COMMON STOCKUnderwriting Agreement • July 11th, 1997 • Gulfmark Offshore Inc • Oil & gas field machinery & equipment • New York
1 2 GulfMark International, Inc. INCENTIVE STOCK OPTION AGREEMENTIncentive Stock Option Agreement • July 11th, 1997 • Gulfmark Offshore Inc • Oil & gas field machinery & equipment
FIRST AMENDMENT TO AGREEMENT AND PLAN OF MERGERAgreement and Plan of Merger • March 28th, 1997 • Gulfmark Offshore Inc
1 - 2 4. Except as otherwise specifically provided herein, the remaining terms and conditions of the outstanding options evidenced by the Original Stock Option Agreement, including without limitation vesting and exercise provisions, shall remain...Stock Option Agreement • July 11th, 1997 • Gulfmark Offshore Inc • Oil & gas field machinery & equipment
2,000,000 Shares GulfMark Offshore, Inc. Common Stock UNDERWRITING AGREEMENTUnderwriting Agreement • December 5th, 2006 • Gulfmark Offshore Inc • Oil & gas field machinery & equipment • New York
Introductory. GulfMark Offshore, Inc., a Delaware corporation (the “Company”), proposes to issue and sell to Jefferies & Company, Inc. (the “Underwriter”) an aggregate of 2,000,000 shares of its common stock, par value $0.01 per share (the “Shares”). The 2,000,000 Shares to be sold by the Company are called the “Firm Shares.” In addition, the Company has granted to the Underwriter an option to purchase up to an additional 300,000 Shares as provided in Section 2. The additional 300,000 Shares to be sold by the Company pursuant to such option are collectively called the "Optional Shares.” The Firm Shares and, if and to the extent such option is exercised, the Optional Shares are collectively called the “Offered Shares.”
INDENTUREIndenture • July 20th, 1998 • Gulfmark Offshore Inc • Oil & gas field machinery & equipment • New York
1 EXHIBIT 10.12 STOCK OPTION AGREEMENT (Amended and Restated 1993 Non-Employee Director Stock Option Plan) This STOCK OPTION AGREEMENT (the "Agreement") is made as of this _____ day of ______________, 19___, between GULFMARK OFFSHORE, INC., a Delaware...Stock Option Agreement • July 11th, 1997 • Gulfmark Offshore Inc • Oil & gas field machinery & equipment • Delaware
1 EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT (the "Agreement") is entered into effective as of July 6, 2001 (the "Effective Date") by and between GM Offshore, Inc., a Delaware corporation (the "Company"), and Edward A. Guthrie Jr. (the...Employment Agreement • August 14th, 2001 • Gulfmark Offshore Inc • Oil & gas field machinery & equipment • Texas
LOAN AGREEMENT relating to a L.27,565,000 Revolving Term Loan Facility WATSON, FARLEY & WILLIAMS London 2 INDEXLoan Agreement • July 11th, 1997 • Gulfmark Offshore Inc • Oil & gas field machinery & equipment • England
1 EXHIBIT 4.4 REGISTRATION RIGHTS AGREEMENT This Registration Rights Agreement (this "Agreement") is made and entered into as of June 8, 1998 by and among GulfMark Offshore, Inc., a Delaware corporation (the "Company") and Lehman Brothers Inc., Chase...Registration Rights Agreement • July 20th, 1998 • Gulfmark Offshore Inc • Oil & gas field machinery & equipment • New York
1 EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT (the "Agreement") is entered into effective as of the 1st day of July, 2001 (the "Effective Date") by and between GM Offshore, Inc., a Delaware corporation (the "Company"), and John E. Leech (the...Employment Agreement • August 14th, 2001 • Gulfmark Offshore Inc • Oil & gas field machinery & equipment • Texas
GULFMARK OFFSHORE, INC., as Issuer, and U.S. Bank National Association, as Trustee INDENTURE Dated as of March 12, 2012 6.375% Senior Notes due 2022Indenture • March 12th, 2012 • Gulfmark Offshore Inc • Oil & gas field machinery & equipment • New York
GulfMark Offshore, Inc. REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • December 6th, 2012 • Gulfmark Offshore Inc • Oil & gas field machinery & equipment • New York
GulfMark Offshore, Inc., a Delaware corporation (the “Company”), proposes to issue and sell to Wells Fargo Securities, LLC (“Wells Fargo”) and the several purchasers listed in Schedule A to the Purchase Agreement (defined below) (collectively, the “Initial Purchasers”), upon the terms set forth in a purchase agreement dated November 30, 2012 (the “Purchase Agreement”), $200,000,000 aggregate principal amount of its 6.375% Senior Notes due 2022 (the “Initial Securities”). The Initial Securities will be issued as additional securities pursuant to an Indenture, dated as of March 12, 2012 (the “Indenture”), between the Company and U.S. Bank National Association (the “Trustee”), which Indenture also governs $300,000,000 aggregate principal amount of its 6.375% Senior Notes due 2022 issued by the Company on March 12. 2012 (the “Existing Securities”). As an inducement to the Initial Purchasers, the Company agrees with the Initial Purchasers, for the benefit of the holders of the Initial Secur
1 EXHIBIT 10.10 STOCK OPTION AGREEMENT This STOCK OPTION AGREEMENT (the "Agreement") is made as of this ____ day of __________, 19___, between GULFMARK INTERNATIONAL, INC., a Delaware corporation ("GulfMark"), and _______________ (the "Director"). W I...Stock Option Agreement • July 11th, 1997 • Gulfmark Offshore Inc • Oil & gas field machinery & equipment • Delaware
1 EXHIBIT 10.17 FACILITY AGREEMENTFacility Agreement • July 11th, 1997 • Gulfmark Offshore Inc • Oil & gas field machinery & equipment
17 November 2004 Gentlemen, US $100,000,000 MILLION SENIOR SECURED REDUCING REVOLVING MULTI-CURRENCY CREDIT FACILITY DATED 26 JUNE 2002 1 We refer to: (a) the Facility Agreement dated 26 June 2002 made between (1) Gulf Offshore N.S. Limited, GulfMark...Credit Facility Agreement • December 29th, 2004 • Gulfmark Offshore Inc • Oil & gas field machinery & equipment
GulfMark Offshore, Inc., as Issuer and Any Subsidiary Guarantors Party Hereto and as Trustee SENIOR INDENTURE Dated as of , 201Senior Indenture • July 22nd, 2014 • Gulfmark Offshore Inc • Oil & gas field machinery & equipment • New York
GulfMark Offshore, Inc., as Issuer and Any Subsidiary Guarantors Party Hereto and U.S. Bank National Association, as Trustee SUBORDINATED INDENTURE Dated as of , 201Subordinated Indenture • July 22nd, 2014 • Gulfmark Offshore Inc • Oil & gas field machinery & equipment • New York
INDENTURE, dated as of , 201 , among GulfMark Offshore, Inc., a corporation duly organized and existing under the laws of the State of Delaware (herein called the “Company”), having its principal office at 842 West Sam Houston Parkway North, Suite 400, Houston, Texas 77024, each of the Subsidiary Guarantors (as hereinafter defined) party hereto and U.S. Bank National Association, a national banking association, as Trustee (herein called the “Trustee”).
GULFMARK INTERNATIONAL INC. as guarantor and THE CHASE MANHATTAN BANK, N.A. as lender AGREEMENT AMENDING AND RESTATING A LOAN FACILITY DATED 8 JULY 1993Loan Agreement • July 11th, 1997 • Gulfmark Offshore Inc • Oil & gas field machinery & equipment
a) "EFFECTIVE DATE" shall have the meaning given to it at Clause 5; (b) terms defined in the Facility Agreement (on the assumption that the Effective Date has occurred) bear the same meaning herein.Loan Facility Agreement • July 11th, 1997 • Gulfmark Offshore Inc • Oil & gas field machinery & equipment
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • November 14th, 2017 • Gulfmark Offshore Inc • Oil & gas field machinery & equipment • New York
This Registration Rights Agreement (including all exhibits hereto and as may be amended, supplemented or amended and restated from time to time in accordance with the terms hereof, this “Agreement”) is made and entered into as of November 14, 2017, by and among GulfMark Offshore, Inc., a Delaware corporation (the “Company”), and the other parties signatory hereto and any additional parties identified on the signature pages of any joinder agreement executed and delivered pursuant hereto.
1 2 GulfMark International, Inc. INCENTIVE STOCK OPTION AGREEMENTIncentive Stock Option Agreement • July 11th, 1997 • Gulfmark Offshore Inc • Oil & gas field machinery & equipment
1- 2 4. Except as otherwise specifically provided herein, the remaining terms and conditions of the outstanding options evidenced by the Original Stock Option Agreement, including without limitation vesting and exercise provisions, shall remain unchanged.Incentive Stock Option Agreement • July 11th, 1997 • Gulfmark Offshore Inc • Oil & gas field machinery & equipment
1 EXHIBIT 10.24 TAX ALLOCATION AND INDEMNIFICATION AGREEMENT THIS TAX ALLOCATION AND INDEMNIFICATION AGREEMENT (this "Agreement") is made and entered into as of April 30, 1997, by and among GULFMARK INTERNATIONAL, INC., a Delaware corporation...Tax Allocation and Indemnification Agreement • July 11th, 1997 • Gulfmark Offshore Inc • Oil & gas field machinery & equipment • Texas
1 - 2 4. Except as otherwise specifically provided herein, the remaining terms and conditions of the outstanding options evidenced by the Original Stock Option Agreement, including without limitation vesting and exercise provisions, shall remain...Stock Option Agreement • July 11th, 1997 • Gulfmark Offshore Inc • Oil & gas field machinery & equipment
WARRANT AGREEMENT between GULFMARK OFFSHORE, INC. AS ISSUER and AMERICAN STOCK TRANSFER & TRUST COMPANY, LLC, AS WARRANT AGENT November 14, 2017Warrant Agreement • November 14th, 2017 • Gulfmark Offshore Inc • Oil & gas field machinery & equipment • New York
THE EXECUTIVE NONQUALIFIED EXCESS PLAN GM OFFSHORE, INC.Salary Deferral Agreement • March 11th, 2002 • Gulfmark Offshore Inc • Oil & gas field machinery & equipment
ContractAdoption Agreement • October 27th, 2010 • Gulfmark Offshore Inc • Oil & gas field machinery & equipment
NOTE: Execution of this Adoption Agreement creates a legal liability of the Employer with significant tax consequences to the Employer and Participants. The Employer should obtain legal and tax advice from its professional advisors before adopting the Plan. Principal Life Insurance Company disclaims all liability for the legal and tax consequences which result from the elections made by the Employer in this Adoption Agreement.
REGARDING PURCHASE OF 3.529.588 SHARES IN SEA TRUCK HOLDING ASShare Purchase Agreement • June 12th, 2001 • Gulfmark Offshore Inc • Oil & gas field machinery & equipment
EMPLOYMENT AGREEMENTEmployment Agreement • January 30th, 2007 • Gulfmark Offshore Inc • Oil & gas field machinery & equipment • Texas
THIS EMPLOYMENT AGREEMENT (the "Agreement") is entered into effective as of the 31st day of December, 2006 (the "Effective Date") by and between GM Offshore, Inc., a Delaware corporation (the "Company"), and Bruce A. Streeter (the "Executive").
GULF SHORE N.S. LIMITED (as borrower) - and - DnB NOR Bank ASA and others (as banks) -and - DnB NOR BANK ASA (as mandated lead arranger) -and - DnB NOR Bank ASA (as agent and security trustee) US$60,000,000 SECURED REDUCING REVOLVING LOAN FACILITY...Secured Reducing Revolving Loan Facility Agreement • February 23rd, 2012 • Gulfmark Offshore Inc • Oil & gas field machinery & equipment
Each of the Banks has agreed to advance to the Borrower its respective Commitment of an aggregate principal amount not exceeding sixty million Dollars ($60,000,000) for the general corporate purposes of the Borrower.
GulfMark Offshore, Inc. PURCHASE AGREEMENTPurchase Agreement • December 6th, 2012 • Gulfmark Offshore Inc • Oil & gas field machinery & equipment • New York
AMENDED AND RESTATED EMPLOYMENT AGREEMENTEmployment Agreement • May 18th, 2017 • Gulfmark Offshore Inc • Oil & gas field machinery & equipment • Texas
THIS EMPLOYMENT AGREEMENT (the “Agreement”) is entered into effective as of the 11th day of May, 2017 (the “Effective Date”) by and between GulfMark Offshore, Inc., a Delaware corporation (the “Company”), and Quintin V. Kneen (the “Executive”).
ASSIGNMENT, ASSUMPTION AND AMENDMENT AGREEMENT Jones Act WarrantsAssignment, Assumption and Amendment Agreement • November 16th, 2018 • Gulfmark Offshore Inc • Oil & gas field machinery & equipment • Delaware
This Assignment, Assumption and Amendment Agreement (this “Agreement”) is made and entered into as of November 15, 2018, by and among GulfMark Offshore, Inc., a Delaware Corporation (“GulfMark”), Tidewater, Inc., a Delaware Corporation (“Tidewater”), and American Stock Transfer & Trust Company, LLC (the “Warrant Agent”) and shall become effective upon the First Merger Effective Time (as defined below) (the “Effective Time”). Capitalized terms used but not defined in this Agreement have the respective meanings ascribed to such terms in the Warrant Agreement (as defined below).
WARRANT AGREEMENT Dated as of November 14, 2017 between GULFMARK OFFSHORE, INC., and AMERICAN STOCK TRANSFER & TRUST COMPANY, LLC, as Warrant AgentWarrant Agreement • November 17th, 2017 • Gulfmark Offshore Inc • Oil & gas field machinery & equipment • New York
WARRANT AGREEMENT dated as of November 14, 2017 (this “Agreement”), between GulfMark Offshore, Inc., a Delaware corporation (the “Company”), and American Stock Transfer & Trust Company, LLC, as warrant agent (the “Warrant Agent”).
