UNIVERSAL HOLDINGS, INC.
INCENTIVE STOCK OPTION PLAN
NON-QUALIFIED STOCK OPTION
AGREEMENT
THIS FIRST AMENDMENT TO THE NON-QUALIFIED STOCK OPTION
AGREEMENTS (the “Amendment”) is entered into by and
between Exterran Holdings, Inc., a Delaware corporation (the
“Company”), and Stephen A. Snider (the
“Employee”).
WHEREAS , Universal Compression Holdings, Inc. previously
granted to the Employee:
(a) on
December 11, 2000, an option to purchase 100,000 shares of its
common stock under the Universal Compression Holdings, Inc.
Incentive Stock Option Plan, as amended (the “Plan”),
at an exercise price of $31.65 per share, pursuant to the terms and
conditions of a Stock Option Agreement (the “2000
Agreement”) and the Plan;
(b) on
April 20, 2001, an option to purchase 100,000 shares of its
common stock under the Plan at an exercise price of $33.60 per
share, pursuant to the terms and conditions of a Stock Option
Agreement (the “2001 Agreement”) and the
Plan;
(c) on
February 19, 2002, an option to purchase 150,000 shares of its
common stock under the Plan at an exercise price of $21.30 per
share, pursuant to the terms and conditions of a Stock Option
Agreement (the “2002 Agreement”) and the
Plan;
(d) on
April 30, 2004, an option to purchase 31,675 shares of its
common stock under the Plan at an exercise price of $30.07 per
share, pursuant to the terms and conditions of an Incentive Stock
Option Agreement (the “2004 Agreement”) and the
Plan;
(e) on
March 9, 2005, an option to purchase 27,379 shares of its
common stock under the Plan at an exercise price of $38.15 per
share, pursuant to the terms and conditions of an Incentive Stock
Option Agreement (the “2005 Agreement”) and the
Plan;
