INDEMNIFICATION AGREEMENTIndemnification Agreement • July 22nd, 2009 • Weatherford International Ltd./Switzerland • Drilling oil & gas wells
THIS INDEMNIFICATION AGREEMENT is made on July 21, 2009, between Weatherford International Ltd., a corporation incorporated under the laws of Switzerland with its registered address at Alpenstrasse 15, in 6304 Zug, Switzerland (the “Company”); and Peter T. Fontana (“Indemnitee”).
EMPLOYMENT AGREEMENTEmployment Agreement • July 22nd, 2009 • Weatherford International Ltd./Switzerland • Drilling oil & gas wells • Texas
This Employment Agreement (this “Agreement”) is entered into as of July 21, 2009 (the “Effective Date”), by and between Weatherford International, Inc., a Delaware corporation (the “Company”), and Peter T. Fontana (the “Executive”).
EMPLOYMENT AGREEMENTEmployment Agreement • July 22nd, 2009 • Weatherford International Ltd./Switzerland • Drilling oil & gas wells • Texas
This Employment Agreement (this “Agreement”) is entered into as of July 21, 2009, by and between Weatherford International Ltd., a Swiss company (the “Company”), and Peter T. Fontana (the “Executive”).
WEATHERFORD INTERNATIONAL LTD. (a Bermuda exempted company) 4.50% Senior Notes due 2022 5.95% Senior Notes due 2042 Guaranteed by WEATHERFORD INTERNATIONAL LTD. (a Swiss joint-stock corporation) and WEATHERFORD INTERNATIONAL, INC. (a Delaware...Underwriting Agreement • April 4th, 2012 • Weatherford International Ltd./Switzerland • Drilling oil & gas wells • New York
This term sheet relates only to the notes referenced above and the related guarantees (together, the “securities”) and should be read together with the preliminary prospectus supplement dated March 30, 2012 (including the documents incorporated by reference therein and the accompanying prospectus dated September 16, 2010) relating to the offering before making a decision in connection with an investment in the securities. The information in this term sheet supersedes the information in the preliminary prospectus supplement to the extent that it is inconsistent therewith. Terms used but not defined herein have the meanings ascribed to them in the preliminary prospectus supplement.
GUARANTY AGREEMENTGuaranty Agreement • February 26th, 2009 • Weatherford International Ltd./Switzerland • New York
THIS GUARANTY AGREEMENT (this “Guaranty”), dated as of February 26, 2009, is made by WEATHERFORD INTERNATIONAL LTD., a Swiss joint stock corporation (“WIL-Switzerland”) and, after the Share Exchange (as such term is defined in the Amendment (as hereinafter defined)), the sole shareholder of Weatherford International, Ltd., a Bermuda exempted company (“WIL”), in favor of (i) the banks and other financial institutions that are parties to the Credit Agreement (as hereinafter defined) and each assignee thereof becoming a “Lender” as provided therein (collectively, the “Lenders”), and (ii) UBS AG, Stamford Branch, in its capacity as administrative agent (the “Administrative Agent”) under the terms of the Credit Agreement, and (iii) UBS AG, Stamford Branch, in its capacity as issuer of letters of credit (the “Issuing Bank”) under the terms of the Credit Agreement.
EMPLOYMENT AGREEMENTEmployment Agreement • September 15th, 2010 • Weatherford International Ltd./Switzerland • Drilling oil & gas wells
This Employment Agreement (this “Agreement”) is entered into as of the 14th day of September, 2010 (the “Effective Date”) by and between Weatherford International Ltd., a Swiss joint-stock corporation registered in Switzerland, Canton of Zug (the “Company”), and Andrew P. Becnel (the “Executive”).
WEATHERFORD INTERNATIONAL LTD. RESTRICTED SHARE UNIT AWARD AGREEMENTRestricted Share Unit Award Agreement • February 22nd, 2011 • Weatherford International Ltd./Switzerland • Drilling oil & gas wells
This Restricted Share Unit Award Agreement (this “Agreement”) is made and entered into by and between Weatherford International Ltd., a Swiss corporation (the “Company”), and _______________ (the “Holder”) effective as of the 15th day of February, 2011, pursuant to the Weatherford International Ltd. 2010 Omnibus Incentive Plan (the “Plan”), which is incorporated by reference herein in its entirety.
EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • March 11th, 2013 • Weatherford International Ltd./Switzerland • Drilling oil & gas wells
This Executive Employment Agreement (this “Agreement”) is entered into as of the date set forth on the signature page hereto (the “Effective Date”) by and between Weatherford International Ltd., a Swiss joint-stock corporation registered in Switzerland, Canton of Zug (the “Company”), and the individual signing as “Executive” on the signature page hereto (the “Executive”).
ASSUMPTION AND GENERAL AMENDMENT AGREEMENTAssumption and General Amendment Agreement • February 26th, 2009 • Weatherford International Ltd./Switzerland
This Assumption and General Amendment Agreement (this “Agreement”) is made as of February 25, 2009, by and between Weatherford International Ltd., an exempted company incorporated with limited liability under the laws of Bermuda (“Weatherford Bermuda”), and Weatherford International Ltd., a joint stock company registered in Switzerland, canton of Zug (“Weatherford Switzerland”).
EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • November 4th, 2013 • Weatherford International Ltd./Switzerland • Drilling oil & gas wells
This Executive Employment Agreement (this "Agreement") is entered into as of November 4, 2013, to be effective on the date set forth on the signature page hereto (the "Effective Date") by and between Weatherford International Ltd., a Swiss joint-stock corporation registered in Switzerland, Canton of Zug (the "Company"), and the individual signing as "Executive" on the signature page hereto (the "Executive").
364-Day Term Loan Agreement Dated as of April 10, 2014 Among Weatherford International LTD., a Bermuda Exempted Company, as Borrower, Weatherford International LTD., a Swiss Joint Stock Corporation, The Lenders Party Hereto and JPMorgan Chase Bank,...364-Day Term Loan Agreement • April 10th, 2014 • Weatherford International Ltd./Switzerland • Drilling oil & gas wells • New York
THIS 364-DAY TERM LOAN AGREEMENT, dated as of April 10, 2014, is among WEATHERFORD INTERNATIONAL LTD., a Bermuda exempted company (the “Borrower”), WEATHERFORD INTERNATIONAL LTD., a Swiss joint stock corporation (“WIL-Switzerland”), the Lenders from time to time party hereto, initially consisting of those listed on Schedule 2.01, and JPMORGAN CHASE BANK, N.A., as administrative agent for the Lenders.
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • September 15th, 2011 • Weatherford International Ltd./Switzerland • Drilling oil & gas wells • Texas
This REGISTRATION RIGHTS AGREEMENT (the “Agreement”) is made and entered into as of this 13th of September, 2011 (the “Effective Date”), by and among Weatherford International Ltd., a Swiss joint-stock corporation (the “Company”), and the parties set forth on the signature page hereto (each, a “Shareholder” and collectively, the “Shareholders”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • July 27th, 2009 • Weatherford International Ltd./Switzerland • Drilling oil & gas wells • England
This Registration Rights Agreement (the “Agreement”) is entered into as of July 27, 2009 (the “Execution Date”), by and among Weatherford International Ltd., a joint-stock corporation organised and existing under the Laws of Switzerland (the “Company”), Novy Investments Limited, a limited liability company organised and existing under the Laws of Cyprus (Company Number 109592) (“Seller”) and any other Eligible Sellers who may become a party to this Agreement after the Execution Date. Capitalised terms not otherwise defined herein shall have the meanings set forth in the Purchase Agreement (as defined below).
AMENDMENT NO. 1 TO CREDIT AGREEMENTCredit Agreement • July 13th, 2011 • Weatherford International Ltd./Switzerland • Drilling oil & gas wells • New York
THIS AMENDMENT NO. 1 TO CREDIT AGREEMENT (this “Amendment”) is entered into as of July 13, 2011 by and among WEATHERFORD INTERNATIONAL LTD., a Bermuda exempted company (“WIL”), WEATHERFORD INTERNATIONAL LTD., a Swiss joint stock corporation (“WIL-Switzerland”), WEATHERFORD LIQUIDITY MANAGEMENT HUNGARY LIMITED LIABILITY COMPANY, a Hungarian limited liability company (“HOC”), WEATHERFORD CAPITAL MANAGEMENT SERVICES LIMITED LIABILITY COMPANY, a Hungarian limited liability company (“WCMS” and, together with WIL, WIL-Switzerland and HOC, the “Obligor Parties”), WEATHERFORD INTERNATIONAL, INC., a Delaware corporation (“WII” and, together with the Obligor Parties, the “Obligors”), the Lenders listed on the signature pages attached hereto, JPMORGAN CHASE BANK, N.A., as administrative agent for the Lenders (the “Administrative Agent”), and the Issuing Banks.
Addendum to certain equity award agreementsAddendum to Equity Award Agreements • February 22nd, 2012 • Weatherford International Ltd./Switzerland • Drilling oil & gas wells
For purposes of this Agreement, a voluntary termination of employment by the Holder shall be deemed to be Retirement if, but only if, all of the following conditions are satisfied as of the effective date of termination of employment:
Credit Agreement Dated as of October 15, 2010 among Weatherford International Ltd., a Bermuda exempted company, and The Other Borrowers Party Hereto, as Borrowers, Weatherford International Ltd., a Swiss joint stock corporation, The Lenders Party...Credit Agreement • October 19th, 2010 • Weatherford International Ltd./Switzerland • Drilling oil & gas wells • New York
THIS CREDIT AGREEMENT, dated as of October 15, 2010, is among WEATHERFORD INTERNATIONAL LTD., a Bermuda exempted company (“WIL”), WEATHERFORD INTERNATIONAL LTD., a Swiss joint stock corporation (“WIL-Switzerland”), WEATHERFORD LIQUIDITY MANAGEMENT HUNGARY LIMITED LIABILITY COMPANY, a Hungarian limited liability company (“HOC”), WEATHERFORD CAPITAL MANAGEMENT SERVICES LIMITED LIABILITY COMPANY, a Hungarian limited liability company (“WCMS”), the lenders from time to time party hereto, initially consisting of those listed on Schedule 2.01 (the “Lenders”), JPMORGAN CHASE BANK, N.A., as administrative agent for the Lenders and as a Swingline Lender, WELLS FARGO BANK, NATIONAL ASSOCIATION, as a Swingline Lender, the Issuing Banks from time to time party hereto, DEUTSCHE BANK SECURITIES INC. and CREDIT AGRICOLE CORPORATE AND INVESTMENT BANK, as Co-Syndication Agents, and RBS SECURITIES INC. and WELLS FARGO SECURITIES, LLC, as Co-Documentation Agents.
FIFTH SUPPLEMENTAL INDENTURE among WEATHERFORD INTERNATIONAL, INC., a Delaware corporation, WEATHERFORD INTERNATIONAL LTD., a Bermuda exempted company, WEATHERFORD INTERNATIONAL LTD., a Swiss corporation, and THE BANK OF NEW YORK MELLON TRUST COMPANY,...Supplemental Indenture • February 26th, 2009 • Weatherford International Ltd./Switzerland • New York
THIS FIFTH SUPPLEMENTAL INDENTURE, dated as of February 26, 2009, among Weatherford International, Inc., a Delaware corporation (the “Company”), Weatherford International Ltd., a Bermuda exempted company (“Weatherford Bermuda”), Weatherford International Ltd., a Swiss corporation (“Weatherford Switzerland”), and The Bank of New York Mellon Trust Company, N.A. (as successor in interest to Bank of Montreal Trust Company) (the “Trustee”).
November 4, 2013Separation Agreement • February 25th, 2014 • Weatherford International Ltd./Switzerland • Drilling oil & gas wells
For purposes of your Employment Agreement, Assignment Letters and Awards, and as agreed by you and Weatherford, the termination of your employment relationship is effective as of the Separation Date.
WEATHERFORD INTERNATIONAL, INC., a Delaware corporation as Issuer WEATHERFORD INTERNATIONAL LTD., a Bermuda exempted company as GuarantorFourth Supplemental Indenture • May 3rd, 2013 • Weatherford International Ltd./Switzerland • Drilling oil & gas wells • New York
FOURTH SUPPLEMENTAL INDENTURE dated as of March 31, 2013 (this "Supplemental Indenture"), among Weatherford International, Inc., a Delaware corporation (the "Company"), Weatherford International Ltd., a Swiss joint-stock corporation ("Weatherford Switzerland"), Weatherford International Ltd., a Bermuda exempted company ("Weatherford Bermuda" and, together with Weatherford Switzerland, the "Guarantors"), and Deutsche Bank Trust Company Americas, a New York banking corporation, as trustee under the Indenture referred to below (in such capacity, the "Trustee").
Weatherford International Ltd. Performance Unit Award AgreementPerformance Unit Award Agreement • March 23rd, 2010 • Weatherford International Ltd./Switzerland • Drilling oil & gas wells
This Performance Unit Award Agreement (this “Agreement”) is made and entered into by and between Weatherford International Ltd., a Swiss corporation (the “Company”), and (the “Holder”) as of this March 18, 2010, pursuant to the Weatherford International Ltd. 2006 Omnibus Incentive Plan, as amended (the “Plan”), which is incorporated by reference herein in its entirety.
AMENDMENT NO. 2 AND LIMITED WAIVER TO CREDIT AGREEMENTCredit Agreement • August 6th, 2012 • Weatherford International Ltd./Switzerland • Drilling oil & gas wells • New York
THIS AMENDMENT NO. 2 AND LIMITED WAIVER TO CREDIT AGREEMENT (this “Amendment and Waiver”) is entered into as of August 6, 2012 by and among WEATHERFORD INTERNATIONAL LTD., a Bermuda exempted company (“WIL”), WEATHERFORD INTERNATIONAL LTD., a Swiss joint stock corporation (“WIL-Switzerland”), WEATHERFORD LIQUIDITY MANAGEMENT HUNGARY LIMITED LIABILITY COMPANY, a Hungarian limited liability company (“HOC”), WEATHERFORD CAPITAL MANAGEMENT SERVICES LIMITED LIABILITY COMPANY, a Hungarian limited liability company (“WCMS” and, together with WIL, WIL-Switzerland and HOC, the “Obligor Parties”), WEATHERFORD INTERNATIONAL, INC., a Delaware corporation (“WII” and, together with the Obligor Parties, the “Obligors”), the Lenders listed on the signature pages attached hereto, and JPMORGAN CHASE BANK, N.A., as administrative agent for the Lenders (the “Administrative Agent”).
Second Amendment to Sale and Purchase Agreement By and among Novy Investments Limited, Weatherford International Ltd., a Bermuda company and Weatherford International Ltd., a Swiss corporation Dated June 24, 2010Sale and Purchase Agreement • June 28th, 2010 • Weatherford International Ltd./Switzerland • Drilling oil & gas wells
This Second Amendment to Sale and Purchase Agreement (the “Amendment”) is made the 24th day of June, 2010, by and among Novy Investments Limited (“Novy”), Weatherford International Ltd., a Bermuda company (“Weatherford Bermuda”) and Weatherford International Ltd., a Swiss corporation (“Weatherford”). Capitalized terms used in this Amendment and not otherwise defined shall have the meanings ascribed to them in the Agreement.
THIRD SUPPLEMENTAL INDENTURE among WEATHERFORD INTERNATIONAL LTD., a Bermuda exempted company, WEATHERFORD INTERNATIONAL, INC., a Delaware corporation, WEATHERFORD INTERNATIONAL LTD., a Swiss corporation, and DEUTSCHE BANK TRUST COMPANY AMERICAS, as...Third Supplemental Indenture • February 26th, 2009 • Weatherford International Ltd./Switzerland • New York
This THIRD SUPPLEMENTAL INDENTURE, dated as of February 26, 2009, among Weatherford International Ltd., a Bermuda exempted company (the “Company”), Weatherford International, Inc., a Delaware corporation (“Weatherford U.S.”), Weatherford International Ltd., a Swiss corporation (“Weatherford Switzerland”), and Deutsche Bank Trust Company Americas, as trustee (the “Trustee”).
RESTRICTED SHARE AWARD AGREEMENTRestricted Share Award Agreement • November 4th, 2013 • Weatherford International Ltd./Switzerland • Drilling oil & gas wells • Texas
This Restricted Share Award Agreement (this "Agreement") is made and entered into by and between Weatherford International Ltd., a Swiss corporation (the "Company"), and Krishna Shivram (the "Holder") effective as of the 6th day of November, 2013, pursuant to the Weatherford International Ltd. 2010 Omnibus Incentive Plan, as such plan may be amended from time to time (the "Plan"), which is incorporated by reference herein in its entirety. Capitalized terms not otherwise defined in this Agreement shall have the meanings given to such terms in the Plan.
WARRANT ASSIGNMENT AND ASSUMPTION AGREEMENTWarrant Assignment and Assumption Agreement • February 26th, 2009 • Weatherford International Ltd./Switzerland • Texas
This WARRANT ASSIGNMENT AND ASSUMPTION AGREEMENT (the “Agreement”) is dated and effective as of February 26, 2009, by and between Weatherford International Ltd., a Bermuda exempted company (“Assignor”), and Weatherford International Ltd., a Swiss joint-stock corporation (“Assignee”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • May 17th, 2012 • Weatherford International Ltd./Switzerland • Drilling oil & gas wells • Texas
This REGISTRATION RIGHTS AGREEMENT (the “Agreement”) is made and entered into as of this 17th of May, 2012 (the “Effective Date”), by and among Weatherford International Ltd., a Swiss joint-stock corporation (the “Company”), and the parties set forth on the signature page hereto (each, a “Shareholder” and collectively, the “Shareholders”).
WEATHERFORD INTERNATIONAL LTD., a Bermuda exempted company as Issuer WEATHERFORD INTERNATIONAL, INC., a Delaware corporation as GuarantorSeventh Supplemental Indenture • May 3rd, 2013 • Weatherford International Ltd./Switzerland • Drilling oil & gas wells • New York
SEVENTH SUPPLEMENTAL INDENTURE dated as of March 31, 2013 (this "Supplemental Indenture"), among Weatherford International Ltd., a Bermuda exempted company (the "Company"), Weatherford International Ltd., a Swiss joint-stock corporation ("Weatherford Switzerland"), Weatherford International, Inc., a Delaware corporation ("Weatherford Delaware" and, together with Weatherford Switzerland, the "Guarantors"), and Deutsche Bank Trust Company Americas, a New York banking corporation, as trustee under the Indenture referred to below (in such capacity, the "Trustee").
MERGER AGREEMENTMerger Agreement • April 2nd, 2014 • Weatherford International Ltd./Switzerland • Drilling oil & gas wells
This Merger Agreement (this “Agreement”) is dated April 2, 2014 between (i) WEATHERFORD INTERNATIONAL LTD., a Swiss joint stock corporation (“Weatherford Switzerland”), having its registered office at Alpenstrasse 15, 6300 Zug, Switzerland, and (ii) WEATHERFORD INTERNATIONAL LIMITED, a limited liability company incorporated under the laws of Ireland with registered number 535467 (“Weatherford Ireland”), having its registered office at 70 Sir John Rogerson’s Quay, Dublin 2, Ireland. Weatherford Switzerland and Weatherford Ireland are each referred to as a “Party” and, collectively, as the “Parties.”
INDUCEMENT AGREEMENTInducement Agreement • July 2nd, 2012 • Weatherford International Ltd./Switzerland • Drilling oil & gas wells • Texas
This Inducement Agreement (this “Agreement”) is entered into as of 1 July 2012 by and between Weatherford International Ltd., a Swiss joint-stock corporation registered in Switzerland, Canton of Zug (the “Company”), and Mr. James C. Parent (“Parent”).
WEATHERFORD INTERNATIONAL LTD. RESTRICTED SHARE UNIT AWARD AGREEMENT — UKRestricted Share Unit Award Agreement • February 22nd, 2011 • Weatherford International Ltd./Switzerland • Drilling oil & gas wells
This Restricted Share Unit Award Agreement (this “Agreement”) is made and entered into by and between Weatherford International Ltd., a Swiss corporation (the “Company”), and _______________ (the “Holder”) effective as of the 15th day of February, 2011, pursuant to the Weatherford International Ltd. 2010 Omnibus Incentive Plan (the “Plan”), which is incorporated by reference herein in its entirety.
Weatherford International Ltd. Performance Unit Award AgreementPerformance Unit Award Agreement • August 3rd, 2010 • Weatherford International Ltd./Switzerland • Drilling oil & gas wells
This Performance Unit Award Agreement (this “Agreement”) is made and entered into by and between Weatherford International Ltd., a Swiss corporation (the “Company”), and • (the “Holder”) as of this •, pursuant to the Weatherford International Ltd. 2010 Omnibus Incentive Plan (the “Plan”), which is incorporated by reference herein in its entirety.
WEATHERFORD INTERNATIONAL, INC. a Delaware corporation as Issuer WEATHERFORD INTERNATIONAL LTD. a Bermuda exempted company as Guarantor WEATHERFORD INTERNATIONAL LTD., a Swiss joint-stock corporation as Guarantor and DEUTSCHE BANK TRUST COMPANY...Third Supplemental Indenture • August 14th, 2012 • Weatherford International Ltd./Switzerland • Drilling oil & gas wells • New York
THIRD SUPPLEMENTAL INDENTURE dated as of August 14, 2012 (this “Supplemental Indenture”), among Weatherford International, Inc., a Delaware corporation (the “Company”), Weatherford International Ltd., a Swiss joint-stock corporation (“Weatherford Switzerland”), Weatherford International Ltd., a Bermuda exempted company (“Weatherford Bermuda” and, together with Weatherford Switzerland, the “Guarantors”), and Deutsche Bank Trust Company Americas, a New York banking corporation, as trustee under the Indenture referred to below (in such capacity, the “Trustee”).
Weatherford International Ltd. Performance Unit Award AgreementPerformance Unit Award Agreement • March 4th, 2014 • Weatherford International Ltd./Switzerland • Drilling oil & gas wells
This Performance Unit Award Agreement (this “Agreement”) is made and entered into by and between Weatherford International Ltd., a Swiss corporation (the “Company”), and _____________ (the “Holder”) effective as of the ___ day of _______ 20___, pursuant to the Weatherford International Ltd. 2010 Omnibus Incentive Plan (the “Plan”), which is incorporated by reference herein in its entirety.
Weatherford International Ltd. Performance Unit Award AgreementPerformance Unit Award Agreement • February 22nd, 2011 • Weatherford International Ltd./Switzerland • Drilling oil & gas wells
This Performance Unit Award Agreement (this “Agreement”) is made and entered into by and between Weatherford International Ltd., a Swiss corporation (the “Company”), and • (the “Holder”) as of this 15th February 2011, pursuant to the Weatherford International Ltd. 2010 Omnibus Incentive Plan (the “Plan”), which is incorporated by reference herein in its entirety.
September 11, 2013Separation Agreement • February 25th, 2014 • Weatherford International Ltd./Switzerland • Drilling oil & gas wells
Regarding your separation from service from Weatherford International Ltd. and its subsidiaries (“Weatherford”), which will become effective at the close of business on September 11, 2013 (the “Separation Date”), and in full, complete and final settlement of all amounts owed by Weatherford to you under Section 5 of your Employment Agreement with Weatherford, dated March 23, 2011, (your “Employment Agreement”), and various award agreements covering as yet unvested equity awards granted to you (“Awards”), Weatherford will provide you the benefits outlined in this letter.
