0001019687-09-002024 Sample Contracts

PURCHASE AND SALE AGREEMENT
Purchase and Sale Agreement • June 2nd, 2009 • Deep Down, Inc. • Oil & gas field machinery & equipment • Texas

THIS PURCHASE AND SALE AGREEMENT ("Agreement") is entered into as of the 22nd day of May, 2009 (the "Effective Date"), between JUMA Properties, LLC, a Texas limited liability company ("Seller") and Deep Down, Inc., a Nevada corporation ("Purchaser").

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Contract
Credit Agreement • June 2nd, 2009 • Deep Down, Inc. • Oil & gas field machinery & equipment

THIS THIRD AMENDMENT TO CREDIT AGREEMENT (this “Amendment”) is entered into as of May 29, 2009, between DEEP DOWN, INC., a Nevada corporation (“Borrower”), and WHITNEY NATIONAL BANK, a national banking association (the “Lender”). Capitalized terms used but not defined in this Amendment have the meanings given them in the Credit Agreement (defined below).

SECOND AMENDMENT TO SECURITY AGREEMENT
Security Agreement • June 2nd, 2009 • Deep Down, Inc. • Oil & gas field machinery & equipment

THIS SECOND AMENDMENT TO SECURITY AGREEMENT (this “Amendment”) is executed as of May 29, 2009, by DEEP DOWN, INC., a Nevada corporation (“Parent”), ELECTROWAVE USA, INC., a Nevada corporation (“Electrowave”), FLOTATION TECHNOLOGIES, INC., a Maine corporation (“Flotech”), MAKO TECHNOLOGIES, LLC, a Nevada limited liability company (“Mako”), and DEEP DOWN INC., a Delaware corporation (“DD Delaware,” and together with Parent, Electrowave, Flotech, and Mako, collectively, “Debtor”), for the benefit of WHITNEY NATIONAL BANK, a national banking association (“Secured Party”). Capitalized terms used but not defined in this Amendment have the meanings given them in the Security Agreement (defined below).

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