated as of July 23, 1998, between BOOTS & COOTS INTERNATIONAL WELL CONTROL, INC., a Delaware corporation (the "COMPANY"), and THE PRUDENTIAL INSURANCE COMPANY OF AMERICA (the...Registration Rights Agreement • August 7th, 1998 • Boots & Coots International Well Control Inc • Blank checks • New York
AGREEMENTAgreement • August 13th, 1997 • Boots & Coots International Well Control Inc • Blank checks • Texas
STOCK PURCHASE AGREEMENT BY AND AMONG BEGEMANN, INC. ("SELLER"), ELMAGCO, INC. ("ELMAGCO") AND BOOTS & COOTS INTERNATIONAL WELL CONTROL, INC., ("BUYER")Stock Purchase Agreement • August 7th, 1998 • Boots & Coots International Well Control Inc • Blank checks • Texas
andRights Agreement • December 5th, 2001 • Boots & Coots International Well Control Inc • Oil & gas field machinery & equipment • New York
EXHIBIT 2 AMENDED AND RESTATED PURCHASE AND SALE AGREEMENT by and among NATIONAL-OILWELL, L.P. a Delaware limited partnership BOOTS & COOTS INTERNATIONAL WELL CONTROL, INC. a Delaware corporationPurchase and Sale Agreement • October 11th, 2000 • Boots & Coots International Well Control Inc • Oil & gas field services, nec • Texas
RECITALS:Security Agreement • March 31st, 1998 • Boots & Coots International Well Control Inc • Blank checks • Texas
RECITALSNonqualified Stock Option Agreement • August 13th, 1997 • Boots & Coots International Well Control Inc • Blank checks • Texas
EXHIBIT 2.1 AGREEMENT AND PLAN OF MERGER AND REORGANIZATIONAgreement and Plan of Merger • March 9th, 1998 • Boots & Coots International Well Control Inc • Blank checks • Texas
EXHIBIT 2.3 SECOND AMENDMENT TO STOCK PURCHASE AGREEMENT This Second Amendment to Stock Purchase Agreement (the "Second Amendment") dated July 23, 1998, is by and among Elmagco, Inc., a Delaware corporation ("Elmagco"), Begemann, Inc., a Delaware...Stock Purchase Agreement • August 7th, 1998 • Boots & Coots International Well Control Inc • Blank checks • Texas
EXHIBIT 10.19 SENIOR LOAN AGREEMENT (BRIDGE FACILITY) DATED AS OF JULY 6, 1998 BY AND BETWEEN BOOTS & COOTS INTERNATIONAL WELL CONTROL, INC.Senior Loan Agreement • August 7th, 1998 • Boots & Coots International Well Control Inc • Blank checks • New York
April 10, 2000Boots & Coots International Well Control Inc • July 17th, 2000 • Oil & gas field services, nec
ACCOUNT TRANSFER AND PURCHASE AGREEMENT This Account Transfer and Purchase Agreement (this "Agreement") is dated this 18th day of June, 2001, and is between KBK Financial, Inc., a Delaware corporation authorized to do business in Texas and doing...Account Transfer and Purchase Agreement • August 13th, 2001 • Boots & Coots International Well Control Inc • Oil & gas field machinery & equipment • Texas
EXHIBIT 10.23 PARTICIPATION RIGHTS AGREEMENT PARTICIPATION RIGHTS AGREEMENT, dated as of July 23, 1998, by and among BOOTS & COOTS INTERNATIONAL WELL CONTROL, INC., a Delaware corporation (the "COMPANY"), THE PRUDENTIAL INSURANCE COMPANY OF AMERICA...Participation Rights Agreement • August 7th, 1998 • Boots & Coots International Well Control Inc • Blank checks • New York
