0001193125-10-198726 Sample Contracts

LAWRENCE SHAW AMENDED AND RESTATED EMPLOYMENT AGREEMENT
Employment Agreement • August 27th, 2010 • Omni Energy Services Corp • Oil & gas field exploration services • Louisiana

This Amended and Restated Employment Agreement (“Agreement”) is dated June 30, 2010, and made between OMNI Energy Services Corp., a Louisiana corporation (“OMNI”) and Lawrence Shaw, a resident of Lafayette, Louisiana (“Employee”). On the Effective Date (as defined below), this Agreement shall supersede in its entirety the employment agreement entered into between Charles Holston, Inc., a Louisiana corporation that is a wholly-owned subsidiary of OMNI, and Employee effective as of February 28, 2007, as amended on January 8, 2010.

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BRIAN J. RECATTO AMENDED AND RESTATED EMPLOYMENT AGREEMENT
Employment Agreement • August 27th, 2010 • Omni Energy Services Corp • Oil & gas field exploration services • Louisiana

This Amended and Restated Employment Agreement (“Agreement”) is dated June 3, 2010, and made between OMNI Energy Services Corp., a Louisiana corporation (“OMNI”) and Brian J. Recatto, a resident of Lafayette, Louisiana (“Employee”). On the Effective Date (as defined below), this Agreement shall supersede in its entirety the employment agreement entered into between OMNI and Employee effective as of December 1, 2008.

Wellspring Capital Partners IV, L.P. Lever House
Omni Energy Services Corp • August 27th, 2010 • Oil & gas field exploration services • Delaware

Reference is hereby made to the Agreement and Plan of Merger (the “Merger Agreement”), dated as of the date hereof, by and among OMNI Energy Services Corp., a Louisiana corporation (the “Company”). Wellspring OMNI Holdings Corporation, a Delaware corporation (“Parent”), and Wellspring OMNI Acquisition Corporation, a Delaware corporation (“Acquisition”). Capitalized terms used but not otherwise defined herein shall have the respective meanings ascribed to such terms in the Merger Agreement.

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