EXHIBIT 10.2 SECOND AMENDMENT TO SECOND AMENDED AND RESTATED LOAN AGREEMENT THIS SECOND AMENDMENT TO SECOND AMENDED AND RESTATED LOAN AGREEMENT (this "Second Amendment" or this "Amendment") dated effective as of September 25, 2001 is entered into by...Loan Agreement • November 9th, 2001 • Hydril Co • Oil & gas field machinery & equipment • Texas
AGREEMENT The undersigned hereby agree in writing pursuant to the provisions of Rule 13d-1(k)(1)(iii) promulgated under the Securities Exchange Act of 1934, as amended, that the Amendment No. 1 to Schedule 13G to which this Agreement is attached is...Agreement • February 14th, 2002 • Hydril Co • Oil & gas field machinery & equipment
The undersigned hereby agree in writing pursuant to the provisions of Rule 13d-1(k)(1)(iii) promulgated under the Securities Exchange Act of 1934, as amended, that the Amendment No. 1 to Schedule 13G to which this Agreement is attached is filed on behalf of each of the undersigned.
EXHIBIT 10.1 FOURTH AMENDMENT TO SECOND AMENDED AND RESTATED LOAN AGREEMENT THIS FOURTH AMENDMENT TO SECOND AMENDED AND RESTATED LOAN AGREEMENT (this "Fourth Amendment" or this "Amendment") dated effective as of July 31, 2002 is entered into by and...Loan Agreement • August 14th, 2002 • Hydril Co • Oil & gas field machinery & equipment • Texas
HYDRIL COMPANY MODIFICATION TONote Purchase Agreement • September 5th, 2000 • Hydril Co • Oil & gas field machinery & equipment • New York
EXHIBIT 10.1 LOAN AGREEMENT ($15,000,000 REVOLVING LOAN FACILITY) DATED AS OF JUNE 30, 2003Loan Agreement • August 13th, 2003 • Hydril Co • Oil & gas field machinery & equipment • Texas
EXHIBIT 10.5 THIRD AMENDMENT TO SECOND AMENDED AND RESTATED LOAN AGREEMENT THIS THIRD AMENDMENT TO SECOND AMENDED AND RESTATED LOAN AGREEMENT (this "Third Amendment" or this "Amendment") dated effective as of December 19, 2001 is entered into by and...Loan Agreement • March 29th, 2002 • Hydril Co • Oil & gas field machinery & equipment • Texas
1 EXHIBIT 4.2 REGISTRATION RIGHTS AGREEMENT This Registration Rights Agreement (this "Agreement") entered into and made effective as of ____________, 2000, by and among Hydril Company, a Delaware corporation (the "Company"), and the stockholders of...Registration Rights Agreement • July 31st, 2000 • Hydril Co • Oil & gas field machinery & equipment • Texas
7,500,000 Shares Common Stock ($0.50 par value)Hydril Co • September 25th, 2000 • Oil & gas field machinery & equipment • New York
HYDRIL COMPANY COMMON STOCK, PAR VALUE $.50 PER SHARE UNDERWRITING AGREEMENT ----------------------Underwriting Agreement • May 18th, 2001 • Hydril Co • Oil & gas field machinery & equipment • New York
1 EXHIBIT 10.2 [FORM OF CHANGE IN CONTROL AGREEMENT] HYDRIL COMPANY 3300 North Sam Houston Parkway East Houston, Texas 77032Hydril Co • July 31st, 2000 • Oil & gas field machinery & equipment • Texas
ANDRights Agreement • April 9th, 2002 • Hydril Co • Oil & gas field machinery & equipment • New York
EXHIBIT 10.14 HYDRIL CHANGE IN CONTROL AGREEMENT HYDRIL COMPANY 3300 North Sam Houston Parkway East Houston, Texas 77032Control Agreement • March 29th, 2002 • Hydril Co • Oil & gas field machinery & equipment • Texas
EXHIBIT 10.1 FIRST AMENDMENT TO SECOND AMENDED AND RESTATED LOAN AGREEMENT THIS FIRST AMENDMENT TO SECOND AMENDED AND RESTATED LOAN AGREEMENT (this "Amendment") dated effective as of September 29, 2000 is entered into by and among HYDRIL COMPANY, a...Loan Agreement • November 9th, 2001 • Hydril Co • Oil & gas field machinery & equipment • Texas
1 EXHIBIT 10.8 COLLATERAL AGENCY AND INTERCREDITOR AGREEMENT THIS COLLATERAL AGENCY AND INTERCREDITOR AGREEMENT is dated as of June 25, 1998, among the banks listed on the signature pages hereof (together with their respective successors and assigns...Collateral Agency and Intercreditor Agreement • September 5th, 2000 • Hydril Co • Oil & gas field machinery & equipment • New York
AGREEMENT AND PLAN OF MERGER among HYDRIL COMPANY, TENARIS S.A. and HOKKAIDO ACQUISITION, INC. Dated as of February 11, 2007Agreement and Plan of Merger • February 12th, 2007 • Hydril Co • Oil & gas field machinery & equipment • Delaware
AGREEMENT AND PLAN OF MERGER (hereinafter called this “Agreement”), dated as of February 11, 2007, among Hydril Company, a Delaware corporation (the “Company”), Tenaris S.A., a corporation organized under the laws of Luxembourg (“Parent”), and Hokkaido Acquisition, Inc., a Delaware corporation and an indirect wholly owned subsidiary of Parent (“Merger Sub”).
HYDRIL CHANGE IN CONTROL EXTENSION AGREEMENT HYDRIL COMPANYControl Extension Agreement • March 10th, 2006 • Hydril Co • Oil & gas field machinery & equipment
Hydril Company (the “Corporation”) considers it essential to the best interests of its stockholders to foster the continuous employment of key management personnel. In connection with this, the Corporation’s Board of Directors (the “Board”) recognizes that, as is the case with many corporations, the possibility of a change in control of the Corporation may exist and that such possibility, uncertainty, and questions that it may raise among management, could result in the departure or distraction of management personnel to the detriment of the Corporation and its stockholders.
FORM OF HYDRIL COMPANY CHANGE IN CONTROL RENEWAL AGREEMENT WITH EXECUTIVE OFFICERS HYDRIL COMPANY 3300 North Sam Houston Parkway East Houston, Texas 77032Hydril Co • February 18th, 2005 • Oil & gas field machinery & equipment
Hydril Company (the “Corporation”) considers it essential to the best interests of its stockholders to foster the continuous employment of key management personnel. In connection with this, the Corporation’s Board of Directors (the “Board”) recognizes that, as is the case with many corporations, the possibility of a change in control of the Corporation may exist and that such possibility, uncertainty, and questions that it may raise among management, could result in the departure or distraction of management personnel to the detriment of the Corporation and its stockholders.
HYDRIL COMPANY INCENTIVE STOCK OPTION AGREEMENTHydril Company Incentive Stock Option Agreement • March 16th, 2005 • Hydril Co • Oil & gas field machinery & equipment • Delaware
This Option Agreement between Hydril Company (the “Company”) and «Name» (the “Optionee”), an employee of the Company or its Subsidiary, regarding Incentive Stock Options (as defined in the Hydril Company 2000 Incentive Plan (the “Plan”)) granted to the Optionee on «Grant_Date» (the “Grant Date”) to purchase from the Company up to but not exceeding in the aggregate «Options» shares of Common Stock (as defined in the Plan), at «Per_Share» per share, such price being at least equal to the Fair Market Value per share of Common Stock on the Grant Date (or, if the Optionee owns more than 10% of the total combined voting power of all classes of stock of the Company or any of its affiliates as of the date of this grant, such price being at least equal to 110% of the Fair Market Value per share of Common Stock on the Grant Date), such number of shares and such price per share being subject to adjustment as provided in Section 15 of the Plan, and further subject to the following terms and condit
Subject: Russell Employment Agreement Date: October 1, 2002Hydril Co • November 13th, 2002 • Oil & gas field machinery & equipment
This agreement is for the period of October 1, 2002 through January 31, 2005 (agreement period). If you have any questions please give me a call.
HYDRIL COMPANY NONEMPLOYEE DIRECTOR STOCK OPTION AGREEMENTHydril Company Nonemployee Director Stock Option Agreement • March 16th, 2005 • Hydril Co • Oil & gas field machinery & equipment • Delaware
This Option Agreement between Hydril Company (the “Company”) and «First_Name» «Middle_I» «Last_Name» (the “Optionee”), a nonemployee director of the Company or its Subsidiary, regarding Nonqualified Stock Options (as defined in the Hydril Company 2000 Incentive Plan (the “Plan”) granted to the Optionee on «Grant_Date»(the “Grant Date”) to purchase from the Company up to but not exceeding in the aggregate «Shares» shares of Common Stock (as defined in the Plan), at «Share_Price» per share, such number of shares and such price per share being subject to adjustment as provided in Section 15 of the Plan, and further subject to the following terms and conditions:
HYDRIL CHANGE IN CONTROL AGREEMENT FOR OTHER EXECUTIVE OFFICERS HYDRIL COMPANY 3300 North Sam Houston Parkway East Houston, Texas 77032Hydril Change in Control Agreement • March 1st, 2007 • Hydril Co • Oil & gas field machinery & equipment • Texas
Hydril Company (the “Corporation”) considers it essential to the best interests of its stockholders to foster the continuous employment of key management personnel. In connection with this, the Corporation’s Board of Directors (the “Board”) recognizes that, as is the case with many corporations, the possibility of a change in control of the Corporation may exist and that such possibility, and that such uncertainty and questions that it may raise among management, could result in the departure or distraction of management personnel to the detriment of the Corporation and its stockholders.
VOTING AND SUPPORT AGREEMENTVoting and Support Agreement • February 15th, 2007 • Hydril Co • Oil & gas field machinery & equipment • Delaware
VOTING AND SUPPORT AGREEMENT, dated as of February 11, 2007 (this “Agreement”), by and between Tenaris S.A., a corporation organized under the laws of Luxembourg (“Parent”) and the Persons executing this Agreement as “Stockholders” on Exhibit A hereto (each a “Stockholder” and collectively, the “Stockholders”). Capitalized terms used but not defined herein shall have the meanings given to such terms in the Merger Agreement (as such term is defined below).
FORM OF HYDRIL COMPANY NON-EMPLOYEE DIRECTOR’S DEFERRED SHARE UNIT AGREEMENTDeferred Share Unit Agreement • May 23rd, 2005 • Hydril Co • Oil & gas field machinery & equipment • Delaware
This Non-Employee Director’s Deferred Share Unit Agreement (the “Agreement”) is entered into by and between Hydril Company (the “Company”) and (the “Director”) as of (the “Date of Grant”), pursuant to the terms and conditions set forth in this Agreement.
Amendment to Rights AgreementRights Agreement • February 12th, 2007 • Hydril Co • Oil & gas field machinery & equipment • Delaware
This Amendment to the Rights Agreement between Hydril Company, a Delaware corporation (the “Company”), and Mellon Investor Services LLC, as Rights Agent (the “Rights Agent”), dated April 9, 2002 (the “Rights Agreement”) is hereby adopted as of February 11, 2007.
HYDRIL COMPANY RESTRICTED STOCK UNIT AGREEMENTHydril Company Restricted Stock Unit Agreement • March 16th, 2005 • Hydril Co • Oil & gas field machinery & equipment • Delaware
This Restricted Stock Unit Agreement between Hydril Company (the “Company”) and «Name» (the “Grantee”), an employee of the Company or its Subsidiary, regarding an award (“Award”) of «Restricted» units (“Restricted Stock Units”) representing shares of Common Stock (as defined in the Hydril Company 2000 Incentive Plan (the “Plan”)) granted to the Grantee on «Grant_Date»(the “Grant Date”), such number of units subject to adjustment in connection with the occurrence of any of the events described in Section 15 of the Plan, and further subject to the following terms and conditions:
HYDRIL COMPANY RESTRICTED STOCK AGREEMENTHydril Company Restricted Stock Agreement • March 16th, 2005 • Hydril Co • Oil & gas field machinery & equipment • Delaware
This Restricted Stock Agreement between Hydril Company (the “Company”) and {Name} (the “Grantee”), an employee of the Company or its Subsidiary, regarding an award (“Award”) of {# of shares} shares of Common Stock (as defined in the Hydril Company 2000 Incentive Plan (the “Plan”)) granted to the Grantee on {Date} (the “Grant Date”), such number of shares subject to adjustment as provided in Section 15 of the Plan, and further subject to the following terms and conditions:
1 EXHIBIT 10.5 INDEMNIFICATION AGREEMENT This AGREEMENT is made and entered into this ___ of _____, 2000, by and between Hydril Company, a Delaware corporation ("Hydril"), and ___________________ (the "Indemnitee"). WHEREAS, Indemnitee is a director...Indemnification Agreement • July 31st, 2000 • Hydril Co • Oil & gas field machinery & equipment • Delaware
AGREEMENTAgreement • February 10th, 2006 • Hydril Co • Oil & gas field machinery & equipment
The undersigned hereby agree in writing pursuant to the provisions of Rule 13d-1(i)(1)(iii) promulgated under the Securities Exchange Act of 1934, as amended, that the Amendment No. 3 to Schedule 13G to which this Agreement is attached is filed on behalf of each of the undersigned.
AGREEMENTAgreement • February 14th, 2003 • Hydril Co • Oil & gas field machinery & equipment
The undersigned hereby agree in writing pursuant to the provisions of Rule 13d-1(k)(1)(iii) promulgated under the Securities Exchange Act of 1934, as amended, that the Amendment No. 2 to Schedule 13G to which this Agreement is attached is filed on behalf of each of the undersigned.
To: Neil Russell From: Michael DanfordHydril Co • March 16th, 2005 • Oil & gas field machinery & equipment
The purpose of this agreement is to outline your relocation and assignment to the United Kingdom in June 2004. This agreement replaces the agreement dated October 1, 2002 (which continues through January 31, 2005), and will serve as a complete amendment and restatement so that this will be the only agreement in effect between you and Hydril. This agreement establishes relocation benefits and initial compensation in the U.K. All parts of your compensation will be reviewed from time to time by Hydril Management and the Compensation and Governance Committee of the Board of Directors. Your compensation may be changed or altered as considered appropriate by Hydril Management and the Compensation and Governance Committee.
HYDRIL COMPANY 2004 DIRECTOR’S DEFERRED SHARE UNIT AGREEMENTS Deferred Share Unit Agreement • August 6th, 2004 • Hydril Co • Oil & gas field machinery & equipment • Delaware
This Director’s Deferred Share Unit Agreement (the “Agreement”) is entered into by and between Hydril Company (the “Company”) and _________________ (the “Director”) as of ____________ (the “Date of Grant”), pursuant to the terms and conditions set forth in this Agreement.
AGREEMENTAgreement • February 10th, 2006 • Hydril Co • Oil & gas field machinery & equipment
The undersigned hereby agree in writing pursuant to the provisions of Rule 13d-1(k)(1)(iii) promulgated under the Securities Exchange Act of 1934, as amended, that the Amendment No. 2 to Schedule 13G to which this Agreement is attached is filed on behalf of each of the undersigned.
HYDRIL COMPANY RESTRICTED STOCK UNIT AGREEMENTRestricted Stock Unit Agreement • August 5th, 2005 • Hydril Co • Oil & gas field machinery & equipment • Delaware
This Restricted Stock Unit Agreement between Hydril Company (the “Company”) and «Name» (the “Grantee”), an employee of the Company or its Subsidiary, regarding an award (“Award”) of «Restricted» units (“Restricted Stock Units”) representing shares of Common Stock (as defined in the Hydril Company 2000 Incentive Plan (the “Plan”)) granted to the Grantee on [___, ] (the “Grant Date”), such number of units subject to adjustment in connection with the occurrence of any of the events described in Section 15 of the Plan, and further subject to the following terms and conditions:
