0000950123-09-072898 Sample Contracts

AMENDMENT AND RESTATEMENT OF LETTER AGREEMENT
And Restatement of Letter Agreement • December 23rd, 2009 • Ensco International Inc • Drilling oil & gas wells

THIS AMENDMENT AND RESTATEMENT, dated and effective as of December 22, 2009, by and among Ensco International Incorporated (hereinafter referred to as the “Company”) and William S. Chadwick, Jr. (hereinafter referred to as the “Executive”).

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DEED OF INDEMNITY
Deed of Indemnity • December 23rd, 2009 • Ensco International Inc • Drilling oil & gas wells • Delaware

This Deed of Indemnity (this “Deed”) is made as of December 22, 2009 by and between Ensco International plc, a public limited company incorporated in England (the “Company”), and ______________ (“Indemnitee”).

ENSCO INTERNATIONAL INCORPORATED, ENSCO INTERNATIONAL PLC, PARENT GUARANTOR AND DEUTSCHE BANK TRUST COMPANY AMERICAS, TRUSTEE SECOND SUPPLEMENTAL INDENTURE DATED AS OF DECEMBER 22, 2009 TO INDENTURE DATED AS OF NOVEMBER 20, 1997
Indenture • December 23rd, 2009 • Ensco International Inc • Drilling oil & gas wells

This Second Supplemental Indenture, dated as of December 22, 2009, is entered into by and among ENSCO International Incorporated, a Delaware corporation (the “Company”), having its principal office at 500 North Akard Street, Suite 4300, Dallas, Texas 75201-3331, Ensco International plc, as guarantor, (“Parent Guarantor”), an English public limited company, having its principal office at ENSCO House, Badentoy Avenue, Badentoy Industrial Estate, Aberdeen, AB12 4YB, Scotland, United Kingdom and Deutsche Bank Trust Company Americas, as Trustee (the “Trustee”), having its principal office at 60 Wall Street, New York, New York 10005.

FORM OF INDEMNIFICATION AGREEMENT
Form of Indemnification Agreement • December 23rd, 2009 • Ensco International Inc • Drilling oil & gas wells • Delaware

This Indemnification Agreement (this “Agreement”) is made as of December 22, 2009 by and between ENSCO International Incorporated, a Delaware corporation (“Ensco Delaware”), and (“Indemnitee”).

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