REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • February 17th, 2016 • Vantage Drilling International • Drilling oil & gas wells • New York
This Registration Rights Agreement is made and entered into as of February 10, 2016, by and among Offshore Group Investment Limited, an exempted company incorporated with limited liability in the Cayman Islands, and each of the Holders party hereto. Capitalized terms used but not otherwise defined herein shall have the meanings set forth in Section 1 hereto.
SECOND AMENDED AND RESTATED EMPLOYMENT AND NON-COMPETITION AGREEMENTEmployment Agreement • February 17th, 2016 • Vantage Drilling International • Drilling oil & gas wells • Texas
THIS SECOND AMENDED AND RESTATED EMPLOYMENT AND NON-COMPETITION AGREEMENT (“Agreement”) is entered into as of the 10th day of February, 2016 (the “Effective Date”), between Offshore Group Investment Limited (“Company”), and Nicolas J. Evanoff (“Employee” or “Executive”).
OFFSHORE GROUP INVESTMENT LIMITED AND EACH OF THE GUARANTORS PARTY HERETO 10% SENIOR SECURED SECOND LIEN NOTES DUE 2020 INDENTURE Dated as of February 10, 2016 U.S. BANK NATIONAL ASSOCIATION, as Trustee and Noteholder Collateral AgentIndenture • February 17th, 2016 • Vantage Drilling International • Drilling oil & gas wells • New York
INDENTURE, dated as of February 10, 2016 among Offshore Group Investment Limited, a Cayman Islands exempted company (the “Company”), the Guarantors (as defined herein) and U.S. Bank National Association, not in its individual capacity but solely as trustee (together with its successors and assigns, in such capacity, the “Trustee”) and not in its individual capacity but solely as collateral agent (together with its successors and assigns, in such capacity, the “Noteholder Collateral Agent”).
THIRD AMENDED AND RESTATED EMPLOYMENT AND NON-COMPETITION AGREEMENTEmployment and Non-Competition Agreement • February 17th, 2016 • Vantage Drilling International • Drilling oil & gas wells • Texas
THIS THIRD AMENDED AND RESTATED EMPLOYMENT AND NON-COMPETITION AGREEMENT (“Agreement”) is entered into as of the 10th day of February, 2016 (the “Effective Date”), between Offshore Group Investment Limited (“Company”), and Paul A. Bragg (“Employee” or “Executive”).
RESTRICTED STOCK UNIT AWARD AGREEMENT (TIME-BASED) Offshore Group Investment LimitedRestricted Stock Unit Award Agreement • February 17th, 2016 • Vantage Drilling International • Drilling oil & gas wells • Texas
This Award Agreement (this “Agreement”) is made as of the [●] day of [●] (the “Grant Date”) between Offshore Group Investment Limited (the “Company”), and [●] (“Participant”), and is made pursuant to the terms of the Offshore Group Investment Limited 2016 Management Incentive Plan (the “Plan”). Any capitalized term used herein but not defined shall have the meaning set forth in the Plan.
PETROBRAS LITIGATION AWARD AGREEMENT1 Offshore Group Investment LimitedPetrobras Litigation Award Agreement • February 17th, 2016 • Vantage Drilling International • Drilling oil & gas wells • Texas
This Award Agreement (this “Agreement”) is made as of the [●] day of [●] (the “Grant Date”) between Offshore Group Investment Limited (the “Company”), and [●] (“Participant”), and is made pursuant to the terms of the Offshore Group Investment Limited 2016 Management Incentive Plan (the “Plan”). Any capitalized term used herein but not defined shall have the meaning set forth in the Plan.
SECOND AMENDED AND RESTATED CREDIT AGREEMENT Dated as of February 10, 2016 among OFFSHORE GROUP INVESTMENT LIMITED, as Borrower, CERTAIN SUBSIDIARIES THEREOF PARTY HERETO, as Guarantors, THE LENDERS FROM TIME TO TIME PARTY HERETO, as Lenders, and...Credit Agreement • February 17th, 2016 • Vantage Drilling International • Drilling oil & gas wells • New York
This Second Amended and Restated Credit Agreement (this “Agreement”) dated as of February 10, 2016, is among Offshore Group Investment Limited, a Cayman Islands exempted company (“Borrower”), the Guarantors (as defined below), each Lender from time to time party hereto, and Royal Bank of Canada (“Royal Bank”), as Administrative Agent and Collateral Agent for the Lenders.
SHAREHOLDERS AGREEMENT BY AND AMONG OFFSHORE GROUP INVESTMENT LIMITED AND THE SHAREHOLDERS (AS DEFINED HEREIN) DATED AS OF FEBRUARY 10, 2016Shareholders Agreement • February 17th, 2016 • Vantage Drilling International • Drilling oil & gas wells • New York
This Shareholders Agreement (this “Agreement”) is made and entered into as of February 10, 2016 (the “Effective Date”) by and among Offshore Group Investment Limited, an exempted company incorporated with limited liability in the Cayman Islands (the “Company”), and the Shareholders (as defined herein). Capitalized terms used, but not otherwise defined, herein have the meanings set forth in Exhibit A attached hereto and made a part hereof by reference.
