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”).
SECOND AMENDMENT TO CREDIT AGREEMENTCredit Agreement • February 22nd, 2013 • Cameron International Corp • Oil & gas field machinery & equipment • Texas
This Agreement dated as of April 14, 2008, as amended and restated as of June 6, 2011, is among Cameron International Corporation, Cameron Limited, Cameron GmbH, Cameron (Singapore) Pte. Ltd., Cameron Canada Corporation, Cameron Lux III SARL, the Lenders (defined below), The Royal Bank of Scotland plc, The Bank of Toyko-Mitsubishi UFJ, Ltd., DnB NOR Bank ASA, and Export Development Canada as Syndication Agents, and JPMorgan Chase Bank, N.A., as L/C Issuer and Administrative Agent. The parties hereto agree as follows:
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”).
CAMERON INTERNATIONAL CORPORATION Restricted Stock Unit Award Agreement (January 1, 2013)Restricted Stock Unit Award Agreement • February 22nd, 2013 • Cameron International Corp • Oil & gas field machinery & equipment • Delaware
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 Cameron International Corporation 2005 Equity Incentive Plan (as Amended and Restated) (the "Plan"). For purposes of this Award Agreement, “Employer” means the entity (the Company or a subsidiary or affiliate of the Company each of such subsidiary or affiliate a “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.
FIRST AMENDMENT TO AMENDED AND RESTATED CONTINUING AGREEMENT FOR LETTERS OF CREDITContinuing Agreement for Letters of Credit • February 22nd, 2013 • Cameron International Corp • Oil & gas field machinery & equipment • New York
THIS FIRST AMENDMENT TO AMENDED AND RESTATED CONTINUING AGREEMENT FOR LETTERS OF CREDIT (this “First Amendment”) is entered into as of July 2nd, 2012, between CAMERON INTERNATIONAL CORPORATION, a Delaware corporation (“Cameron”) and CITIBANK, N.A., as letter of credit issuer (the “Letter of Credit Issuer”).
CAMERON INTERNATIONAL CORPORATION INCENTIVE STOCK OPTION AGREEMENT Effective Date: October 18, 2012Incentive Stock Option Agreement • February 22nd, 2013 • Cameron International Corp • Oil & gas field machinery & equipment • Delaware
INDEMNIFICATION AND WAIVER AGREEMENTIndemnification Agreement • February 22nd, 2013 • Cameron International Corp • Oil & gas field machinery & equipment • Delaware
THIS INDEMNIFICATION AND WAIVER AGREEMENT (the “Agreement”) is effective as of April 12, 2012, by and among Cameron International Corporation, a Delaware corporation (the “Company”), and William G. Lamb (the “Indemnitee”). This Agreement supersedes any prior agreement between you and the Company regarding the subject matter hereof.
CAMERON INTERNATIONAL CORPORATION Performance-Based Restricted Stock Unit Award Agreement Effective Date: January 1, 2013 Performance Period: 2013, 2014 and 2015Performance-Based Restricted Stock Unit Award Agreement • February 22nd, 2013 • Cameron International Corp • Oil & gas field machinery & equipment • Delaware
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 Cameron International Corporation 2005 Equity Incentive Plan (as Amended and Restated) (the "Plan"). For purposes of this Award Agreement, “Employer” means the entity (the Company or a subsidiary or affiliate of the Company each such subsidiary or affiliate, a “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.
U.S. $250,000,000 AMENDED AND RESTATED CONTINUING AGREEMENT FOR LETTERS OF CREDIT DATED AS OF FEBRUARY 2, 2012 AMONG CAMERON INTERNATIONAL CORPORATION AND CERTAIN SCHEDULED SUBSIDIARIES AS APPLICANTS AND CITIBANK, N.A. AS LETTER OF CREDIT ISSUERContinuing Agreement for Letters of Credit • February 22nd, 2013 • Cameron International Corp • Oil & gas field machinery & equipment • New York
THIS AMENDED AND RESTATED CONTINUING AGREEMENT FOR LETTERS OF CREDIT is entered into as of February 2, 2012 among CAMERON INTERNATIONAL CORPORATION, a Delaware corporation ("Cameron"), certain subsidiaries of Cameron, as Subsidiary Applicants, and CITIBANK, N.A., as letter of credit issuer.
