Exhibit 10.2
AMENDMENT
TO
EXECUTIVE EMPLOYMENT AGREEMENT
This
Amendment to Executive Employment Agreement (this
“Amendment”) is entered into by and between
Allis-Chalmers Energy Inc., a Delaware corporation (the
“Company”), and Munawar H. Hidayatallah (the
“Executive”).
WHEREAS , the Company and Executive entered into that
certain Executive Employment Agreement dated as of April 1,
2007 (the “Agreement”);
WHEREAS , the parties desire to amend the Agreement as
set forth below, including to extend the term of employment of
Executive for an additional year; and
WHEREAS , the parties desire to amend the Agreement to
comply with Internal Revenue Code Section 409A and regulations
issued thereunder;
NOW, THEREFORE , for other good and valuable consideration, the
receipt and sufficiency of which are hereby acknowledged, the
parties hereto hereby agree as follows:
1. Section 4 of the Agreement
is hereby deleted in its entirety and the following substituted in
its place:
“ Term . The term of
employment of Executive hereunder shall commence on the Effective
Date and terminate four years thereafter, provided that if
Executive at the end of such four year period remains liable for
any guarantees of obligations of the Company, then the term hereof
shall extend for such period as Executive remains liable for such
guarantees.”
2. Section 5(g) of the Agreement is
hereby deleted in its entirety and the following substituted in its
place:
1
1
“(g) Certain Additional
Payments. Anything in this Agreement to the contrary
notwithstanding, in the event it shall be determined that any
payment or distribution by Company or its successor to or for the
benefit of Executive, whether paid or payable or distributed or
distributable pursuant to the terms of this Agreement or otherwise
(a “Payment”), would be subject to excise tax imposed
by Section 4999 of the Code (such excise tax, together with
any additions to tax or additional amounts with respect to such
excise tax, being collectively referred herein to as the
“Excise Tax”), then Company shall pay to Executive one
or more additional payments (each a “Gross-Up Payment”)
in an amount such that after payment by Executive of all taxes,
additions to tax, or additional amounts with respect to such
Gross-Up Payment, Executive retains an amount of the Gross-Up
Payment equal to the Excise Tax imposed upon the Payment. The
applicable Gross-Up Payment shall be made to Executive within
thirty (30) days after remittance by the Executive of the
Excise Tax to the Internal Revenue Service and the submission to
the Compan
