AGREEMENT AND AMENDMENT NO. 1 TO CREDIT AGREEMENTCredit Agreement • January 21st, 2016 • NOW Inc. • Oil & gas field machinery & equipment • New York
This CREDIT AGREEMENT (“Agreement”) is entered into as of April 18, 2014, among NOW INC., a Delaware corporation (“Borrower”), WELLS FARGO BANK, NATIONAL ASSOCIATION, as Administrative Agent (as defined below), an Issuing Lender (as defined below), US Swingline Lender (as defined below), and each Lender (as defined below).
PLEDGE AND SECURITY AGREEMENTPledge and Security Agreement • January 21st, 2016 • NOW Inc. • Oil & gas field machinery & equipment • New York
This PLEDGE AND SECURITY AGREEMENT, dated as of January 20, 2016 (as amended, supplemented, amended and restated or otherwise modified from time to time, this “Security Agreement”), is by and among NOW INC., a Delaware corporation (the “Borrower”), each Material Domestic Subsidiary of the Borrower party hereto from time to time (collectively with the Borrower, the “Grantors” and individually, a “Grantor”), and WELLS FARGO BANK, NATIONAL ASSOCIATION, as Administrative Agent (the “Administrative Agent”) for the ratable benefit of the Secured Parties.
MASTER DISTRIBUTOR AGREEMENTMaster Distributor Agreement • May 30th, 2014 • NOW Inc. • Oil & gas field machinery & equipment • Texas
THIS AGREEMENT is made and entered into as of the 29th day of May, 2014 (the “Effective Date”) by and between NATIONAL OILWELL VARCO, L.P., a Delaware limited partnership, with an office and place of business at 7909 Parkwood Circle Drive, Houston, Texas 77036, hereinafter called “NOV”, and DNOW L.P., a Texas limited partnership, with an office and place of business at 7402 North Eldridge Parkway, Houston, Texas 77041, hereinafter called “DISTRIBUTOR”.
Master Service AgreementMaster Service Agreement • May 30th, 2014 • NOW Inc. • Oil & gas field machinery & equipment
This Master Service Agreement (“MSA”) is entered into this 29th day of May, 2014 (the “Effective Date”) by and between DNOW L.P. with a place of business at 7402 North Eldridge Parkway Houston, TX 77041 (“DNOW”) and National Oilwell Varco, L.P. (“NOV”) with a place of business at 7909 Parkwood Circle Drive, Houston, TX 77036. NOV, as used herein, shall include NOV and its affiliated and subsidiary companies.
TAX MATTERS AGREEMENT By and Between NATIONAL OILWELL VARCO, INC. and NOW INC. Dated as of May 29, 2014Tax Matters Agreement • May 30th, 2014 • NOW Inc. • Oil & gas field machinery & equipment • Texas
This TAX MATTERS AGREEMENT (this “Agreement”), dated as of May 29, 2014, by and between National Oilwell Varco, Inc., a Delaware corporation (“NOV”), and NOW Inc., a Delaware corporation whose sole shareholder is NOV (“SpinCo” and, together with NOV, each, a “Party” and collectively, the “Parties”).
SEPARATION AND DISTRIBUTION AGREEMENT BY AND BETWEEN NATIONAL OILWELL VARCO, INC. AND NOW INC. DATED AS OF MAY 29, 2014Separation and Distribution Agreement • May 30th, 2014 • NOW Inc. • Oil & gas field machinery & equipment • Texas
This SEPARATION AND DISTRIBUTION AGREEMENT, made and entered into effective as of May 29, 2014 (this “Agreement”), is by and between National Oilwell Varco, Inc., a Delaware corporation (“NOV”), and NOW Inc., a Delaware corporation and wholly owned subsidiary of NOV (“SpinCo”). NOV and SpinCo are each a “Party” and are sometimes referred to herein as the “Parties”. Capitalized terms used herein and not otherwise defined shall have the respective meanings assigned to them in Article I.
EMPLOYMENT AGREEMENTEmployment Agreement • May 30th, 2014 • NOW Inc. • Oil & gas field machinery & equipment • Texas
This EMPLOYMENT AGREEMENT (this “Agreement”), dated effective as of May 30, 2014, is by and among DNOW L.P., a Delaware limited partnership (the “Company”), NOW Inc., a Delaware corporation (“NOW”), and Merrill A. Miller, Jr. (the “Executive”).
TRANSITION SERVICES AGREEMENT BETWEEN NATIONAL OILWELL VARCO, INC. AND NOW INC. DATED AS OF May 29, 2014Transition Services Agreement • May 30th, 2014 • NOW Inc. • Oil & gas field machinery & equipment • Texas
This Transition Services Agreement (this “Agreement”), made and entered into effective as of May 29, 2014, is by and between National Oilwell Varco, Inc., a Delaware corporation (“NOV”), and NOW Inc., a Delaware corporation (“SpinCo”). NOV and SpinCo are sometimes herein referred to individually as a “Party” and collectively as the “Parties”. Capitalized terms used herein and not otherwise defined herein shall have the meanings ascribed to them in Article I.
EMPLOYEE MATTERS AGREEMENT BY AND BETWEEN NATIONAL OILWELL VARCO, INC. AND NOW INC. DATED AS OF MAY 29, 2014Employee Matters Agreement • May 30th, 2014 • NOW Inc. • Oil & gas field machinery & equipment • Texas
THIS EMPLOYEE MATTERS AGREEMENT, made and entered into effective as of May 29, 2014 (this “Agreement”), is by and between National Oilwell Varco, Inc., a Delaware corporation (“NOV”), and NOW Inc., a Delaware corporation (“SpinCo”). NOV and SpinCo are also referred to in this Agreement individually as a “Party” and collectively as the “Parties.” Capitalized terms used herein and not otherwise defined shall have the meanings ascribed to them in Article I.
EMPLOYMENT AGREEMENTEmployment Agreement • June 2nd, 2020 • NOW Inc. • Oil & gas field machinery & equipment • Texas
This EMPLOYMENT AGREEMENT (this “Agreement”), dated effective as of June 1, 2020, is by and among DNOW L.P., a Delaware limited partnership (the “Company”), NOW Inc., a Delaware corporation (“NOW”), and David Cherechinsky (the “Executive”).
NOW INC. LONG-TERM INCENTIVE PLANAward Agreement • May 7th, 2015 • NOW Inc. • Oil & gas field machinery & equipment • Texas
AMENDMENT TO EMPLOYMENT AGREEMENTEmployment Agreement • November 2nd, 2016 • NOW Inc. • Oil & gas field machinery & equipment
This AMENDMENT TO EMPLOYMENT AGREEMENT (this “Amendment”), dated effective as of November 2, 2016, by and among DNOW L.P., a Texas limited partnership (the “Company”), NOW Inc., a Delaware corporation (“NOW”), and _____________________________ (the “Executive”), amends the current employment agreement (the “Employment Agreement”) by and among the Company, NOW and the Executive.
November 20, 2019 Dick Alario DistributionNOWNOW Inc. • November 21st, 2019 • Oil & gas field machinery & equipment
NOW INC. LONG-TERM INCENTIVE PLAN Nonqualified Stock Option AgreementNonqualified Stock Option Agreement • May 7th, 2015 • NOW Inc. • Oil & gas field machinery & equipment • Texas
LIMITED WAIVER CREDIT AGREEMENTLimited Waiver Credit Agreement • December 24th, 2015 • NOW Inc. • Oil & gas field machinery & equipment • New York
This Limited Waiver to Credit Agreement (this “Agreement”) entered into and made effective as of December 18, 2015 (the “Waiver Effective Date”), is by and among NOW, Inc., as borrower (“Borrower”), the subsidiaries of the Borrower party hereto (each a “Guarantor” and collectively, the “Guarantors”), the Lenders (as defined below) and Wells Fargo Bank, National Association, as administrative agent for the Lenders (in such capacity, the “Administrative Agent”), and as issuing lender and swing line lender under the Credit Agreement.
NOW INC. LONG-TERM INCENTIVE PLAN Restricted Stock AgreementRestricted Stock Agreement • May 7th, 2015 • NOW Inc. • Oil & gas field machinery & equipment • Texas
FIRST AMENDMENT TO EMPLOYMENT AGREEMENTEmployment Agreement • June 2nd, 2020 • NOW Inc. • Oil & gas field machinery & equipment • Texas
This FIRST AMENDMENT TO EMPLOYMENT AGREEMENT (this “Amendment”), dated effective as of June 1, 2020, is by and among DNOW L.P., a Delaware limited partnership (the “Company”) and Dick Alario (“Executive” or “You”). The Company and Executive may be referred to herein individually as “Party” and collectively as the “Parties”.
NOW INC. LONG-TERM INCENTIVE PLAN Restricted Stock AgreementRestricted Stock Agreement • November 19th, 2014 • NOW Inc. • Oil & gas field machinery & equipment • Texas
