0000950123-07-014511 Sample Contracts

EMPLOYMENT AGREEMENT
Employment Agreement • October 30th, 2007 • Stewart & Stevenson LLC • Oil & gas field machinery & equipment • New York

This Employment Agreement (this “Agreement”), dated as of , 2007, is between Hushang Ansary (“Employee”) and Stewart & Stevenson LLC, a limited liability company organized under the laws of Province of New Brunswick (the “Company”). This Agreement shall become effective and the obligations herein shall commence upon the date hereof (the “Effective Date”).

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TAX MATTERS AGREEMENT
Tax Matters Agreement • October 30th, 2007 • Stewart & Stevenson LLC • Oil & gas field machinery & equipment • New York

This TAX MATTERS AGREEMENT (the “Agreement”), dated as of , 2007 and effective as of the date of the Conversion (as defined herein), is by and among Stewart & Stevenson Inc., a Delaware corporation, (the “Corporation”) and the Persons listed on Schedule A attached hereto (individually, a “Member” and, collectively, the “Members”). The Corporation and the Members are referred to herein individually as a “Party” and collectively as the “Parties.”

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