AGREEMENTSeverance Agreement • April 5th, 2000 • Universal Compression Holdings Inc • Services-equipment rental & leasing, nec • Delaware
EXHIBIT G PLEDGE AGREEMENT PLEDGE AGREEMENT (as amended, modified or supplemented from time to time, this "Agreement"), dated as of May ___, 2000, made by each of the undersigned pledgors (each a "Pledgor" and, together with any other entity that...Pledge Agreement • May 22nd, 2000 • Universal Compression Holdings Inc • Services-equipment rental & leasing, nec • New York
MANAGEMENT AGREEMENT AGREEMENT made as of February 20, 1998, between Castle Harlan, Inc., a Delaware corporation ("CHI"), Universal Compression Holdings, Inc., a Delaware corporation ("Holdings") and Universal Compression, Inc., a Texas corporation...Management Agreement • March 19th, 1998 • Universal Compression Holdings Inc • New York
as Issuers andFirst Supplemental Indenture • October 24th, 2001 • Universal Compression Holdings Inc • Services-equipment rental & leasing, nec • New York
1 EXHIBIT 10.30 STOCK OPTION AGREEMENT AND CONSENT TO AMENDMENT THIS STOCK OPTION AGREEMENT AND CONSENT TO AMENDMENT, executed this ____ day of May, 2000, but effective as of April 20, 2000, by and between UNIVERSAL COMPRESSION HOLDINGS, INC., a...Stock Option Agreement • May 22nd, 2000 • Universal Compression Holdings Inc • Services-equipment rental & leasing, nec • Delaware
STOCK OPTION AGREEMENT THIS STOCK OPTION AGREEMENT, made as of this first day of June, 1998, by and between UNIVERSAL COMPRESSION HOLDINGS, INC., a Delaware corporation ("Holdings") and Valerie L. Banner (the "Employee"), who is an Employee of...Stock Option Agreement • July 30th, 1998 • Universal Compression Holdings Inc • Services-equipment rental & leasing, nec • Delaware
EXHIBIT H SECURITY AGREEMENTSecurity Agreement • May 22nd, 2000 • Universal Compression Holdings Inc • Services-equipment rental & leasing, nec • New York
FORM OF INDEMNIFICATION AGREEMENTIndemnification Agreement • May 3rd, 2000 • Universal Compression Holdings Inc • Services-equipment rental & leasing, nec • Delaware
FORM OF PURCHASE AGREEMENTPurchase Agreement • June 14th, 2001 • Universal Compression Holdings Inc • Services-equipment rental & leasing, nec • New York
REGISTRATION RIGHTS AGREEMENT THIS AGREEMENT is made as of February 20, 1998, by and among Universal Compression Holdings, Inc., a Delaware corporation ("Holdings"), Castle Harlan Partners III, L.P., a Delaware limited partnership ("CHP"), each other...Registration Rights Agreement • March 19th, 1998 • Universal Compression Holdings Inc • Delaware
DATED AS OFEmployment Agreement • March 19th, 1998 • Universal Compression Holdings Inc • Delaware
SECOND AMENDMENTCredit Agreement • May 22nd, 2000 • Universal Compression Holdings Inc • Services-equipment rental & leasing, nec • New York
PLEDGE AGREEMENT PLEDGE AGREEMENT (as amended, modified or supplemented from time to time, this "Agreement"), dated as of February 20, 1998, made by each of the undersigned pledgors (each a "Pledgor" and, together with any other entity that becomes a...Pledge Agreement • March 19th, 1998 • Universal Compression Holdings Inc
EMPLOYMENT AGREEMENT DATED AS OF February 20, 1998 EXECUTIVE EMPLOYMENT AGREEMENT EMPLOYMENT AGREEMENT ("Agreement") dated as of February 20, 1998 between Universal Compression, Inc., a Texas corporation (the "Company"), Universal Compression...Employment Agreement • March 19th, 1998 • Universal Compression Holdings Inc • Delaware
STOCKHOLDERS AGREEMENT STOCKHOLDERS AGREEMENT, dated as of February 20, 1998 (the "Agreement"), among Universal Compression Holdings, Inc. ("Holdings"), Castle Harlan Partners III, L.P. ("CHPIII," and together with related accounts or funds managed by...Stockholders Agreement • March 19th, 1998 • Universal Compression Holdings Inc • Delaware
as Company andIndenture • March 19th, 1998 • Universal Compression Holdings Inc • New York
FORM OF STOCK OPTION AGREEMENTStock Option Agreement • May 3rd, 2000 • Universal Compression Holdings Inc • Services-equipment rental & leasing, nec • Delaware
VOTING AGREEMENTVoting Agreement • May 22nd, 2000 • Universal Compression Holdings Inc • Services-equipment rental & leasing, nec • New York
among WILMINGTON TRUST COMPANY, Not In Its Individual Capacity but solely as Trustee of UNIVERSAL COMPRESSION TRUST (2000-1) under the Trust Agreement Dated as of May __, 2000 as BorrowerLoan Agreement • May 22nd, 2000 • Universal Compression Holdings Inc • Services-equipment rental & leasing, nec • New York
SECTION 2. Letters of Credit 10 2.01 Letters of Credit 10 2.02 Minimum Stated Amount 11 2.03 Letter of Credit Requests 11 2.04 Letter of Credit Participations 11 2.05 Agreement to Repay Letter of Credit Drawings 13 2.06 Increased Costs 13Credit Agreement • March 19th, 1998 • Universal Compression Holdings Inc
1 FORM OF STOCKHOLDERS AGREEMENT INSTRUMENT OF ACCESSION The undersigned, [VALERIE L. BANNER] [RICHARD W. FITZGERALD], as a condition precedent to becoming the owner or holder of record of FORTY (40) shares of Common Stock, par value $0.01 per share,...Stockholders Agreement • April 5th, 2000 • Universal Compression Holdings Inc • Services-equipment rental & leasing, nec
1 EXHIBIT 10.45 TRUST AGREEMENT (Universal Compression Trust 2000-1) Dated May ___, 2000Trust Agreement • May 22nd, 2000 • Universal Compression Holdings Inc • Services-equipment rental & leasing, nec • New York
Exhibit A --------- ASSUMPTION AGREEMENT ASSUMPTION AGREEMENT (this "Agreement"), dated as of February 20, 1998, is by Universal Compression Holdings, Inc., a Delaware corporation (the "Company"). W I T N E S S E T H WHEREAS, TW Acquisition Corp. a...Assumption Agreement • March 19th, 1998 • Universal Compression Holdings Inc • New York
EXHIBIT 9.2 November 12, 2001 Re: Termination of Voting Trust Agreement Ladies and Gentlemen: Reference is made to the Voting Trust Agreement, dated as of February 20, 1998 (the "Agreement"), among Universal Compression Holdings, Inc. ("Holdings"),...Voting Trust Agreement • December 7th, 2001 • Universal Compression Holdings Inc • Services-equipment rental & leasing, nec • New York
Reference is made to the Voting Trust Agreement, dated as of February 20, 1998 (the "Agreement"), among Universal Compression Holdings, Inc. ("Holdings"), each of the stockholders listed on the signature pages hereto (the "Stockholders") and John K. Castle, as Voting Trustee (the "Voting Trustee"). Capitalized terms not otherwise defined shall have their meanings assigned thereto in the Agreement.
AmongRegistration Rights Agreement • March 19th, 1998 • Universal Compression Holdings Inc • New York
EXHIBIT 4.1 REGISTRATION AGREEMENT THIS REGISTRATION AGREEMENT (the "AGREEMENT") is made and entered into as of September 15, 2000, by and among Universal Compression Holdings, Inc., a Delaware corporation (the "COMPANY"), The Reuben James Helton...Registration Agreement • September 20th, 2000 • Universal Compression Holdings Inc • Services-equipment rental & leasing, nec • Texas
RECITALS:Voting Agreement • May 22nd, 2000 • Universal Compression Holdings Inc • Services-equipment rental & leasing, nec
SECOND AMENDMENT SECOND AMENDMENT TO THE CREDIT AGREEMENT (this "Amendment"), dated as of April 14, 2000, among UNIVERSAL COMPRESSION HOLDINGS, INC. ("Holdings"), UNIVERSAL COMPRESSION, INC. (the "Borrower"), various lenders party to the Credit...Credit Agreement • May 3rd, 2000 • Universal Compression Holdings Inc • Services-equipment rental & leasing, nec • New York
INSTRUMENT OF ACCESSIONRegistration Rights Agreement • May 22nd, 2000 • Universal Compression Holdings Inc • Services-equipment rental & leasing, nec
DATED AS OFEmployment Agreement • March 19th, 1998 • Universal Compression Holdings Inc • Delaware
EXHIBIT 1.1 UNIVERSAL COMPRESSION HOLDINGS, INC. (a Delaware corporation) 5,600,000 Shares of Common Stock U.S. PURCHASE AGREEMENT Dated: ________, 2000 TABLE OF CONTENTSu.s. Purchase Agreement • May 22nd, 2000 • Universal Compression Holdings Inc • Services-equipment rental & leasing, nec • New York
EXHIBIT 1.2 UNIVERSAL COMPRESSION HOLDINGS, INC. (a Delaware corporation) 1,400,000 Shares of Common Stock INTERNATIONAL PURCHASE AGREEMENT Dated: , 2000 TABLE OF CONTENTSInternational Purchase Agreement • May 22nd, 2000 • Universal Compression Holdings Inc • Services-equipment rental & leasing, nec • New York
STOCK PURCHASE AGREEMENT Dated as of December 18, 1997 By and Between TIDEWATER INC.Stock Purchase Agreement • March 19th, 1998 • Universal Compression Holdings Inc • Delaware
1 EXHIBIT 10.46 CREDIT AGREEMENTCredit Agreement • May 22nd, 2000 • Universal Compression Holdings Inc • Services-equipment rental & leasing, nec
EXHIBIT 4.2 REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • October 24th, 2001 • Universal Compression Holdings Inc • Services-equipment rental & leasing, nec • New York
