0000950134-07-004449 Sample Contracts

INDEMNITY AGREEMENT
Indemnification Agreement • March 1st, 2007 • Smith International Inc • Oil & gas field machinery & equipment • Delaware

This Indemnification Agreement (“Agreement”) is made as of ___, ___by and between Smith International, Inc. a Delaware corporation, and ___(“Indemnitee”).

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SMITH INTERNATIONAL, INC. RESTRICTED STOCK UNIT AGREEMENT
Restricted Stock Unit Agreement • March 1st, 2007 • Smith International Inc • Oil & gas field machinery & equipment • Texas

THIS RESTRICTED STOCK UNIT AGREEMENT (this “Agreement”) is made and entered into by and between Smith International, Inc., a Delaware corporation (the “Company”) and «A_HeaderName_First» «Name_Mi» «A_HeaderName_Last», an individual and Employee of the Company or one of its Subsidiaries (“Grantee”), on the ___day of ___, 20___(the “Grant Date”), subject to the terms and provisions of the Smith International, Inc., 1989 Long-Term Incentive Compensation Plan, as amended and restated effective January 1, 2005 (the “Plan”). The Plan is hereby incorporated herein in its entirety by this reference. Capitalized terms not otherwise defined in this Agreement shall have the meaning given to such terms in the Plan.

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SMITH INTERNATIONAL, INC. PERFORMANCE-BASED RESTRICTED STOCK UNIT AGREEMENT
Performance-Based Restricted Stock Unit Agreement • March 1st, 2007 • Smith International Inc • Oil & gas field machinery & equipment • Texas

THIS PERFORMANCE-BASED RESTRICTED STOCK UNIT AGREEMENT (this “Agreement”) is made and entered into by and between Smith International, Inc., a Delaware corporation (the “Company”) and «A_HeaderName_First» «Name_Mi» «A_HeaderName_Last», an individual and Employee of the Company or one of its Subsidiaries (“Grantee”), on the ___day of ___, 20___, (the “Grant Date”), subject to the terms and provisions of the Smith International, Inc., 1989 Long-Term Incentive Compensation Plan, as amended and restated effective January 1, 2005 (the “Plan”). The Plan is hereby incorporated herein in its entirety by this reference. Capitalized terms not otherwise defined in this Agreement shall have the meaning given to such terms in the Plan.

Sample 1
SMITH INTERNATIONAL, INC. NONSTATUTORY OPTION AGREEMENT OPTIONEE: «Full_Legal_Name»
Nonstatutory Option Agreement • March 1st, 2007 • Smith International Inc • Oil & gas field machinery & equipment • Texas
Sample 1
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