0000950129-09-001704 Sample Contracts

PLEDGE AGREEMENT
Pledge Agreement • May 19th, 2009 • Trico Marine Services Inc • Water transportation • New York

PLEDGE AGREEMENT (as amended, modified, restated and/or supplemented from time to time, this “Agreement”), dated as of May 14, 2009 made by TRICO MARINE SERVICES, INC., a Delaware corporation (the “Issuer”) and TRICO MARINE OPERATORS, INC., a Louisiana corporation (“Trico Operators” and together with the Issuer, each a “Pledgor” and together the “Pledgors”), to WELLS FARGO BANK, NATIONAL ASSOCIATION, in its capacity as collateral agent under the Second-Lien Documents (as defined below) (together with its successors and assigns in such capacity from time to time, the “Collateral Agent”).

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THIRD AMENDMENT TO CREDIT AGREEMENT
Credit Agreement • May 19th, 2009 • Trico Marine Services Inc • Water transportation • New York

THIRD AMENDMENT TO CREDIT AGREEMENT (this “Third Amendment”), dated as of May 14, 2009, by and among TRICO MARINE SERVICES, INC., a Delaware corporation (the “Borrower”), TRICO MARINE ASSETS INC., a Delaware corporation (“Trico Assets”), as a Guarantor, and TRICO MARINE OPERATORS, INC., a Louisiana corporation (“Trico Operators”), as a Guarantor, the Lenders party hereto (each, a “Lender” and, collectively, the “Lenders”) and NORDEA BANK FINLAND PLC, NEW YORK BRANCH, as Administrative Agent (in such capacity, the “Administrative Agent”) and Collateral Agent (in such capacity, the “Collateral Agent”). Unless otherwise indicated, all capitalized terms used herein and not otherwise defined shall have the respective meanings provided such terms in the Credit Agreement referred to below.

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