INDENTURE Dated as of April 23, 2021 Among DIAMOND FOREIGN ASSET COMPANY, DIAMOND FINANCE, LLC, THE GUARANTORS NAMED ON THE SIGNATURE PAGES HERETO, WILMINGTON SAVINGS FUND SOCIETY, FSB, as Trustee and WELLS FARGO BANK, NATIONAL ASSOCIATION, as...Indenture • April 29th, 2021 • Diamond Offshore Drilling, Inc. • Drilling oil & gas wells • New York
INDENTURE, dated as of April 23, 2021, among Diamond Foreign Asset Company, an exempted company formed under the laws of the Cayman Islands and a Wholly Owned Subsidiary of the Company (as defined below) (the “Cayman Issuer”), and Diamond Finance, LLC, a limited liability company organized and existing under the laws of the State of Delaware and a Wholly Owned Subsidiary of the Cayman Issuer (the “U.S. Issuer,” together with the Cayman Issuer, the “Issuers”), Diamond Offshore Drilling, Inc., a corporation incorporated under the laws of the State of Delaware (the “Company”), the other Guarantors (as defined herein) listed on the signature pages hereto, Wilmington Savings Fund Society, FSB, as Trustee, and Wells Fargo Bank, National Association, as Collateral Agent.
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • April 29th, 2021 • Diamond Offshore Drilling, Inc. • Drilling oil & gas wells • New York
This Registration Rights Agreement (including all exhibits hereto and as may be amended, supplemented or amended and restated from time to time in accordance with the terms hereof, this “Agreement”) is made and entered into as of April 23, 2021, by and among Diamond Offshore Drilling, Inc. (the “Company”), the other parties signatory hereto and any additional parties identified on the signature pages of any joinder executed substantially in the form set forth in Exhibit A hereto and delivered pursuant hereto.
INDEMNIFICATION AGREEMENTIndemnification Agreement • April 29th, 2021 • Diamond Offshore Drilling, Inc. • Drilling oil & gas wells • Delaware
This Indemnification Agreement (this “Agreement”) is entered into as of , 20 , by and between Diamond Offshore Drilling, Inc., a Delaware corporation (the “Company”), and (the “Indemnitee”).
DIAMOND OFFSHORE DRILLING, INC.Restricted Stock Unit Award Agreement • April 29th, 2021 • Diamond Offshore Drilling, Inc. • Drilling oil & gas wells • Delaware
This RESTRICTED STOCK UNIT AWARD AGREEMENT (this “Agreement”), is made as of [_____]1, 2021 (the “Grant Date”) between Diamond Offshore Drilling, Inc., a Delaware corporation (the “Company”), and [_________] (the “Participant”), and is made pursuant to the terms of the Company’s 2021 Long-Term Stock Incentive Plan (the “Plan”). Capitalized terms used herein but not defined shall have the meanings set forth in the Plan.
WARRANT AGREEMENT BETWEEN DIAMOND OFFSHORE DRILLING, INC. AND COMPUTERSHARE, INC. COMPUTERSHARE TRUST COMPANY, N.A. DATED April 23, 2021Warrant Agreement • April 29th, 2021 • Diamond Offshore Drilling, Inc. • Drilling oil & gas wells • Delaware
THIS WARRANT AGREEMENT (this “Agreement”), dated as of April 23, 2021, is by and among Diamond Offshore Drilling, Inc., a Delaware corporation (the “Company”), and Computershare, Inc., a Delaware corporation (“Computershare”), and its wholly-owned subsidiary, Computershare Trust Company, N.A., a federally chartered trust company, collectively as warrant agent (the “Warrant Agent”).
