EXCHANGE AGREEMENT (GUARANTEED NOTES Clause Samples

EXCHANGE AGREEMENT (GUARANTEED NOTES. This EXCHANGE AGREEMENT (GUARANTEED NOTES) is entered into as of October 5, 2022, by and among SEACOR MARINE HOLDINGS INC. (the “Company”), a Delaware corporation, FALCON GLOBAL ▇▇▇▇▇▇ LLC (the “Guarantor”), a Delaware limited liability company and indirect wholly-owned subsidiary of the Company and the Investors listed on Schedule A attached hereto.