Global Industries LTD Sample Contracts

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AMENDMENT NO. 2
Global Industries LTD • March 27th, 2003 • Oil & gas field services, nec • New York
SECOND AMENDED AND RESTATED CREDIT AGREEMENT
Credit Agreement • May 10th, 2002 • Global Industries LTD • Oil & gas field services, nec • New York
COMMON STOCK
Global Industries LTD • March 26th, 2002 • Oil & gas field services, nec • New York
U.S. UNDERWRITING AGREEMENT
Global Industries LTD • January 28th, 1997 • Oil & gas field services, nec • New York
TRUST INDENTURE
Global Industries LTD • June 26th, 1997 • Oil & gas field services, nec • Louisiana
Global Industries, Ltd., as Issuer and
Senior Indenture • August 31st, 1999 • Global Industries LTD • Oil & gas field services, nec • New York
SECTION 1 REPRESENTATIONS AND WARRANTIES
Global Industries LTD • March 25th, 2004 • Oil & gas field services, nec • New York
Global Industries, Ltd., as Issuer and
Subordinated Indenture • August 31st, 1999 • Global Industries LTD • Oil & gas field services, nec • New York
1996 AMENDMENT ASSIGNMENT AND ASSUMPTION OF AUTHORIZATION AGREEMENT
Authorization Agreement • June 26th, 1997 • Global Industries LTD • Oil & gas field services, nec
AGREEMENT AND PLAN OF MERGER dated as of September 11, 2011 among TECHNIP S.A., GLOBAL INDUSTRIES, LTD. and APOLLON MERGER SUB B, INC.
Agreement and Plan of Merger • September 12th, 2011 • Global Industries LTD • Oil & gas field services, nec • New York

AGREEMENT AND PLAN OF MERGER (this “Agreement”) dated as of September 11, 2011 among Global Industries, Ltd., a Louisiana corporation (the “Company”), Technip S.A., a société anonyme organized under the laws of France (“Parent”), and Apollon Merger Sub B, Inc., a Louisiana corporation and an indirect wholly-owned subsidiary of Parent (“Merger Subsidiary”).

1 EXHIBIT 10.20 RESTATED CREDIT AGREEMENT
Credit Agreement • June 26th, 1997 • Global Industries LTD • Oil & gas field services, nec • Louisiana
REGISTRATION RIGHTS AGREEMENT BY AND BETWEEN GLOBAL INDUSTRIES, LTD, AS ISSUER AND LEHMAN BROTHERS INC., AS REPRESENTATIVE OF THE SEVERAL INITIAL PURCHASERS DATED AS OF JULY 27, 2007
Registration Rights Agreement • August 6th, 2007 • Global Industries LTD • Oil & gas field services, nec • New York

Registration Rights Agreement, dated as of July 27, 2007, by and among Global Industries, Ltd., a Louisiana corporation (together with any successor entity, herein referred to as the “Issuer”), and Lehman Brothers Inc., as representative of the several Initial Purchasers (the “Initial Purchasers”).

FIRST AMENDED AND RESTATED CREDIT AGREEMENT
Credit Agreement • August 13th, 2001 • Global Industries LTD • Oil & gas field services, nec • New York
June 15, 2009
Global Industries LTD • June 18th, 2009 • Oil & gas field services, nec • Texas

Global Industries, Ltd. (the “Company”) considers it essential to the best interest of the Company and its shareholders that its management and key employees be encouraged to remain with the Company and to continue to devote full attention to the Company’s business in the event of a change in control of the Company, whether through a tender offer, a negotiated merger or sale of the Company’s business or otherwise. In this connection, the Company recognizes that the possibility of a change in control and the uncertainty and questions which it may raise among management may result in the departure or distraction of management personnel and key employees to the detriment of the Company and its shareholders. Accordingly, the Company’s Board of Directors (the “Board”) has determined that appropriate steps should be taken to reinforce and encourage the continued attention and dedication of members of the Company’s management, including yourself, to their assigned duties without distraction i

BY AND BETWEEN
Asset Acquisition Agreement • November 13th, 2000 • Global Industries LTD • Oil & gas field services, nec • Texas
CONSENT AND WAIVER
Consent and Waiver • August 9th, 2004 • Global Industries LTD • Oil & gas field services, nec • New York

This CONSENT AND WAIVER (this "Agreement"), dated as of August 3, 2004 (the "Agreement Effective Date"), is entered into by Global Industries, Ltd., a Louisiana corporation (the "Company"), and Global Offshore Mexico, S. de R.L. de C.V., a Mexican sociedad de responsabilidad limitada de capital variable (together with the Company, the "Borrowers"); the financial institutions parties hereto which are Lenders party to the Credit Agreement described below; and Calyon New York Branch (formerly known as Credit Lyonnais New York Branch), as administrative agent for the Lenders (in such capacity, the "Administrative Agent").

FIRST AMENDMENT TO FORM OF EXECUTIVE LONG-TERM INCENTIVE PERFORMANCE UNIT AGREEMENT (EPS BASED MULTI-YEAR)
Incentive Performance Unit Agreement • February 26th, 2010 • Global Industries LTD • Oil & gas field services, nec

WHEREAS, the Performance Units granted under the Form of Executive Long-Term Incentive Performance Unit Agreement (EPS Based Multi-Year) (the “Agreement”) granted under the Global Industries, Ltd 2005 Stock Incentive Plan for 2009 are not vested; and

FORM OF EXECUTIVE LONG-TERM INCENTIVE PERFORMANCE UNIT AGREEMENT (TSR Based)
Term Incentive Performance Unit Agreement • May 5th, 2011 • Global Industries LTD • Oil & gas field services, nec • Texas

To carry out the purposes of the GLOBAL INDUSTRIES, LTD. 2005 STOCK INCENTIVE PLAN (the “Plan”) and in consideration of services performed by Participant and the mutual agreements and other matters set forth herein and in the Plan, the Company and the Participant hereby agree as follows:

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Global Industries, Ltd. Letterhead]
Global Industries LTD • November 22nd, 2005 • Oil & gas field services, nec

Global Industries, Ltd. (the “Company”) is pleased to offer you the additional position of Chief Financial Officer. In order to induce you to accept the additional responsibilities with the Company, this letter agreement (this “Agreement”) sets forth certain benefits that the Company agrees will be provided to you.

SETTLEMENT AGREEMENT
Settlement Agreement • August 9th, 2006 • Global Industries LTD • Oil & gas field services, nec

A limited company incorporated and existing under the laws of the State of Texas (United States of America), having its registered offices at 11490 Westheimer, Suite 400, Houston, Texas 77077, United States of America, represented by Mr. Peter Atkinson, duly authorized for the purposes of this Agreement.

STATE OF LOUISIANA PARISH OF LAFAYETTE LEASE AGREEMENT This Lease Agreement ("Agreement") made and entered into this 10th day of November, 2005, by and between:
Lease Agreement • November 22nd, 2005 • Global Industries LTD • Oil & gas field services, nec • Louisiana

WILLIAM J. DORE', a resident of Calcasieu Parish, Louisiana, whose mailing address is 207 Oliver Street, Lake Charles, LA 70607, dealing herein with his separate and paraphernal property,

AGREEMENT
Agreement • September 22nd, 2006 • Global Industries LTD • Oil & gas field services, nec • Louisiana

This Agreement (this “Agreement”) is made and entered into by and between Global Industries, Ltd., a Louisiana corporation (hereinafter referred to as the “Company”), and William J. Doré, an individual (hereinafter referred to as “Mr. Doré”), effective as of September 18, 2006 (the “Effective Date”).

GLOBAL OFFSHORE MEXICO, S. DE R.L. DE C.V. ADVISORY BOARD PROFESSIONAL SERVICE AGREEMENT between GLOBAL OFFSHORE MEXICO S. de R.L. de C.V. and Mr. Eduardo Francisco Borja Ruy Sanchez
Professional Service Agreement • May 6th, 2010 • Global Industries LTD • Oil & gas field services, nec

THIS PROFESSIONAL SERVICE AGREEMENT (the “Agreement”) is made and entered into this the _1st___day of July, 2009, by and between Global Offshore Mexico S. de R.L. de C.V., a company organized under the laws of Mexico, having its registered office at Calle 31 x 42 no. 120, Col. Tacubaya, Cd. Del Carmen, Campeche CP 24180 (“Global”) and Eduardo Francisco Borja Ruy Sanchez a Mexican citizen whose address is Calle Teololco 220 casa 1, Jardines del Pedregal, Mexico, D.F. CP 01900 (“CONSULTANT”) (collectively Global and CONSULTANT are referred to as the “Parties’ and individually as “Party”).

RECITALS
Indemnification Agreement • June 26th, 1997 • Global Industries LTD • Oil & gas field services, nec • Louisiana
AMENDMENT TO AGREEMENT
Amendment to Agreement • December 8th, 2008 • Global Industries LTD • Oil & gas field services, nec

This Amendment to Agreement, effective as of December 5, 2008 (the “Effective Date”) amends that certain Agreement, effective as of September 18, 2006, by and between Global Industries, Ltd., a Louisiana corporation (hereinafter referred to as the “Company”), and William J. Doré, an individual (hereinafter referred to as “Mr. Doré”) (“Original Agreement”).

AMENDMENT NO. 1
Global Industries LTD • November 9th, 2004 • Oil & gas field services, nec • New York

This AMENDMENT NO. 1 (this "Amendment"), dated as of September 30, 2004 (the "Amendment Effective Date"), is entered into by Global Industries, Ltd., a Louisiana corporation (the "Company"), and Global Offshore Mexico, S. de R.L. de C.V., a Mexican sociedad de responsabilidad limitada de capital variable (together with the Company, the "Borrowers"); the financial institutions parties hereto which are Lenders party to the Credit Agreement described below; and Calyon New York Branch (formerly known as Credit Lyonnais New York Branch), as administrative agent for the Lenders (in such capacity, the "Administrative Agent").

AMENDMENT NO. 3 and consent
Global Industries LTD • August 14th, 2003 • Oil & gas field services, nec • New York

This Amendment No. 3 and Consent dated as of June 30, 2003 ("Agreement") is among Global Industries, Ltd., a Louisiana corporation ("Company"), and Global Offshore Mexico, S. de. R.L. de C.V., a Mexican sociedad de responsabilidad limitada de capital variable ("Mexican Borrower"; which, with the Company, are referred to as the "Borrowers"); the Lenders (as defined below) executing this Agreement; and Bank One, NA, as administrative agent for the Lenders ("Administrative Agent").

FIRST AMENDMENT TO FORM OF EXECUTIVE LONG-TERM INCENTIVE PERFORMANCE UNIT AGREEMENT (EPS Based; One Year Performance Period; 14-Month Restricted Period)
Term Incentive Performance Unit Agreement • February 26th, 2010 • Global Industries LTD • Oil & gas field services, nec

WHEREAS, the Performance Units granted under the Form of Executive Long-Term Incentive Performance Unit Agreement (EPS Based; One Year Performance Period; 14-Month Restricted Period) (the “Agreement”) granted under the Global Industries, Ltd 2005 Stock Incentive Plan for 2009 are not vested; and

WAIVER TO THIRD AMENDED AND RESTATED CREDIT AGREEMENT
Credit Agreement • November 4th, 2010 • Global Industries LTD • Oil & gas field services, nec • New York

THIS WAIVER TO THIRD AMENDED AND RESTATED CREDIT AGREEMENT (this “Waiver”) is made and entered into effective as of November 3, 2010 (the “Effective Date”), by and among (a) GLOBAL INDUSTRIES, LTD., a Louisiana corporation (the “Parent”), GLOBAL OFFSHORE MEXICO, S. DE R.L. DE C.V., a Mexican sociedad de responsabilidad limitada de capital variable (the “Mexican Borrower”), and GLOBAL INDUSTRIES INTERNATIONAL, L.L.C., a Louisiana limited liability company, in its capacity as general partner of GLOBAL INDUSTRIES INTERNATIONAL, L.P., a Cayman Islands exempted limited partnership (the “Cayman Borrower” and together with the Parent and the Mexican Borrower, each a “Borrower” and collectively, the “Borrowers”), (b) the financial institutions parties hereto which are Lenders party to the Credit Agreement (as defined below); and (c) CRÉDIT AGRICOLE CORPORATE AND INVESTMENT BANK (formerly known as Calyon New York Branch), as administrative agent for the Lenders (in such capacity, the “Administr

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