0000950134-07-017354 Sample Contracts

Restricted Stock Agreement Flowserve Corporation 2004 Stock Compensation Plan
Restricted Stock Agreement • August 8th, 2007 • Flowserve Corp • Pumps & pumping equipment • Texas

This Restricted Stock Agreement (the “Agreement”) is made and entered into by and between Flowserve Corporation, a New York corporation (the “Company”) and «First_Name» «Last_Name» (the “Participant”) as of , 2007 (the “Date of Grant”).

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Performance Restricted Stock Unit Agreement Flowserve Corporation 2004 Stock Compensation Plan
Performance Restricted Stock Unit Agreement • August 8th, 2007 • Flowserve Corp • Pumps & pumping equipment • Texas

This Performance Restricted Stock Unit Agreement (the “Agreement”) is made and entered into by and between Flowserve Corporation, a New York corporation (the “Company”) and «First_Name» «Last_Name» (the “Participant”) as of , 2007 (the “Date of Grant”).

Restricted Stock Agreement Flowserve Corporation 2004 Stock Compensation Plan
Restricted Stock Agreement • August 8th, 2007 • Flowserve Corp • Pumps & pumping equipment • Texas

This Restricted Stock Agreement (the “Agreement”) is made and entered into by and between Flowserve Corporation, a New York corporation (the “Company”) and and «First_Name» «Last_Name» (the “Participant”) as of , 2007 (the “Date of Grant”).

FLOWSERVE CORPORATION THIRD AMENDMENT TO CREDIT AGREEMENT FIRST AMENDMENT TO PLEDGE AGREEMENT
Credit Agreement • August 8th, 2007 • Flowserve Corp • Pumps & pumping equipment • New York

This THIRD AMENDMENT TO CREDIT AGREEMENT and FIRST AMENDMENT TO PLEDGE AGREEMENT (this “Amendment”) is dated as of August 7, 2007 and entered into by and among Flowserve Corporation, a New York corporation (“Company”), the financial institutions party hereto and Bank of America, N.A., a national banking association, as administrative agent for Lenders (in such capacity, “Administrative Agent”), and, solely for purposes of Sections 2 and 3 hereof, the Credit Support Parties (as defined in Section 3 hereof), and is made with reference to (i) that certain Credit Agreement dated as of August 12, 2005, as amended to the date hereof (as so amended, the “Credit Agreement”), by and among Company, the financial institutions from time to time party thereto (collectively, “Lenders” and individually, a “Lender”), Bank of America, N.A., as Swingline Lender, Administrative Agent and Collateral Agent for Lenders, and Banc of America Securities, LLC, and Merrill Lynch Capital Corporation, as Joint Lea

Performance Restricted Stock Unit Agreement Flowserve Corporation 2004 Stock Compensation Plan
Performance Restricted Stock Unit Agreement • August 8th, 2007 • Flowserve Corp • Pumps & pumping equipment • Texas

This Performance Restricted Stock Unit Agreement (the “Agreement”) is made and entered into by and between Flowserve Corporation, a New York corporation (the “Company”) and «First_Name» «Last_Name» (the “Participant”) as of , 2007 (the “Date of Grant”).

Restricted Stock Agreement Flowserve Corporation 2004 Stock Compensation Plan
Restricted Stock Agreement • August 8th, 2007 • Flowserve Corp • Pumps & pumping equipment • Texas

This Restricted Stock Agreement (the “Agreement”) is made and entered into by and between Flowserve Corporation, a New York corporation (the “Company”) and «First_Name» «Last_Name» (the “Participant”) as of , 2007 (the “Date of Grant”).

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