Frank's International N.V. Sample Contracts

FRANK’S INTERNATIONAL N.V. Common Stock UNDERWRITING AGREEMENT
Underwriting Agreement • August 14th, 2013 • Frank's International N.V. • Oil & gas field services, nec • New York
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CREDIT AGREEMENT DATED AS OF November 5, 2018 AMONG FRANK’S INTERNATIONAL MANAGEMENT B.V.
Credit Agreement • February 25th, 2019 • Frank's International N.V. • Oil & gas field services, nec • New York

CREDIT AGREEMENT dated as of November 5, 2018 (as it may be amended or modified from time to time, this “Agreement”) among FRANK’S INTERNATIONAL MANAGEMENT B.V., a private limited liability company organized and existing under the laws of the Netherlands (“FIMBV”), acting as sole general partner and on behalf of FRANK’S INTERNATIONAL C.V., a Dutch limited partnership and registered with the Dutch trade register under number 58482067 (“FICV” and, FIMBV acting as sole general partner and on behalf of FICV, “FICV Borrower”), FRANK’S INTERNATIONAL, LLC, a Texas limited liability company (“FILLC”), BLACKHAWK GROUP HOLDINGS, LLC, a Delaware limited liability company (“Blackhawk”, together with FICV Borrower and FILLC, collectively, the “Borrowers”, and each individually, a “Borrower”), the other Loan Parties party hereto from time to time, the Lenders party hereto, and JPMORGAN CHASE BANK, N.A., as administrative agent for the Lenders (in such capacity, together with its successors in such c

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INDEMNIFICATION AGREEMENT
Indemnification Agreement • March 8th, 2022 • Expro Group Holdings N.V. • Oil & gas field services, nec • Texas

This Indemnification Agreement (this “Agreement”) dated the 1st day of October, 2021, by and between Expro Group Holdings N.V., a public limited liability company organized and existing under the laws of The Netherlands (the “Company”), and [__________], an individual (“Indemnitee”).

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FRANK’S INTERNATIONAL N.V., AS ISSUER AND THE SUBSIDIARY GUARANTORS NAMED HEREIN, AS SUBSIDIARY GUARANTORS TO [TRUSTEE’S NAME], AS TRUSTEE SUBORDINATED INDENTURE DATED AS OF , 20
Frank's International N.V. • November 25th, 2014 • Oil & gas field services, nec • New York

INDENTURE, dated as of , 20 , among Frank’s International N.V., a public limited liability company organized and existing under the laws of The Netherlands (herein called the “Company”), having its principal office at Prins Bernhardplein 200, 1097 JB Amsterdam, The Netherlands, each of the Subsidiary Guarantors (as hereinafter defined) and [TRUSTEE’S NAME], a [ ] duly organized and existing under the laws of [ ], as Trustee (herein called the “Trustee”).

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FRANK’S INTERNATIONAL N.V., AS ISSUER AND THE SUBSIDIARY GUARANTORS NAMED HEREIN, AS SUBSIDIARY GUARANTORS TO [TRUSTEE’S NAME], AS TRUSTEE SENIOR INDENTURE DATED AS OF , 20
Frank's International N.V. • November 25th, 2014 • Oil & gas field services, nec • New York

INDENTURE, dated as of , 20 , among Frank’s International N.V., a public limited liability company organized and existing under the laws of The Netherlands (herein called the “Company”), having its principal office at Prins Bernhardplein 200, 1097 JB Amsterdam, The Netherlands, each of the Subsidiary Guarantors (as hereinafter defined) and [TRUSTEE’S NAME], a [ ] duly organized and existing under the laws of [ ], as Trustee (herein called the “Trustee”).

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EMPLOYMENT AGREEMENT
Employment Agreement • November 5th, 2014 • Frank's International N.V. • Oil & gas field services, nec • Texas

THIS EMPLOYMENT AGREEMENT (this “Agreement”) is made by and between FRANK’S INTERNATIONAL, LLC, a Texas limited liability company (the “Employer”), FRANK’S INTERNATIONAL N.V. (“FINV”), and DONALD KEITH MOSING (“Executive”), effective as of October 30, 2014 (the “Effective Date”).

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AMENDMENT NO. 10 TO THE LIMITED PARTNERSHIP AGREEMENT OF FRANK’S INTERNATIONAL C.V. [Substitution of Limited Partner]
Agreement • February 27th, 2018 • Frank's International N.V. • Oil & gas field services, nec

- the acknowledgement that on or prior to December 31, 2014 further deemed additional capital contribution may occur by FILP and FIM; and

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EXPRO GROUP HOLDINGS N.V.
Restricted Stock Unit Agreement • March 8th, 2022 • Expro Group Holdings N.V. • Oil & gas field services, nec • Texas

THIS RESTRICTED STOCK UNIT AGREEMENT including Exhibit A (this “Agreement”) evidences an award made as of the _____ day of ________, 2021 (the “Date of Grant”), between EXPRO GROUP HOLDINGS N.V., a limited liability company organized in the Netherlands (the “Company”), and ____________________________ (the “Employee”). The Company and Employee may be referred to individually as “Party,” and/or collectively as the “Parties.”

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SERVICE AGREEMENT
Service Agreement • March 27th, 2023 • Expro Group Holdings N.V. • Oil & gas field services, nec
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FRANK’S INTERNATIONAL N.V.
Non-Employee Directors • July 28th, 2016 • Frank's International N.V. • Oil & gas field services, nec • Texas

THIS RESTRICTED STOCK UNIT AGREEMENT (this “Agreement”) evidences an award made as of the _____ day of _________________, ______ (the “Date of Grant”), between FRANK’S INTERNATIONAL N.V., a limited liability company organized in the Netherlands (the “Company”), and ____________________________ (the “Grantee”).

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REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • August 19th, 2013 • Frank's International N.V. • Oil & gas field services, nec • Texas

THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is made and entered into as of August 14, 2013, by and among Frank’s International N.V., a limited liability company organized and existing under the laws of the laws of the Netherlands (naamloze vennootschap) (the “Company”), Mosing Holdings LLC, a Delaware limited liability company (“Mosing Holdings”), and FWW B.V., a private limited liability company organized and existing under the laws of The Netherlands (besloten vennootschap) (“FWW”) (each a “Party” and collectively, the “Parties”).

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CONFIDENTIAL SEPARATION AGREEMENT AND RELEASE
Confidential Separation Agreement and Release • May 2nd, 2017 • Frank's International N.V. • Oil & gas field services, nec • Texas

This Confidential Separation Agreement and Release (“Agreement”) is by and between Daniel Allinger (“Employee”) and Frank’s International, LLC and its affiliated or subsidiary/parent/related companies (collectively referred to as the “Company”). Employee and the Company are collectively referred to as “the Parties.” This Agreement was delivered to Employee on January 25, 2017.

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EXPRO GROUP HOLDINGS N.V.
Separation Agreement and Release • March 8th, 2022 • Expro Group Holdings N.V. • Oil & gas field services, nec • Texas

This Separation Agreement and Release (“Agreement”) is by and between John Symington (“Employee”) and Expro Group Holdings N.V. f/k/a Frank’s International N.V. and its affiliated or subsidiary/parent/related companies (collectively referred to as the “Company”). Employee and the Company are collectively referred to as “the Parties.”

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FRANK’S INTERNATIONAL N.V.
Employee Restricted Stock Unit • November 2nd, 2017 • Frank's International N.V. • Oil & gas field services, nec • Texas

THIS RESTRICTED STOCK UNIT AGREEMENT (this “Agreement”) evidences an award made as of the _______________ 2017 (the “Date of Grant”), between FRANK’S INTERNATIONAL N.V., a limited liability company organized in the Netherlands (the “Company”), and _______________ (the “Employee”). The Company and Employee may be referred to individually as “Party,” and/or collectively as the “Parties.”

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FRANK’S INTERNATIONAL N.V.
Restricted Stock Unit Agreement • May 8th, 2018 • Frank's International N.V. • Oil & gas field services, nec • Texas

THIS RESTRICTED STOCK UNIT AGREEMENT including Exhibits A and B (this “Agreement”) evidences an award made as of the ____ day of ______________ (the “Date of Grant”), between FRANK’S INTERNATIONAL N.V., a limited liability company organized in the Netherlands (the “Company”), and __________________________ (the “Employee”). The Company and Employee may be referred to individually as “Party,” and/or collectively as the “Parties.”

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TAX RECEIVABLE AGREEMENT among FRANK’S INTERNATIONAL N.V., FRANK’S INTERNATIONAL CV, and MOSING HOLDINGS INC. DATED AS OF AUGUST 14, 2013
Tax Receivable Agreement • August 19th, 2013 • Frank's International N.V. • Oil & gas field services, nec • Texas

This TAX RECEIVABLE AGREEMENT (this “Agreement”), dated as of August 14, 2013, is hereby entered into by and among Frank’s International N.V., a Dutch public company with limited liability (naamloze vennootschap) incorporated in the Netherlands (the “FINV”), Frank’s International CV, a Dutch limited liability partnership (commanditaire vennootschap) organized under the laws of the Netherlands (“FICV”), and Mosing Holdings, Inc., a Delaware corporation (“Mosing Holdings”).

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FRANK’S INTERNATIONAL N.V. RESTRICTED STOCK UNIT (RSU) AGREEMENT
Restricted Stock Unit • December 1st, 2014 • Frank's International N.V. • Oil & gas field services, nec • Texas

THIS RESTRICTED STOCK UNIT AGREEMENT (this “Agreement”) evidences an award made as of the day of (the “Date of Grant”), between FRANK’S INTERNATIONAL N.V., a limited liability company organized in the Netherlands (the “Company”), and (the “Employee”).

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EXPRO GROUP HOLDINGS N.V. RESTRICTED STOCK UNIT (RSU) AGREEMENT
Restricted Stock Unit (Rsu) Agreement • November 3rd, 2022 • Expro Group Holdings N.V. • Oil & gas field services, nec • Texas

THIS RESTRICTED STOCK UNIT AGREEMENT (this “Agreement”) evidences an award made as of the [____] day of [__________], 20[__] (the “Date of Grant”), between EXPRO GROUP HOLDINGS N.V., a limited liability company organized in the Netherlands (the “Company”), and [NAME] (the “Grantee”).

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SEPARATION AND GENERAL RELEASE AGREEMENT
Separation and General Release Agreement • June 17th, 2015 • Frank's International N.V. • Oil & gas field services, nec

This Separation and General Release Agreement (“Agreement”) is entered into by Victor Szabo (hereinafter “You” or “Your”) and Frank’s International (hereinafter “Frank’s”). You agree to the terms of this Agreement in consideration of the following:

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U.S. $100,000,000 REVOLVING CREDIT AGREEMENT Dated as of August 14, 2013 among FRANK’S INTERNATIONAL MANAGEMENT B.V. acting as sole general partner and on behalf of the limited partnership (commanditaire vennootschap) FRANK’S INTERNATIONAL C.V., as...
Guaranty Agreement • August 19th, 2013 • Frank's International N.V. • Oil & gas field services, nec • Texas

THIS REVOLVING CREDIT AGREEMENT dated as of August 14, 2013 (as amended, amended and restated, supplemented or otherwise modified, this “Agreement”), is among FRANK’S INTERNATIONAL MANAGEMENT B.V., a private limited liability company organized and existing under the laws of the Netherlands (“FIMBV”), acting as sole general partner and on behalf of FRANK’S INTERNATIONAL C.V., a limited partnership (commanditaire vennootschap) formed and entered into under the laws of The Netherlands (“Frank’s International C.V.” and, FIMBV acting as sole general partner and on behalf of Frank’s International C.V., the “Borrower”), the LENDERS party hereto from time to time, and AMEGY BANK NATIONAL ASSOCIATION, a national banking association (“Amegy”), as administrative agent (in such capacity, together with any successor administrative agent appointed pursuant to the provisions of Article VIII, the “Administrative Agent”) and CAPITAL ONE, NATIONAL ASSOCIATION, a national banking association, as syndicat

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March 10, 2021 Re: Amendment to Registration Rights Agreement Dear Shareholder:
Frank's International N.V. • March 11th, 2021 • Oil & gas field services, nec • New York

As you also know, Frank’s International N.V. (the “Company”) is party to a Registration Rights Agreement (the “Mosing Family RRA”), dated as of August 14, 2013, with Mosing Holdings, LLC, FWW B.V. and the other parties thereto. Capitalized terms used but not otherwise defined will have the meaning set forth in the Mosing Family RRA.

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FRANK’S INTERNATIONAL N.V. EXECUTIVE CHANGE-IN-CONTROL SEVERANCE PLAN
Participation Agreement • August 5th, 2015 • Frank's International N.V. • Oil & gas field services, nec • Texas

This Executive Severance Plan Participation Agreement (the “Participation Agreement” or this “Agreement”) is entered into effective as of __________________________, 2015 (the “Participation Date”), by and between __________________________ (the “Employer”) and you (the “Participant”), pursuant to the Frank’s International N.V. Executive Severance Plan (the “Plan” or the “Executive Severance Plan”). The Participant agrees that the terms and conditions of this Agreement and the Plan will govern the Participant’s rights with respect to the severance benefits provided under Section 3(a) of the Plan (the “Severance Benefits”), notwithstanding any contrary provision in any employment agreement or other severance plan. The Employer accepts the designation as a participating employer under the Plan and agrees to be bound by all the terms of the Plan that apply to it as an Employer so designated to participate in the Plan. The Participant and the Employer agree to execute such further instrume

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EXPRO GROUP HOLDINGS N.V. INDUCEMENT AWARD EMPLOYEE RESTRICTED STOCK UNIT (RSU) AGREEMENT
Employee Restricted Stock • October 4th, 2021 • Expro Group Holdings N.V. • Oil & gas field services, nec • Texas

THIS RESTRICTED STOCK UNIT AGREEMENT including Exhibit A and Exhibit B, if applicable (this “Agreement”), evidences an award made as of the 1st day of October 2021 (the “Date of Grant”), between EXPRO GROUP HOLDINGS N.V., a limited liability company organized in the Netherlands (the “Company”), and ____________________________ (the “Employee”). The Company and Employee may be referred to individually as “Party,” and/or collectively as the “Parties.”

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FORM OF FRANK’S INTERNATIONAL C.V. MANAGEMENT AGREEMENT
Management Agreement • July 16th, 2013 • Frank's International N.V. • Oil & gas field services, nec • Texas

This Frank’s International C.V. Management Agreement (this “Agreement”), dated as of [•], 2013, is entered into by and among Frank’s International N.V., a limited liability company organized and existing under the laws of The Netherlands (“FINV”), Frank’s International LP B.V., a private limited liability company organized and existing under the laws of The Netherlands (“FILP”), Frank’s International Management B.V., a private limited liability company organized and existing under the laws of The Netherlands (“FIM”), and Mosing Holdings, Inc., a Delaware corporation (“MH”). The above-named entities are sometimes referred to in this Agreement each as a “Party” and collectively as the “Parties.” Certain capitalized and other terms used herein shall have the meanings assigned to such terms in Article I.

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SEPARATION, CONSULTING, AND GENERAL RELEASE AGREEMENT
Consulting, and General Release Agreement • February 24th, 2017 • Frank's International N.V. • Oil & gas field services, nec • Texas

This SEPARATION, CONSULTING, AND GENERAL RELEASE AGREEMENT (this “Agreement”) is entered into by and between Gary P. Luquette (“Executive”), Frank’s International LLC, a limited liability company (the “Employer”), and Frank’s International N.V., a limited liability company organized under the laws of the Netherlands (“FINV,” and collectively with the Employer, the “Company”), effective as of November 11, 2016. The Company and Executive are referred to herein individually as a “Party” and collectively as the “Parties.”

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FIRST AMENDMENT TO EMPLOYMENT AGREEMENT
Employment Agreement • January 27th, 2015 • Frank's International N.V. • Oil & gas field services, nec

THIS FIRST AMENDMENT (“Amendment”) is entered into by and between DONALD KEITH MOSING (“Executive”), FRANK’S INTERNATIONAL, LLC, a Texas limited liability company (the “Employer”), and FRANK’S INTERNATIONAL N.V. (“FINV”), effective as of January 23, 2015 (the “Amendment Effective Date”). This Amendment may be executed in more than one counterpart, and such counterparts, when taken together, will constitute one Amendment.

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AMENDMENT NO. 1 TO REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • January 18th, 2023 • Expro Group Holdings N.V. • Oil & gas field services, nec

This AMENDMENT NO. 1 TO REGISTRATION RIGHTS AGREEMENT (this “Amendment”) is made as of January 18, 2023 by Expro Group Holdings N.V., a Netherlands limited liability company (Naamloze Vennootschap) (the “Company”), and the shareholders party hereto (the “Oak Hill Holders”). Capitalized terms used but not otherwise defined in this Amendment shall have the meanings given to such terms in that certain Registration Rights Agreement (the “Agreement”), dated as of March 10, 2021, by and among the Company (f/k/a Frank’s International N.V.) and the shareholders party thereto.

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DIRECTOR NOMINATION AGREEMENT
Director Nomination Agreement • March 8th, 2022 • Expro Group Holdings N.V. • Oil & gas field services, nec • New York

This DIRECTOR NOMINATION AGREEMENT (this “Agreement”) is entered into on March 10, 2021 to be effective as of the Effective Time by and among the Mosing Parties (as defined herein), Oak Hill Advisors, L.P., a Delaware limited partnership (“Oak Hill”), Frank's International N.V., a public company organized under the laws of the Netherlands (the “Company”), and any other member of Expro (as defined below) validly executing a joinder to this Agreement in accordance with Section 6.10 hereof (each, a “Joinder Shareholder”). The Mosing Parties, Oak Hill and any Joinder Shareholder are sometimes referred to herein as the “Shareholders” and the Shareholders and the Company are sometimes referred to herein individually as a “Party” and collectively as the “Parties”.

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AMENDMENT TO FRANK’S INTERNATIONAL N.V. EMPLOYEE RESTRICTED STOCK UNIT (RSU) AGREEMENT (2013 LONG-TERM INCENTIVE PLAN)
Employee Restricted Stock • May 4th, 2021 • Frank's International N.V. • Oil & gas field services, nec

THIS AMENDMENT (this “Amendment”), is dated as of March 9, 2021 (the “Effective Date”) and amends those certain performance-based Restricted Stock Unit Agreements granted pursuant to the Frank’s International N.V. 2013 Long-Term Incentive Plan (the “Plan”), which were executed between [EMPLOYEE] (“Participant”) and FRANK’S INTERNATIONAL N.V. (the “Company”), and which are outstanding as of the Effective Date (the “Agreements). Capitalized terms used and not otherwise defined herein shall have the meanings assigned to them in the Agreements or in the Plan.

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March 5, 2021
Letter Agreement • May 4th, 2021 • Frank's International N.V. • Oil & gas field services, nec • Texas

This Letter Agreement (this “Agreement”) is made and entered into as of March 3, 2021 by and between Frank’s International N.V, a limited liability company organized under the laws of the Netherlands (the “Company”), Franks’ International, LLC, a Texas limited liability company (the “Employer”), and you. Reference is made to that certain Employment Offer Letter dated as of September 25, 2017 between the parties hereto (the “Offer Letter”). This Agreement constitutes an amendment to the Offer Letter with respect to the following terms.

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FORM OF U.S. $100,000,000 REVOLVING CREDIT AGREEMENT Dated as of August , 2013 among FRANK’S INTERNATIONAL MANAGEMENT B.V. acting as sole general partner and on behalf of the limited partnership (commanditaire vennootschap) FRANK’S INTERNATIONAL C.V.,...
Revolving Credit Agreement • July 24th, 2013 • Frank's International N.V. • Oil & gas field services, nec • Texas

THIS REVOLVING CREDIT AGREEMENT dated as of August , 2013 (as amended, amended and restated, supplemented or otherwise modified, this “Agreement”), is among FRANK’S INTERNATIONAL MANAGEMENT B.V., a private limited liability company organized and existing under the laws of the Netherlands (“FIMBV”), acting as sole general partner and on behalf of FRANK’S INTERNATIONAL C.V., a limited partnership (commanditaire vennootschap) formed and entered into under the laws of The Netherlands (“Frank’s International C.V.” and, FIMBV acting as sole general partner and on behalf of Frank’s International C.V., the “Borrower”), the LENDERS party hereto from time to time, and AMEGY BANK NATIONAL ASSOCIATION, a national banking association (“Amegy”), as administrative agent (in such capacity, together with any successor administrative agent appointed pursuant to the provisions of Article VIII, the “Administrative Agent”) and CAPITAL ONE, NATIONAL ASSOCIATION, a national banking association, as syndicatio

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FORM OF DIRECTOR NOMINATION AGREEMENT
Joinder Agreement • March 11th, 2021 • Frank's International N.V. • Oil & gas field services, nec • New York

This DIRECTOR NOMINATION AGREEMENT (this “Agreement”) is entered into on March 10, 2021 to be effective as of the Effective Time by and among the Mosing Parties (as defined herein), Oak Hill Advisors, L.P., a Delaware limited partnership (“Oak Hill”), Frank’s International N.V., a public company organized under the laws of the Netherlands (the “Company”), and any other member of Expro (as defined below) validly executing a joinder to this Agreement in accordance with Section 6.10 hereof (each, a “Joinder Shareholder”). The Mosing Parties, Oak Hill and any Joinder Shareholder are sometimes referred to herein as the “Shareholders” and the Shareholders and the Company are sometimes referred to herein individually as a “Party” and collectively as the “Parties”.

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TRANSITION AND SEPARATION AGREEMENT
Transition and Separation Agreement • August 8th, 2018 • Frank's International N.V. • Oil & gas field services, nec • Texas

This TRANSITION AND SEPARATION AGREEMENT (this “Agreement”) is entered into by and among Burney J. Latiolais, Jr. (“Executive”), Frank’s International, LLC (the “Company”), and Frank’s International N.V. (“FINV”) (the Company and FINV, collectively, with all of FINV’s subsidiaries and affiliated companies and entities, the “FINV Entities”). The Company, FINV, and Executive are referred to herein individually as a “Party” and collectively as the “Parties.”

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EMPLOYMENT AGREEMENT
Employment Agreement • August 8th, 2018 • Frank's International N.V. • Oil & gas field services, nec • Texas

This Employment Agreement and Exhibit A attached hereto and incorporated by reference (collectively referred to as the "Agreement"), made and entered into on June 19, 2013, sets forth the principal terms of the employment relationship between Scott McCurdy ("Employee") and Blackhawk Specialty Tools, LLC (the "Company"). This Agreement shall become effective upon the Closing, as defined in Section 4.5, and as of the Closing shall supersede any and all previous employment offers, agreements or understandings between Employee and the Company or any of the Subsidiaries. The Company and Employee agree as follows:

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U.S. $100,000,000 364-DAY REVOLVING CREDIT AGREEMENT Dated as of August 14, 2013 among FRANK’S INTERNATIONAL MANAGEMENT B.V. acting as sole general partner and on behalf of the limited partnership (commanditaire vennootschap) FRANK’S INTERNATIONAL...
Guaranty Agreement • August 19th, 2013 • Frank's International N.V. • Oil & gas field services, nec • Texas

THIS 364–DAY REVOLVING CREDIT AGREEMENT dated as of August 14, 2013 (as amended, amended and restated, supplemented or otherwise modified, this “Agreement”), is among FRANK’S INTERNATIONAL MANAGEMENT B.V., a private limited liability company organized and existing under the laws of the Netherlands (“FIMBV”), acting as sole general partner and on behalf of FRANK’S INTERNATIONAL C.V., a limited partnership (commanditaire vennootschap) formed and entered into under the laws of The Netherlands (“Frank’s International C.V.” and, FIMBV acting as sole general partner and on behalf of Frank’s International C.V., the “Borrower”), the LENDERS party hereto from time to time, and AMEGY BANK NATIONAL ASSOCIATION, a national banking association (“Amegy”), as administrative agent (in such capacity, together with any successor administrative agent appointed pursuant to the provisions of Article VIII, the “Administrative Agent”) and CAPITAL ONE, NATIONAL ASSOCIATION, a national banking association, as

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