Exhibit 4.5 Schlumberger Limited 1.500% Series A Convertible Debentures due June 1, 2023 2.125% Series B Convertible Debentures due June 1, 2023 Registration Rights AgreementRegistration Rights Agreement • September 12th, 2003 • Schlumberger LTD /Nv/ • Oil & gas field services, nec • New York
AGREEMENT AND PLAN OF MERGER AMONG SCHLUMBERGER TECHNOLOGY CORPORATION, SCHLUMBERGER OFS, INC. AND CAMCO INTERNATIONAL INC. DATED AS OF JUNE 18, 1998Merger Agreement • June 26th, 1998 • Schlumberger LTD /Ny/ • Oil & gas field services, nec • Delaware
AGREEMENTCredit Facility Agreement • March 15th, 2001 • Schlumberger LTD /Ny/ • Oil & gas field services, nec
EXHIBIT 10.1 TRANSACTION AGREEMENTTransaction Agreement • June 26th, 1998 • Schlumberger LTD /Ny/ • Oil & gas field services, nec • Delaware
AMONGPurchase Agreement • September 10th, 2001 • Schlumberger LTD /Ny/ • Oil & gas field services, nec • Texas
andIndenture • September 12th, 2003 • Schlumberger LTD /Nv/ • Oil & gas field services, nec • New York
RECITALSPurchase Agreement • September 10th, 2001 • Schlumberger LTD /Ny/ • Oil & gas field services, nec • Texas
Letter of Transmittal for OFFER TO PURCHASE FOR CASH ALL OUTSTANDING ORDINARY SHARES (INCLUDING THOSE REPRESENTED BY AMERICAN DEPOSITARY SHARES) of Sema plc by Lehman Brothers on behalf of Schlumberger InvestmentsLetter of Transmittal • February 21st, 2001 • Schlumberger LTD /Ny/ • Oil & gas field services, nec
Exhibit 10(a) ------------- EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT ("Agreement") is effective as of the 1st day of March, 2002, by and between SCHLUMBERGER LIMITED, a Netherlands Antilles corporation (the "Company"), and Jack Liu, an...Employment Agreement • May 2nd, 2002 • Schlumberger LTD /Ny/ • Oil & gas field services, nec • New York
Exhibit 10(a) Employment Agreement -------------------- 1. This Agreement is by and between Arthur Lindenauer ("AL"), residing at 45 Gramercy Park North, New York, New York and Schlumberger Limited, a Netherlands Antilles corporation having an office...Employment Agreement • May 14th, 1999 • Schlumberger LTD /Ny/ • Oil & gas field services, nec • New York
FORM OF 202[ ] PERFORMANCE SHARE UNIT AWARD AGREEMENT (BASED ON RELATIVE TSR PERFORMANCE) under the SCHLUMBERGER 2017 OMNIBUS STOCK INCENTIVE PLANPerformance Share Unit Award Agreement • April 27th, 2022 • Schlumberger Limited/Nv • Oil & gas field services, nec
This Performance Share Unit Award Agreement (as may be amended, the “Agreement”) is granted to you (“Employee”) effective as of [ ], 202[ ] (the “Grant Date”) by Schlumberger Limited (the “Company”), pursuant to the Schlumberger 2017 Omnibus Stock Incentive Plan, as may be amended (the “Plan”).
Restricted Stock Unit Award AgreementRestricted Stock Unit Award Agreement • January 25th, 2017 • Schlumberger Limited/Nv • Oil & gas field services, nec • Texas
This RESTRICTED STOCK UNIT AWARD AGREEMENT (the “Award Agreement”) is between the employee named in the Notice of Grant of Award (“Participant”) and Cameron International Corporation (the “Company”), in connection with the Restricted Stock Units (“RSU”) granted to Participant by the Company under the Company’s Equity Incentive Plan (the “Plan”). For purposes of this Award Agreement, “Employer” means the Company or Subsidiary that employs the Participant on the applicable date. All capitalized terms not defined in this Award Agreement shall have the same meaning as set forth in the Plan.
EMPLOYMENT, NON-COMPETITION AND NON-SOLICITATION AGREEMENTEmployment Agreement • April 27th, 2022 • Schlumberger Limited/Nv • Oil & gas field services, nec • Texas
THIS EMPLOYMENT, NON-COMPETITION AND NON-SOLICITATION AGREEMENT (as may be amended, the “Agreement”) is effective as of April 1, 2022 (the “Effective Date”), by and between SCHLUMBERGER LIMITED, a Curaçao company (the “Company”), and Ashok Belani, an individual residing in Houston, Texas (“Executive”).
EMPLOYMENT AGREEMENTEmployment Agreement • April 28th, 2010 • Schlumberger LTD /Nv/ • Oil & gas field services, nec • England and Wales
THIS EMPLOYMENT AGREEMENT (“Agreement”) is effective as of the 9th of February, 2010, by and between SCHLUMBERGER LIMITED, a Netherlands Antilles corporation (the “Company”), and Chakib Sbiti, an individual currently residing in Morocco (“Executive”).
Performance-Based Restricted Stock Unit Award Agreement GRANT Date: [ ]Performance-Based Restricted Stock Unit Award Agreement • January 25th, 2017 • Schlumberger Limited/Nv • Oil & gas field services, nec • Texas
This PERFORMANCE-BASED RESTRICTED STOCK UNIT AWARD AGREEMENT (the “Award Agreement”) is between the employee named in the attached Notice of Grant of Award (“Participant”) and Cameron International Corporation (the “Company”), in connection with the Performance-Based Restricted Stock Unit (“PRSU”) Award granted to Participant by the Company under the Company’s Equity Incentive Plan (the “Plan”). For purposes of this Award Agreement, “Employer” means the Company or Subsidiary that employs the Participant on the applicable date. All capitalized terms not defined in this Award Agreement shall have the same meaning as set forth in the Plan.
RECITALSLock-Up, Standstill and Registration Rights Agreement • September 10th, 2001 • Schlumberger LTD /Ny/ • Oil & gas field services, nec • Texas
OPTION AGREEMENT SCHLUMBERGER 2013 OMNIBUS STOCK INCENTIVE PLAN NON-QUALIFIED STOCK OPTIONOption Agreement • July 22nd, 2015 • Schlumberger LTD /Nv/ • Oil & gas field services, nec • Texas
SCHLUMBERGER LIMITED, a Curaçao corporation (the “Company”), hereby grants to you a non-qualified stock option (the “Non-Qualified Option”) to purchase common stock of the Company, par value $0.01 per share (“Common Stock”) pursuant to this option agreement (as may be amended, the “Agreement”). Your Non-Qualified Option is subject to all the terms and conditions of the Schlumberger 2013 Omnibus Stock Incentive Plan, as may be amended (the “Plan”) and this Agreement. Your Non-Qualified Option is not intended to constitute an “incentive stock option” under Section 422 of the U.S. Internal Revenue Code of 1986 and the Treasury Regulations promulgated thereunder.
AGREEMENT AND PLAN OF MERGER among SCHLUMBERGER LIMITED, TURNBERRY MERGER SUB INC. and SMITH INTERNATIONAL, INC. Dated as of February 21, 2010Merger Agreement • February 22nd, 2010 • Schlumberger LTD /Nv/ • Oil & gas field services, nec • Delaware
THIS AGREEMENT AND PLAN OF MERGER (this “Agreement”) dated as of February 21, 2010, is by and among Schlumberger Limited (Schlumberger N.V.), a company organized under the laws of the Netherlands Antilles (“Schlumberger”), Turnberry Merger Sub Inc., a Delaware corporation and a direct wholly owned subsidiary of Schlumberger (“Merger Sub”), and Smith International, Inc., a Delaware corporation (“Smith”).
LEHMAN BROTHERS --------------------------------------------------------------- ----------------- Press Release ----------------------------------------------- --------------------------------- Part 1 EX-99.1 OTHERDOC 2 0002.txt PRESS RELEASE Document...Recommended Cash Offer • February 16th, 2001 • Schlumberger LTD /Ny/ • Oil & gas field services, nec
PURCHASE AGREEMENTPurchase Agreement • December 4th, 2006 • Schlumberger LTD /Nv/ • Oil & gas field services, nec • New York
This Purchase Agreement (this “Agreement”) is entered into as of November 29, 2006 among J.P. Morgan Securities Inc. (the “Purchaser”), each of the persons set forth on Exhibit A attached hereto (the “Selling Shareholders”), Kellyanna Company Limited, a Cyprus limited company, in its capacity as the PAS Shareholder Representative under the PAS Shareholder Representative and Escrow Agreement dated as of December 5, 2003 (“PAS Shareholder Representative”), and, solely with respect to Sections 3, 5(b)(ix), 6(a) and 7, Schlumberger N.V. (Schlumberger Limited), a corporation organized under the laws of the Netherlands Antilles (the “Company”). In consideration of the mutual covenants and agreements set forth herein and for good and valuable consideration, the receipt of which is hereby acknowledged, the parties agree as follows:
SMITH INTERNATIONAL, INC. RESTRICTED STOCK UNIT AGREEMENTRestricted Stock Unit Agreement • October 29th, 2010 • Schlumberger LTD /Nv/ • Oil & gas field services, nec • Texas
THIS RESTRICTED STOCK UNIT AGREEMENT (this “Agreement”) is made and entered into by and between Smith International, Inc., a Delaware corporation (the “Company”) and the individual named above, an individual and Employee of the Company or one of its Subsidiaries (“Grantee”), on the issue date (or grant date) indicated above, subject to the terms and provisions of the Smith International, Inc., Third Amended and Restated 1989 Long-Term Incentive Compensation Plan, as amended from time to time (the “Plan”). The Plan is hereby incorporated herein in its entirety by this reference. Capitalized terms not otherwise defined in this Agreement shall have the meaning given to such terms in the Plan.
INCENTIVE STOCK OPTION AGREEMENTIncentive Stock Option Agreement • January 25th, 2017 • Schlumberger Limited/Nv • Oil & gas field services, nec • Texas
EMPLOYMENT AGREEMENTEmployment Agreement • July 24th, 2013 • Schlumberger LTD /Nv/ • Oil & gas field services, nec • Texas
THIS EMPLOYMENT AGREEMENT (“Agreement”) is effective as of the 1st of March, 2013, by and between SCHLUMBERGER LIMITED, a Curaçao corporation (the “Company”), and Kjell-Erik Oestdahl (“Executive”).
AMENDED AND RESTATED INDEMNIFICATION AGREEMENTIndemnification Agreement • October 21st, 2013 • Schlumberger LTD /Nv/ • Oil & gas field services, nec • Curaçao
This Amended and Restated Indemnification Agreement, including the glossary attached hereto as Schedule “A” (the “Agreement”), is entered into effective as of [ ], 20[ ], by and between Schlumberger Limited, a Curaçao corporation (the “Company”), and (the “Director”).
NON-QUALIFIED STOCK OPTION AGREEMENTNon-Qualified Stock Option Agreement • January 25th, 2017 • Schlumberger Limited/Nv • Oil & gas field services, nec • Texas
SCHLUMBERGER 2010 OMNIBUS STOCK INCENTIVE PLAN RESTRICTED STOCK UNIT AWARD AGREEMENTRestricted Stock Unit Award Agreement • July 22nd, 2015 • Schlumberger LTD /Nv/ • Oil & gas field services, nec • Texas
This Restricted Stock Unit Award Agreement (as may be amended, the “Agreement”) is granted effective as of [date] by Schlumberger Limited (the “Company”), for the benefit of [ ] (“Employee”), pursuant to the Schlumberger 2010 Omnibus Stock Incentive Plan, as may be amended (the “Plan”). Capitalized terms used in this Agreement but not defined herein are defined in the Plan.
SCHLUMBERGER 2013 OMNIBUS STOCK INCENTIVE PLAN 2016 THREE YEAR PERFORMANCE SHARE UNIT AWARD AGREEMENTPerformance Share Unit Award Agreement • July 22nd, 2015 • Schlumberger LTD /Nv/ • Oil & gas field services, nec
This Performance Share Unit Award Agreement (as may be amended, the “Agreement”) is granted effective as of [Date of Grant] by Schlumberger Limited (the “Company”), for the benefit of __________________ (“Employee”), pursuant to the Schlumberger 2013 Omnibus Stock Incentive Plan, as may be amended (the “Plan”).
NON-QUALIFIED STOCK OPTION AGREEMENTNon-Qualified Stock Option Agreement • January 25th, 2017 • Schlumberger Limited/Nv • Oil & gas field services, nec • Delaware
AGREEMENT AND PLAN OF MERGER by and among SCHLUMBERGER LIMITED, SODIUM HOLDCO, INC., SODIUM MERGER SUB, INC. and CHAMPIONX CORPORATION Dated as of April 2, 2024Merger Agreement • April 3rd, 2024 • Schlumberger Limited/Nv • Oil & gas field services, nec • Delaware
This AGREEMENT AND PLAN OF MERGER (this “Agreement”), dated as of April 2, 2024, is by and among Schlumberger Limited, a Curaçao corporation (“Sodium”), Sodium Holdco, Inc., a Delaware corporation and indirect wholly owned Subsidiary of Sodium, (“Sodium US”), Sodium Merger Sub, Inc., a Delaware corporation and direct wholly owned Subsidiary of Sodium US (“Merger Sub”), and ChampionX Corporation, a Delaware corporation (the “Company”).
Schlumberger to Contribute North American Pressure Pumping Business to LibertyContribution Agreement • September 1st, 2020 • Schlumberger Limited/Nv • Oil & gas field services, nec
DENVER & HOUSTON, September 1, 2020—Liberty Oilfield Services Inc. (NYSE: LBRT) and Schlumberger (NYSE: SLB) announced today an agreement for the contribution of Schlumberger’s onshore hydraulic fracturing business in the United States and Canada (“OneStim®”), including its pressure pumping, pumpdown perforating, and Permian frac sand businesses to Liberty, in exchange for a 37% equity interest in the combined company. The combined company will deliver best-in-class completion services for the sustainable development of unconventional resource plays in the United States and Canada land markets.
SCHLUMBERGER 2013 OMNIBUS STOCK INCENTIVE PLAN (Includes Confidentiality, Intellectual Property, Non-Competition, and Non-SolicitationPerformance Share Unit Award Agreement • April 26th, 2017 • Schlumberger Limited/Nv • Oil & gas field services, nec
This Performance Share Unit Award Agreement (as may be amended, the “Agreement”) is granted effective as of [ ] (the “Grant Date”) by Schlumberger Limited (the “Company”), for the benefit of __________________ (“Employee”), pursuant to the Schlumberger 2013 Omnibus Stock Incentive Plan, as may be amended (the “Plan”).
SCHLUMBERGER 2010 OMNIBUS STOCK INCENTIVE PLANPerformance Share Unit Award Agreement • April 24th, 2013 • Schlumberger LTD /Nv/ • Oil & gas field services, nec • Texas
This Performance Share Unit Award Agreement (“Agreement”) is entered into effective by and between Schlumberger Limited (the “Company”), and (“Employee”), pursuant to the Schlumberger 2010 Omnibus Stock Incentive Plan (the “Plan”). Employee and the Company agree to execute such further instruments and to take such further action as may reasonably be necessary to carry out the intent of this Agreement.
EMPLOYMENT AGREEMENTEmployment Agreement • July 27th, 2016 • Schlumberger LTD /Nv/ • Oil & gas field services, nec • Texas
THIS EMPLOYMENT AGREEMENT (“Agreement”) is effective as of June 1st, 2016, by and between SCHLUMBERGER LIMITED, a Curaçao corporation (the “Company”), and Sherif Foda (“Executive”).
AGREEMENT AND PLAN OF MERGER among SCHLUMBERGER HOLDINGS CORPORATION, RAIN MERGER SUB LLC, SCHLUMBERGER N.V. and CAMERON INTERNATIONAL CORPORATION Dated as of August 25, 2015Merger Agreement • August 26th, 2015 • Schlumberger LTD /Nv/ • Oil & gas field services, nec • Delaware
THIS AGREEMENT AND PLAN OF MERGER (this “Agreement”) dated as of August 25, 2015, is by and among Schlumberger Holdings Corporation, a Delaware corporation and an indirect wholly owned subsidiary of Schlumberger (“Schlumberger US”), Rain Merger Sub LLC, a Delaware limited liability company and a direct wholly owned subsidiary of Schlumberger US (“Merger Sub”), Schlumberger N.V., a Curaçao corporation (“Schlumberger”), and Cameron International Corporation, a Delaware corporation (“Cameron”).
SCHLUMBERGER 2010 OMNIBUS STOCK INCENTIVE PLANPerformance Share Unit Award Agreement • April 24th, 2013 • Schlumberger LTD /Nv/ • Oil & gas field services, nec • Texas
This Performance Share Unit Award Agreement (“Agreement”) is entered into effective by and between Schlumberger Limited (the “Company”), and Simon Ayat (“Employee”), pursuant to the Schlumberger 2010 Omnibus Stock Incentive Plan (the “Plan”). Employee and the Company agree to execute such further instruments and to take such further action as may reasonably be necessary to carry out the intent of this Agreement.
