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SEC Filings

S-4/A
KEY ENERGY SERVICES INC filed this Form S-4/A on 03/08/1996
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                           (iii)  has not canceled and will not cancel any 
                   debts or claims;

                  (d) has not made or  committed  to make,  and will not make or
         commit to make,  any  additions  to its  property or any  purchases  of
         machinery or equipment, except for normal maintenance and replacements;

                  (e) has not  discharged or satisfied and will not discharge or
         satisfy any Lien,  and has not paid and will not pay any  obligation or
         liability  (absolute or contingent)  other than current  liabilities or
         obligations under contracts then existing or thereafter entered into in
         the ordinary course of business and  commitments  under Leases existing
         on that date or  incurred  since  that date in the  ordinary  course of
         business;

                  (f)  has not created or permitted to be created, and will not 
         create or permit to be created, any Lien on any of its tangible 
         property;

                  (g)  has not transferred or created or permitted to be
         created, and will not transfer or create or permit to be created, 
         any Lien on any Intangible Assets;

                  (h) has not increased  and will not increase the  compensation
         payable  or to  become  payable  to  any of  its  directors,  officers,
         employees,  advisers,  consultants,  salesmen  or agents  or  otherwise
         alter, modify or change the terms of their employment or engagement;

                  (i) has not suffered and will not suffer any material  damage,
         destruction  or loss  (whether  or not  covered  by  insurance)  or any
         acquisition or taking of property by any Authority;

                  (j)  has not waived and will not waive any rights of material 
         value without fair and adequate consideration;

                  (k)  has not experienced any work stoppage;

                  (l) has not entered into, amended or terminated,  and will not
         enter into, amend or terminate, any Lease, Governmental  Authorization,
         Private Authorization,  Material Agreement or Employment Arrangement or
         any Contractual Obligation or transaction with any Affiliate;

                  (m) has not  amended  or  terminated  and  will  not  amend or
         terminate,  and  has  kept  and  will  keep in full  force  and  effect
         including  without  limitation  renewing  to the  extent the same would
         otherwise expire or terminate, all insurance policies and coverage;

                  (n)  has not, and will not have, declared, made or paid, or 
         agreed to declare, make or pay, any Distribution; and

                  (o) has not  entered  into and will not  enter  into any other
         transaction or series of related  transactions which individually or in
         the aggregate is material to Key and its Subsidiaries taken as a whole,
         except in the ordinary course of business.

         SECTION 4.19 Adverse Restrictions.  Neither Key nor any Subsidiary is a
party to or subject to, nor is any of its  property  subject to, any  Applicable
Law, Governmental Authorization, Contractual Obligation, Employment Arrangement,
Material  Agreement  or  Private  Authorization,  or  any  other  obligation  or
restriction  of any  kind or  character,  which  now  or,  as far as Key can now


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