0000950129-05-003114 Sample Contracts

RESTRICTED STOCK AWARD AGREEMENT
Restricted Stock Award Agreement • March 31st, 2005 • Grant Prideco Inc • Oil & gas field machinery & equipment • Texas

This Restricted Stock Award Agreement (this “Agreement”) is made by and between Grant Prideco, Inc., a Delaware corporation (the “Company”) and _________(the “Executive”) as of the ___th day of February, 2005 (the “Effective Date”), pursuant to the _________(the “Plan”), the terms of which are incorporated by reference herein in their entirety. For purposes herein “Grant Date” shall mean ___.

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GRANT PRIDECO, INC. STOCK OPTION AGREEMENT Vesting Upon Termination
Stock Option Agreement • March 31st, 2005 • Grant Prideco Inc • Oil & gas field machinery & equipment • Delaware

Under the terms and conditions of the (the “Plan”), a copy of which is attached hereto and incorporated in this Agreement by reference, Grant Prideco, Inc. (the “Company”) hereby grants to (the “Optionee”) the option to purchase shares of the Company’s Common Stock, $.01 par value, at the price of $ per share, subject to adjustment as provided herein (the “Option”) as follows:

GRANT PRIDECO, INC. STOCK OPTION AGREEMENT
Stock Option Agreement • March 31st, 2005 • Grant Prideco Inc • Oil & gas field machinery & equipment • Delaware

Under the terms and conditions of the (the “Plan”), a copy of which is attached hereto and incorporated in this Agreement by reference, Grant Prideco, Inc. (the “Company”) grants to (the “Optionee”) the option to purchase shares of the Company’s Common Stock, $.01 par value, at the price of $ per share, subject to adjustment as provided in the Plan (the “Option”) as follows:

Amendment #1
Supply Agreement • March 31st, 2005 • Grant Prideco Inc • Oil & gas field machinery & equipment

This First Amendment (the “Amendment”) to the Supply Agreement ( the “Supply Agreement”) dated as of June 2, 2003 to be effective August 1, 2003 between Voestalpine Tubulars GmbH & Co KG and Grant Prideco, Inc. is entered on this 30th day of November 2003 to be made effective the 1st day of October, 2003 (effective for purchase orders placed on or after October 1, 2003).

Amendment #2
Second Amendment • March 31st, 2005 • Grant Prideco Inc • Oil & gas field machinery & equipment

This Second Amendment (the “Amendment #2”) to the Supply Agreement dated as of June 2, 2003 to be effective August 1, 2003 (the “Supply Agreement”) between Voestalpine Tubulars GmbH & Co KG and Grant Prideco, Inc. is entered on this ___day of January 2005 to be made effective as of April 1, 2004.

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