0001193125-08-216706 Sample Contracts

CHANGE OF CONTROL AGREEMENT
Change of Control Agreement • October 27th, 2008 • Tidewater Inc • Water transportation • Louisiana

This Change of Control Agreement (“the Agreement”) between Tidewater Inc., a Delaware corporation (the “Company”), and Quinn P. Fanning (the “Employee”) is dated effective as of July 31, 2008 (the “Effective Date”).

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STOCK OPTION AND RESTRICTED STOCK AGREEMENT FOR THE GRANT OF INCENTIVE STOCK OPTIONS, NON-QUALIFIED STOCK OPTIONS AND RESTRICTED STOCK UNDER THE TIDEWATER INC. 2006 STOCK INCENTIVE PLAN
Stock Option and Restricted Stock Agreement • October 27th, 2008 • Tidewater Inc • Water transportation • Louisiana

The Employee has reviewed with the Employee’s own tax advisors the federal, state, local and foreign tax consequences of the transactions contemplated by this Agreement. The Employee is relying solely on such advisors and not on any statements or representations of the

TIDEWATER INC. AMENDMENT NO. 1 TO CHANGE OF CONTROL AGREEMENT
Change of Control Agreement • October 27th, 2008 • Tidewater Inc • Water transportation
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