REGISTRATION RIGHTS AGREEMENT BY AND BETWEEN GLOBAL INDUSTRIES, LTD, AS ISSUER AND LEHMAN BROTHERS INC., AS REPRESENTATIVE OF THE SEVERAL INITIAL PURCHASERS DATED AS OF JULY 27, 2007Registration Rights Agreement • August 6th, 2007 • Global Industries LTD • Oil & gas field services, nec • New York
Registration Rights Agreement, dated as of July 27, 2007, by and among Global Industries, Ltd., a Louisiana corporation (together with any successor entity, herein referred to as the “Issuer”), and Lehman Brothers Inc., as representative of the several Initial Purchasers (the “Initial Purchasers”).
AMENDMENT NO. 2 TO THIRD AMENDED AND RESTATED CREDIT AGREEMENTCredit Agreement • August 6th, 2007 • Global Industries LTD • Oil & gas field services, nec • New York
THIS AMENDMENT NO. 2 TO THIRD AMENDED AND RESTATED CREDIT AGREEMENT (this “Amendment”) is made and entered into effective as of the 26th day of July, 2007 (the “Effective Date”), by and among (a) GLOBAL INDUSTRIES, LTD., a Louisiana corporation (the “Parent”), GLOBAL OFFSHORE MEXICO, S. DE R.L. DE C.V., a Mexican sociedad de responsabilidad limitada de capital variable (the “Mexican Borrower”), GLOBAL INDUSTRIES INTERNATIONAL, L.L.C., a Louisiana limited liability company, in its capacity as general partner of GLOBAL INDUSTRIES INTERNATIONAL, L.P., a Cayman Islands exempted limited partnership (the “Cayman Borrower” and together with the Parent and the Mexican Borrower, each a “Borrower” and collectively the “Borrowers”), (b) the financial institutions parties hereto which are Lenders party to the Credit Agreement (as defined below); and (c) Calyon New York Branch, as administrative agent for the Lenders (in such capacity, the “Administrative Agent”).
GLOBAL INDUSTRIES, LTD. 2.75% Senior Convertible Debentures due 2027 PURCHASE AGREEMENTPurchase Agreement • August 6th, 2007 • Global Industries LTD • Oil & gas field services, nec • New York
Vinson & Elkins LLP shall have furnished to the Initial Purchasers its written opinion, as counsel to the Company, addressed to the Initial Purchasers and dated the Closing Date and the Option Closing Date, in form and substance reasonably satisfactory to Lehman Brothers Inc., to the effect that:
