EXHIBIT 10.30 REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • October 17th, 1997 • Bayard Drilling Technologies Inc • Oil & gas field machinery & equipment • Delaware
Notwithstanding anything to the contrary contained in Subsection 1(a), at any time after the completion by the Company of a Qualified IPO (as defined below), the Warrantholder may elect to exercise this Warrant and receive shares on a "net exercise"...Warrant Agreement • August 27th, 1997 • Bayard Drilling Technologies Inc • Delaware
1 EXHIBIT 10.13 LOAN AND SECURITY AGREEMENTLoan and Security Agreement • August 14th, 1998 • Bayard Drilling Technologies Inc • Oil & gas field machinery & equipment • Texas
X= (P)(Y)(A-B) ----------- A Where: X= the number of shares of Common Stock to be issued to the Warrantholder. P= the portion of the Warrant being exercised (expressed as a fraction).Warrant Agreement • August 27th, 1997 • Bayard Drilling Technologies Inc • Delaware
BY AND BETWEENOption Agreement • August 27th, 1997 • Bayard Drilling Technologies Inc • Delaware
1 EXHIBIT 2.1 AGREEMENT AND PLAN OF MERGERMerger Agreement • October 21st, 1998 • Bayard Drilling Technologies Inc • Oil & gas field machinery & equipment • Delaware
2 3 be signed by the Employee and shall be accompanied by payment of the purchase price of such Shares. If the Option is exercised by a person or persons other than the Employee pursuant to Paragraph 10(c) hereof, such notice must be signed by such...Non-Qualified Stock Option Agreement • August 27th, 1997 • Bayard Drilling Technologies Inc • Delaware
CONFORMED COPY ASSET PURCHASE AGREEMENTAsset Purchase Agreement • June 2nd, 1998 • Bayard Drilling Technologies Inc • Oil & gas field machinery & equipment • Texas
1 EXHIBIT 4.1 FIRST AMENDMENT TO RIGHTS AGREEMENT This Amendment, dated as of October 19, 1998 (the "Amendment"), is between Bayard Drilling Technologies, Inc., a Delaware corporation (the "Company"), and Norwest Bank Minnesota, N.A., a national...Rights Agreement • October 21st, 1998 • Bayard Drilling Technologies Inc • Oil & gas field machinery & equipment • Delaware
Notwithstanding anything to the contrary contained in Subsection 1(a), at any time after the completion by the Company of a Qualified IPO (as defined below), the Warrantholder may elect to exercise this Warrant and receive shares on a "net exercise"...Warrant Agreement • August 27th, 1997 • Bayard Drilling Technologies Inc • Delaware
UNDERWRITING AGREEMENTUnderwriting Agreement • October 30th, 1997 • Bayard Drilling Technologies Inc • Oil & gas field machinery & equipment • New York
1 EXHIBIT 10.32 =============================================================== ================= SECOND AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • October 30th, 1997 • Bayard Drilling Technologies Inc • Oil & gas field machinery & equipment • Delaware
RECITALSStockholder Agreement • October 21st, 1998 • Bayard Drilling Technologies Inc • Oil & gas field machinery & equipment • Delaware
1 EXHIBIT 10.24 EMPLOYMENT AGREEMENT This Employment Agreement (this "Agreement") is entered into by and between Bayard Drilling Technologies, Inc., a Delaware corporation (the "Company"), and David E. Grose III, a resident of Oklahoma City, Oklahoma...Employment Agreement • August 27th, 1997 • Bayard Drilling Technologies Inc • Oklahoma
RECITALSStock Option Agreement • October 21st, 1998 • Bayard Drilling Technologies Inc • Oil & gas field machinery & equipment • Delaware
EXHIBIT 10.23 EMPLOYMENT AGREEMENT This amended and restated Employment Agreement (this "Agreement"), effective as of January 1, 1997, is entered into on the 9th day of October, 1997, by and between Bayard Drilling Technologies, Inc., a Delaware...Employment Agreement • October 17th, 1997 • Bayard Drilling Technologies Inc • Oil & gas field machinery & equipment • Oklahoma
WARRANTWarrant Agreement • August 27th, 1997 • Bayard Drilling Technologies Inc • Delaware
ANDRights Agreement • August 24th, 1998 • Bayard Drilling Technologies Inc • Oil & gas field machinery & equipment • Delaware
1 EXHIBIT 10.22 BAYARD DRILLING TECHNOLOGIES, INC. RESTRICTED STOCK AWARD AGREEMENT This Restricted Stock Agreement (the "Agreement") is an amendment and restatement of the Restricted Stock Agreement (the "Prior Agreement") entered into effective as...Restricted Stock Award Agreement • October 30th, 1997 • Bayard Drilling Technologies Inc • Oil & gas field machinery & equipment • Delaware
1 EXHIBIT 10.1 AGREEMENT FOR THE PURCHASE AND SALE OF DRILLING EQUIPMENT This Agreement for the Purchase and Sale of Drilling Equipment (this "Agreement") is entered as of the 7th day of April, 1999 (the "Closing Date"), by and between NABORS DRILLING...Purchase and Sale Agreement • May 17th, 1999 • Bayard Drilling Technologies Inc • Oil & gas field machinery & equipment • Texas
1- 2 "Change of Control" means a change of control of the Company occurring after the Public Status Date of a nature that would be required to be reported in response to Item 6(e) of Schedule 14A of Regulation 14A (or in response to any similar item...Indemnification Agreement • August 27th, 1997 • Bayard Drilling Technologies Inc • Delaware
WITNESSETHRegistration Rights Agreement • August 27th, 1997 • Bayard Drilling Technologies Inc • Delaware
BAYARD DRILLING TECHNOLOGIES, INC. AND GUARANTORS $100,000,000 11% Senior Notes due 2005 ------------------------------ FIRST SUPPLEMENTAL INDENTURE Dated as of April 7, 1999 ------------------------------ U.S. TRUST COMPANY OF TEXAS, N.A. TrusteeFirst Supplemental Indenture • May 17th, 1999 • Bayard Drilling Technologies Inc • Oil & gas field machinery & equipment • New York
1 EXHIBIT 10.20 AMENDED AND RESTATED LOAN AGREEMENTLoan Agreement • August 27th, 1997 • Bayard Drilling Technologies Inc • New York
1 EXHIBIT 10.19 LOAN AND SECURITY AGREEMENTLoan and Security Agreement • August 27th, 1997 • Bayard Drilling Technologies Inc • Texas
1 EXHIBIT 10.11 SECURITIES PURCHASE AGREEMENT THIS NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR ANY APPLICABLE STATE SECURITIES LAWS. THIS NOTE IS NOT TRANSFERRABLE WITHOUT COMPLIANCE WITH THE REGISTRATION REQUIREMENTS...Securities Purchase Agreement • August 27th, 1997 • Bayard Drilling Technologies Inc • Delaware
October 3, 1997 The CIT Group/Equipment Financing, Inc. 1211 Avenue of the Americas New York, New York 10036 Attention: Steven McClure Gentlemen: This letter (this "Letter"), when executed and delivered by The CIT Group/Equipment Financing, Inc....Warrant Exercise Agreement • October 17th, 1997 • Bayard Drilling Technologies Inc • Oil & gas field machinery & equipment • Delaware
1 EXHIBIT 10.27 STOCK TRANSFER RESTRICTION AGREEMENTStock Transfer Restriction Agreement • December 31st, 1997 • Bayard Drilling Technologies Inc • Oil & gas field machinery & equipment • Delaware
1 EXHIBIT 9.2 FIRST AMENDMENT TO SECOND AMENDED AND RESTATED STOCKHOLDERS AND VOTING AGREEMENTStockholders and Voting Agreement • December 31st, 1997 • Bayard Drilling Technologies Inc • Oil & gas field machinery & equipment • Delaware
1 EXHIBIT 10.27 AGREEMENT AND PLAN OF MERGERMerger Agreement • October 17th, 1997 • Bayard Drilling Technologies Inc • Oil & gas field machinery & equipment • Delaware
1- 2 3. Subject to the provisions of paragraphs 5 and 6 of this Option Agreement and the Plan, the Option shall become exercisable as to the following aggregate number of shares covered by the Option on and after each of the following dates during the...Nonqualified Option Agreement • October 17th, 1997 • Bayard Drilling Technologies Inc • Oil & gas field machinery & equipment • Delaware
BETWEEN R. T. OLIVER DRILLING, INC., AN OKLAHOMA CORPORATION, AS SELLER AND BAYARD DRILLING TECHNOLOGIES, INC. A DELAWARE CORPORATION, AS BUYER NOVEMBER 25, 1997 2 ASSET PURCHASE AGREEMENTAsset Purchase Agreement • December 31st, 1997 • Bayard Drilling Technologies Inc • Oil & gas field machinery & equipment • Oklahoma
1 EXHIBIT 10.10 SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • August 27th, 1997 • Bayard Drilling Technologies Inc • Delaware
Revised June, 1994 [LOGO] INTERNATIONAL ASSOCIATION OF DRILLING CONTRACTORS DRILLING BID PROPOSAL AND DAYWORK DRILLING CONTRACT - U.S.Daywork Drilling Contract • August 27th, 1997 • Bayard Drilling Technologies Inc • Oklahoma
WITNESSETH:Master Drilling Agreement • August 27th, 1997 • Bayard Drilling Technologies Inc • Oklahoma
