1 EXHIBIT 4.2 FIRST AMENDMENT TO RIGHTS AGREEMENT This First Amendment to Rights Agreement (this "Amendment") is executed to be effective as of November 1, 1997, between Cooper Cameron Corporation, a Delaware corporation (the "Company") and First...Rights Agreement • March 30th, 1998 • Cooper Cameron Corp • Oil & gas field machinery & equipment
Maturity Date: May 17, 2001 Interest Rate: 1.75% Interest Payment Dates: November 15; May 15 First Call Date: May 18, 2006 Investor Put Dates: May 18, 2006, 2011 and 2016 Form and Denomination: Registered; integral multiples of $1,000 principal amount...Underwriting Agreement • May 16th, 2001 • Cooper Cameron Corp • Oil & gas field machinery & equipment • New York
SENIOR DEBT) COOPER CAMERON CORPORATION RECONCILIATION AND TIE BETWEEN TRUST INDENTURE ACT OF 1939 AND INDENTURE, DATED AS OF _______________________Indenture • July 17th, 2002 • Cooper Cameron Corp • Oil & gas field machinery & equipment • New York
INTRODUCTIONCredit Agreement • March 26th, 2003 • Cooper Cameron Corp • Oil & gas field machinery & equipment • New York
AMONGCredit Agreement • March 26th, 1997 • Cooper Cameron Corp • Oil & gas field machinery & equipment • New York
CAMERON INTERNATIONAL CORPORATION and COMPUTERSHARE TRUST COMPANY, N.A., Rights Agent Rights Agreement Dated as of October 1, 2007Rights Agreement • October 3rd, 2007 • Cameron International Corp • Oil & gas field machinery & equipment • Delaware
RIGHTS AGREEMENT, dated as of October 1, 2007 (the “Agreement”), between Cameron International Corporation, a Delaware corporation (the “Company”), and Computershare Trust Company, N.A., a federally chartered trust company (the “Rights Agent”).
EXHIBIT 21.1 COOPER CAMERON CORPORATION -- SUBSIDIARIES & JOINT VENTURES ------------------------------------------------------------- (AS OF MARCH 1, 2000)Exhibit • March 27th, 2000 • Cooper Cameron Corp • Oil & gas field machinery & equipment
ARTICLE ONESupplemental Indenture • May 16th, 2001 • Cooper Cameron Corp • Oil & gas field machinery & equipment • New York
EXHIBIT 10.1 TERMINATION AGREEMENT DATE: April [__], 2003 [Effective Date] TO: COOPER CAMERON CORPORATION ("Cooper") Telephone No.: (713) 513-3336 Facsimile No.: (713) 513-3355 Attention: Mike Jennings, Vice President and Treasurer FROM: CREDIT...Termination Agreement • April 4th, 2003 • Cooper Cameron Corp • Oil & gas field machinery & equipment • New York
EXHIBIT 10.30 AMENDMENT NO. 2Amendment No. 2 • March 27th, 2000 • Cooper Cameron Corp • Oil & gas field machinery & equipment • New York
INDEMNIFICATION AND WAIVER AGREEMENTIndemnification Agreement • January 29th, 2016 • Cameron International Corp • Oil & gas field machinery & equipment • Delaware
THIS INDEMNIFICATION AND WAIVER AGREEMENT (the “Agreement”) is effective as of February 25, 2015, by and among Cameron International Corporation, a Delaware corporation (the “Company” or “Cameron”), and Brent J. Smolik (the “Indemnitee”).
REGISTRATION RIGHTS AGREEMENT Dated as of May 26, 2006 By and Between CAMERON INTERNATIONAL CORPORATION, as Issuer, and MORGAN STANLEY & CO. INCORPORATED, CITIGROUP GLOBAL MARKETS INC. andRegistration Rights Agreement • May 30th, 2006 • Cameron International Corp • Oil & gas field machinery & equipment • New York
THIS REGISTRATION RIGHTS AGREEMENT (the “Agreement”) is made and entered into as of May 26, 2006, by and among Cameron International Corporation, a Delaware corporation (the “Company”), and Morgan Stanley & Co. Incorporated, Citigroup Global Markets Inc. and J. P. Morgan Securities Inc. (collectively, the “Initial Purchasers”), pursuant to that certain Purchase Agreement, dated as of May 23, 2006 (the “Purchase Agreement”) between the Company and the Initial Purchasers.
CAMERON INTERNATIONAL CORPORATION Restricted Stock Unit Award Agreement (June 21, 2012)Restricted Stock Unit Award Agreement • February 22nd, 2013 • Cameron International Corp • Oil & gas field machinery & equipment
This RESTRICTED STOCK UNIT AWARD AGREEMENT (the “Award Agreement”) is between the employee listed on the attached Notice of Grant of Award (“Participant”) and Cameron International Corporation (the “Company”), in connection with the Restricted Stock Unit Award granted to Participant by the Company (the “Award”).
Exhibit 10.32 [COMPANY LETTERHEAD] INDEMNIFICATION AGREEMENT THIS INDEMNIFICATION AGREEMENT (the "Agreement") is effective as of February 20, 2003, by and among Cooper Cameron Corporation, a Delaware corporation (the "Company"), and Mr. Sheldon R....Indemnification Agreement • March 26th, 2003 • Cooper Cameron Corp • Oil & gas field machinery & equipment • Delaware
FORM OFSelling Shareholder Agreement • April 4th, 2003 • Cooper Cameron Corp • Oil & gas field machinery & equipment • New York
RESTRICTED STOCK UNIT AWARD AGREEMENT (Including Non-Compete, Non-Solicitation, and Confidentiality Agreements)Restricted Stock Unit Award Agreement • February 20th, 2015 • Cameron International Corp • Oil & gas field machinery & equipment • 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.
ContractIndemnification Agreement • February 28th, 2012 • Cameron International Corp • Oil & gas field machinery & equipment • Delaware
AGREEMENT AND PLAN OF MERGER BY AND AMONG CAMERON INTERNATIONAL CORPORATION NATCO GROUP INC. AND OCTANE ACQUISITION SUB, INC. Dated as of June 1, 2009Merger Agreement • June 3rd, 2009 • Cameron International Corp • Oil & gas field machinery & equipment • Delaware
This Agreement and Plan of Merger (as amended, supplemented or modified from time to time, this “Agreement”), dated as of June 1, 2009, is by and among Cameron International Corporation, a Delaware corporation (“Parent”), Octane Acquisition Sub, Inc., a Delaware corporation and a direct, wholly owned subsidiary of Parent (“Merger Sub”), and NATCO Group Inc., a Delaware corporation (the “Company”).
CAMERON INTERNATIONAL CORPORATION RESTRICTED STOCK UNIT AWARD AGREEMENTRestricted Stock Unit Award Agreement • January 29th, 2016 • Cameron International Corp • Oil & gas field machinery & equipment • 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 any successor of the Company or any affiliate of either 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.
AMENDED AND RESTATED CREDIT AGREEMENT AMONG CAMERON INTERNATIONAL CORPORATION, AND THE OTHER BORROWERS NAMED HEREIN AS BORROWERS, THE LENDERS NAMED HEREIN, JPMORGAN CHASE BANK, N.A. AS ADMINISTRATIVE AGENT, J.P. MORGAN SECURITIES LLC, CITIGROUP GLOBAL...Credit Agreement • May 20th, 2015 • Cameron International Corp • Oil & gas field machinery & equipment • New York
This Amended and Restated Credit Agreement dated as of May 14, 2015, is among Cameron International Corporation, Cameron (Singapore) Pte. Ltd., Cameron Canada Corporation, Cameron Lux V S.à r.l., Cameron Flow Control Technology GmbH, Cameron Petroleum (UK) Limited, the Lenders (defined below), and JPMorgan Chase Bank, N.A., as an LC Issuer and Administrative Agent.
Exhibit 4.18 COOPER CAMERON CORPORATION DEFERRED COMPENSATION TRUST AGREEMENT TABLE OF CONTENTSDeferred Compensation Trust Agreement • June 18th, 2003 • Cooper Cameron Corp • Oil & gas field machinery & equipment • Texas
CAMERON INTERNATIONAL CORPORATION NON-QUALIFIED STOCK OPTION AGREEMENT Effective Date: October 14, 2015Non-Qualified Stock Option Agreement • January 29th, 2016 • Cameron International Corp • Oil & gas field machinery & equipment • Texas
CAMERON INTERNATIONAL CORPORATION INCENTIVE STOCK OPTION AGREEMENTIncentive Stock Option Agreement • January 29th, 2016 • Cameron International Corp • Oil & gas field machinery & equipment • Texas
CAMERON INTERNATIONAL CORPORATION as Issuer and UNION BANK, N.A., as Trustee 1.40% SENIOR NOTES DUE 2017 SIXTH SUPPLEMENTAL INDENTURESupplemental Indenture • June 20th, 2014 • Cameron International Corp • Oil & gas field machinery & equipment • New York
THIS SIXTH SUPPLEMENTAL INDENTURE dated as of June 20, 2014 (this “Supplemental Indenture”) between Cameron International Corporation, a Delaware corporation (the “Company” or the “Issuer”), and Union Bank, N.A., as trustee (the “Trustee”),
PERFORMANCE-BASED RESTRICTED STOCK UNIT AWARD AGREEMENT EFFECTIVE DATE: JANUARY 1, 2015 (Including Non-Compete, Non-Solicitation, and Confidentiality Agreements) Performance Period: 2015, 2016 and 2017Performance-Based Restricted Stock Unit Award Agreement • February 20th, 2015 • Cameron International Corp • Oil & gas field machinery & equipment • 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.
CAMERON INTERNATIONAL CORPORATION as Issuer and UNION BANK, N.A., as Trustee 4.000% SENIOR NOTES DUE 2023 FOURTH SUPPLEMENTAL INDENTUREFourth Supplemental Indenture • December 16th, 2013 • Cameron International Corp • Oil & gas field machinery & equipment • New York
THIS FOURTH SUPPLEMENTAL INDENTURE dated as of December 16, 2013 (this “Supplemental Indenture”) between Cameron International Corporation, a Delaware corporation (the “Company” or the “Issuer”), and Union Bank, N.A., as trustee (the “Trustee”),
CAMERON INTERNATIONAL CORPORATION Annual Award Agreement – Deferred Stock UnitsAnnual Award Agreement – Deferred Stock Units • February 20th, 2015 • Cameron International Corp • Oil & gas field machinery & equipment • Texas
AWARD AGREEMENT made as of May___, 2014 (the “Grant Date), between Cameron International Corporation, a Delaware corporation (the “Company”), and __________________ (the “Director”).
ContractNon-Qualified Stock Option Agreement • February 26th, 2010 • Cameron International Corp • Oil & gas field machinery & equipment • Texas
ANDIndenture • May 4th, 1998 • Cooper Cameron Corp • Oil & gas field machinery & equipment • New York
STOCK PURCHASE AGREEMENT among Joy Global Inc. (“Parent”), LeTourneau Technologies, Inc. (“Seller”) and Cameron International Corporation (“Buyer”) Dated as of August 29, 2011Stock Purchase Agreement • September 1st, 2011 • Cameron International Corp • Oil & gas field machinery & equipment • Delaware
This STOCK PURCHASE AGREEMENT, dated as of August 29, 2011 (this “Agreement”), is by and among Cameron International Corporation, a Delaware corporation (“Buyer”), LeTourneau Technologies, Inc., a Texas corporation (“Seller”), and Joy Global Inc., a Delaware corporation (“Parent”).
NON-QUALIFIED STOCK OPTION AGREEMENTNon-Qualified Stock Option Agreement • February 26th, 2014 • Cameron International Corp • Oil & gas field machinery & equipment • Delaware
CAMERON INTERNATIONAL CORPORATION as Issuer and UNION BANK, N.A., as Trustee 3.60% SENIOR NOTES DUE 2022 SECOND SUPPLEMENTAL INDENTURESecond Supplemental Indenture • May 17th, 2012 • Cameron International Corp • Oil & gas field machinery & equipment • New York
THIS SECOND SUPPLEMENTAL INDENTURE dated as of May 17, 2012 (this “Supplemental Indenture”) between Cameron International Corporation, a Delaware corporation (the “Company” or the “Issuer”), and Union Bank, N.A., as trustee (the “Trustee”),
CAMERON INTERNATIONAL CORPORATION Performance-Based Restricted Stock Unit Award Agreement Effective Date: January 1, 2012 Performance Period: 2012, 2013 and 2014Performance-Based Restricted Stock Unit Award Agreement • February 22nd, 2013 • Cameron International Corp • Oil & gas field machinery & equipment
This PERFORMANCE-BASED RESTRICTED STOCK UNIT AWARD AGREEMENT (the “Award Agreement”) is between the employee listed on the attached Notice of Grant of Award (“Participant”) and Cameron International Corporation (the “Company”), in connection with the Performance-Based Restricted Stock Unit Award granted to Participant by the Company (the “Award”).
AMENDMENT TO STOCK OPTION AGREEMENT dated October 20, 2010Stock Option Agreement • February 28th, 2012 • Cameron International Corp • Oil & gas field machinery & equipment
THIS AMENDMENT dated effective as of October 20, 2010 (“Amendment”), to each of the Incentive and Non-Qualified Stock Option Agreements, dated October 20, 2010 (the “Agreement”), is made by and between Cameron International Corporation (the “Company”) and the Participant (“Participant”), respecting each of the Participant’s Agreements;
CAMERON INTERNATIONAL CORPORATION as Issuer and WELLS FARGO BANK, NATIONAL ASSOCIATION as Trustee FLOATING RATE SENIOR NOTES DUE 2014 FIFTH SUPPLEMENTAL INDENTUREFifth Supplemental Indenture • June 2nd, 2011 • Cameron International Corp • Oil & gas field machinery & equipment • New York
THIS FIFTH SUPPLEMENTAL INDENTURE dated as of June 2, 2011 (this “Supplemental Indenture”) between Cameron International Corporation, a Delaware corporation (the “Company” or the “Issuer”), and Wells Fargo Bank, National Association, as trustee (the “Trustee”),
