EXHIBIT
10.43
AMENDMENT
NUMBER ONE
TO
THE
TIDEWATER
EMPLOYEES’ SUPPLEMENTAL SAVINGS PLAN
WHEREAS
,
Tidewater Inc. (the “Company”) sponsors the Tidewater
Employees’ Supplemental Savings Plan (the
“Plan”);
WHEREAS
,
the Plan was adopted effective November 1, 1987. The Plan has
been amended from time to time and most recently restated effective
January 1, 2008; and
WHEREAS
,
the Company wishes to amend the Plan to make certain changes to the
manner in which the plan is administered;
NOW,
THEREFORE , the Company
hereby amends the Plan, effective January 22, 2009, as
follows:
I.
Article 6,
Plan Administration , is amended and restated to read
as follows:
This Plan
shall be administered by the Employee Benefits Committee of the
Company (the “Employee Benefits Committee” or the
“Committee”). The respective powers and obligations of
the Employee Benefits Committee, the Board of Directors of the
Company (the “Board of Directors”) and the Compensation
Committee of the Board of Directors of the Company (the
“Compensation Committee”) are the same as those set
forth in the Savings Plan document, but modified to take into
account that this Plan is an unfunded plan for highly-compensated
employees. Subject to the terms of this Article 6, the Employee
Benefits Committee shall have full power and authority to
interpret, construe and administer this Plan, and such governing
body’s interpretations and constructions hereof and actions
hereunder, including the timing, form, amount or recipient of any
payment to be made hereunder, within the scope of its authority,
shall be binding and conclusive on all persons for all purposes. No
member of a governing body shall be liable to any person for any
action taken or omitted in connection with the interpretation and
administration of this Plan, unless attributable to his own willful
misconduct or lack of good faith. Each administrator shall be fully
indemnified as provided in the Savings Plan. The Company may
purchase fiduciary insurance covering officers, directors and
employees. A member of the Employe