Common use of Tax Reporting and Withholding for Equity-Based Awards Clause in Contracts

Tax Reporting and Withholding for Equity-Based Awards. Oil States (or one of its Subsidiaries) will be responsible for all income, payroll, or other tax reporting related to income of OS Group Employees, Former OS Group Employees or Former Civeo Group Employees from equity-based awards outstanding under the OS Equity Plans, and Civeo (or one of its Subsidiaries) will be responsible for all income, payroll, or other tax reporting related to income of Civeo Group Employees from equity-based awards outstanding under the Civeo New Equity Plan. Similarly, Oil States will be responsible for all income, payroll, or other tax reporting related to income of its non-employee directors from equity-based awards, and Civeo will be responsible for all income, payroll, or other tax reporting related to income of its non-employee directors from equity-based awards. Further, Oil States (or one of its Subsidiaries) shall be responsible for remitting applicable tax withholdings for OS Group Employees and Former OS Group Employees to each applicable taxing authority, and Civeo (or one of its Subsidiaries) shall be responsible for remitting applicable tax withholdings for Civeo Group Employees and Former Civeo Group Employees to each applicable taxing authority. Oil States and Civeo acknowledge and agree that the parties will cooperate with each other and with third-party providers to effectuate withholding and remittance of taxes, as well as required tax reporting, in a timely, efficient, and appropriate manner.

Tax Reporting and Withholding for Equity-Based Awards. Oil States COP (or one of its Subsidiaries) will be responsible for all income, payroll, or other tax reporting related to income of OS Group Employees, Former OS COP Group Employees or COP Group Former Civeo Group Employees from equity-based awards outstanding under the OS Equity Plansawards, and Civeo Xxxxxxxx 66 (or one of its Subsidiaries) will be responsible for all income, payroll, or other tax reporting related to income of Civeo Xxxxxxxx 66 Group Employees from equity-based awards outstanding under the Civeo New Equity Planawards. Similarly, Oil States COP will be responsible for all income, payroll, or other tax reporting related to income of its non-employee directors from equity-based awards, and Civeo Xxxxxxxx 66 will be responsible for all income, payroll, or other tax reporting related to income of its non-employee directors from equity-based awards. Further, Oil States COP (or one of its Subsidiaries) shall be responsible for remitting applicable tax withholdings for OS Group Employees and Former OS COP Group Employees to each applicable taxing authority, and Civeo Xxxxxxxx 66 (or one of its Subsidiaries) shall be responsible for remitting applicable tax withholdings for Civeo Group Employees and Former Civeo Xxxxxxxx 66 Group Employees to each applicable taxing authority; provided, however, that either COP or Xxxxxxxx 66 shall act as agent for the other company by remitting amounts withheld in the form of shares or in conjunction with an exercise transaction to an appropriate taxing authority. Oil States COP and Civeo Xxxxxxxx 66 acknowledge and agree that the parties will cooperate with each other and with third-party providers to effectuate withholding and remittance of taxes, as well as required tax reporting, in a timely, efficient, and appropriate manner.

Tax Reporting and Withholding for Equity-Based Awards. Oil States (or one of its Subsidiaries) will be responsible for all income, payroll, or other tax reporting related to income of OS Group Employees, Former OS Group Employees or Former Civeo OS Group Employees from equity-based awards outstanding under the OS Equity Plansawards, and Civeo (or one of its Subsidiaries) will be responsible for all income, payroll, or other tax reporting related to income of Civeo Group Employees and Former Civeo Group Employees from equity-based awards outstanding under the Civeo New Equity Planawards. Similarly, Oil States will be responsible for all income, payroll, or other tax reporting related to income of its non-employee directors from equity-based awards, and Civeo will be responsible for all income, payroll, or other tax reporting related to income of its non-employee directors from equity-based awards. Further, Oil States (or one of its Subsidiaries) shall be responsible for remitting applicable tax withholdings for OS Group Employees and Former OS Group Employees to each applicable taxing authority, and Civeo (or one of its Subsidiaries) shall be responsible for remitting applicable tax withholdings for Civeo Group Employees and Former Civeo Group Employees to each applicable taxing authority. Oil States and Civeo acknowledge and agree that the parties will cooperate with each other and with third-party providers to effectuate withholding and remittance of taxes, as well as required tax reporting, in a timely, efficient, and appropriate manner.