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SECOND AMENDMENT
TO
EXECUTIVE EMPLOYMENT AGREEMENT
WHEREAS ,
AirComp LLC (the “Company”) and Terrence P. Keane (the
“Executive”) entered into that certain Executive
Employment Agreement dated as of July 1, 2007, as amended by
the Company, the Executive and Allis-Chalmers Energy Inc.
(“Allis-Chalmers”) effective as of April 1, 2008
(the “Agreement”); and
WHEREAS ,
Allis-Chalmers and the Executive desire to amend the Agreement to
comply with Code Section 409A and regulations issued
thereunder;
NOW,
THEREFORE , the Agreement is hereby amended, effective as of
the original effective date of the Agreement, as
follows:
1. The fourth
sentence in Section 5(b) of the Agreement is hereby amended and
restated as follows:
“Such bonus
shall be paid annually within 30 days following
Allis-Chalmers’ release of its audited financial statements
for each year during the term hereof, but in no event earlier than
January 1 of, and no later than December 31 of, the calendar
year following the calendar year with respect to which such bonus
is earned.”
2.
Section 7(b)(ii) of the Agreement is hereby amended to add the
following sentence to the end thereof:
“Allis-Chalmer’s
obligation to provide continued medical insurance shall be intended
to be an obligation to reimburse the Executive the amount of the
premium paid by the Executive for such medical insurance, and to
the extent that any such reimbursement is received or to be
received by Execut
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