2007 Performance Unit Agreement Sample Contracts

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2007 Performance Unit Agreement • February 27th, 2007 • Oceaneering International Inc • Oil & gas field services, nec • Texas

This 2007 Performance Unit Agreement (this “Agreement”) is between Oceaneering international, inc. (the “Company”) and (the “Participant”), an employee of the Company or one of its Subsidiaries, regarding an award (“2007 Performance Award”) of units (“Performance Units”), each representing an initial notional value of $100.00, under the 2005 Incentive plan of oceaneering international, inc. (the “Plan”), awarded to the Participant effective February 23, 2007 (the “Award Date”), and subject to the following terms and conditions:

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