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EXECUTION VERSION LUPATECH FINANCE LIMITED, as Issuer ESFEROMATIC S.A. INDUSTRIA Y TECNOLOGÍA EN ACEROS S.A. JEFFERSON SOLENOIDBRAS LTDA. JEFFERSON SUDAMERICANA S.A. LUPATECH S.A. LUPATECH – EQUIPAMENTOS E SERVIÇOS PARA PETRÓLEO LTDA. MIPEL INDÚSTRIA E COMÉRCIO DE VÁLVULAS LTDA. VÁLVULAS WORCESTER DE ARGENTINA S.A., as Guarantors and THE BANK OF NEW YORK MELLON, as Trustee, Principal Paying Agent, Registrar and Transfer Agent ____________________ FOURTH SUPPLEMENTAL INDENTURE Dated as of January 30, 2014 ____________________ 9.875% Guaranteed Perpetual Bonds

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EXECUTION VERSION

LUPATECH FINANCE LIMITED, as Issuer

ESFEROMATIC S.A. INDUSTRIA Y TECNOLOGÍA EN ACEROS S.A.

JEFFERSON SOLENOIDBRAS LTDA. JEFFERSON SUDAMERICANA S.A.

LUPATECH S.A. LUPATECH – EQUIPAMENTOS E SERVIÇOS PARA PETRÓLEO LTDA.

MIPEL INDÚSTRIA E COMÉRCIO DE VÁLVULAS LTDA. VÁLVULAS WORCESTER DE ARGENTINA S.A.,

as Guarantors

and

THE BANK OF NEW YORK MELLON, as Trustee, Principal Paying Agent, Registrar and Transfer Agent

____________________

FOURTH SUPPLEMENTAL INDENTURE

Dated as of January 30, 2014

____________________

9.875% Guaranteed Perpetual Bonds

INDENTURE, dated as of July 10, 2007 (the “Original Indenture”), as supplemented by (i) the SUPPLEMENTAL INDENTURE, dated as of June 30, 2008 (the “First Supplemental Indenture”), (ii) the SECOND SUPPLEMENTAL INDENTURE, dated as of November 8, 2008 (the “Second Supplemental Indenture”), (iii) the THIRD SUPPLEMENTAL INDENTURE, dated as of December 16, 2011 (the “Third Supplemental Indenture” and together with the Original Indenture, the First Supplemental Indenture and the Second Supplemental Indenture, the “Indenture”) and (iv) this FOURTH SUPPLEMENTAL INDENTURE (this “Fourth Supplemental Indenture”), dated as of January 30, 2014 among LUPATECH FINANCE LIMITED, an exempted company incorporated under the laws of the Cayman Islands (the “Company”); LUPATECH S.A. (“Lupatech”), JEFFERSON SOLENOIDBRAS LTDA., LUPATECH – EQUIPAMENTOS E SERVIÇOS PARA PETRÓLEO LTDA. (previously known as GASOIL SERVIÇOS LTDA.) and MIPEL INDÚSTRIA E COMÉRCIO DE VÁLVULAS LTDA., as guarantors (the “Guarantors”); ESFEROMATIC S.A., INDUSTRIA Y TECNOLOGÍA EN ACEROS S.A., JEFFERSON SUDAMERICANA S.A., VÁLVULAS WORCESTER DE ARGENTINA S.A. (collectively, the “Argentine Entities”); and THE BANK OF NEW YORK MELLON, a New York banking corporation, located at 101 Barclay Street, Floor 7E, New York, NY, United States of America, as trustee, principal paying agent, registrar and transfer agent (respectively the “Trustee,” the “Principal Paying Agent,” the “Registrar” and the “Transfer Agent”). Capitalized terms used but not otherwise defined herein shall have the meanings set forth in the Indenture.

WHEREAS:

1. Pursuant to the Original Indenture executed and delivered by the Company and Lupatech, Carbonox Fundição de Precisão Ltda., Cordoaria São Leopoldo Off Shore S.A., Esferomatic S.A., Industria y Tecnologia en Aceros S.A., Lupatech Petroima Equipamentos para Petroleo Ltda., Metalúrgica Ipê Ltda., Metalúrgica Nova Americana Ltda., Mipel Indústria e Comércio de Válvulas Ltda., Steelinject Injeção de Aços Ltda., Valmicro Indústria e Comercio de Válvulas Ltda., Válvulas Worcester de Argentina, S.A., as Guarantors, The Bank of New York Mellon (formerly known as The Bank of New York) as trustee, principal paying agent, registrar and transfer agent, and The Bank of New York Mellon (Luxembourg) S.A. (formerly known as The Bank of New York (Luxembourg) S.A.), as Luxembourg paying agent, transfer agent and listing agent, the Company created and issued U.S.$200,000,000 in aggregate principal amount of its 9.875% Guaranteed Perpetual Bonds (the “Bonds”).

2. Pursuant to the First Supplemental Indenture executed and delivered by the Company and Lupatech, Carbonox Fundição de Precisão Ltda., Cordoaria São Leopoldo Off Shore S.A., Esferomatic S.A., Gasoil Serviços Ltda., Industria y Tecnologia en Aceros S.A., Jefferson Solenoidbras Ltda., Jefferson Sudamericana S.A., K&S Tubular Services Ltda., Lupatech Petroima Equipamentos para Petroleo Ltda., Metalúrgica Ipê Ltda., Metalúrgica Nova Americana Ltda., Mipel Indústria e Comércio de Válvulas Ltda., Ocean Coating Revestimentos Ltda., Steelinject Injeção de Aços Ltda., Valmicro Indústria e Comercio de Válvulas Ltda. and Válvulas Worcester de Argentina, S.A., as Guarantors, The Bank of New York Mellon (formerly known as The Bank of New York) as trustee, principal paying agent, registrar and transfer agent, and The Bank of New York Mellon (Luxembourg) S.A. (formerly known as The Bank of New York (Luxembourg) S.A.), as Luxembourg paying agent, transfer agent and listing agent, (i) Gasoil Serviços Ltda., Jefferson Solenoidbras Ltda., Jefferson Sudamericana S.A., K&S

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Tubular Services Ltda. and Ocean Coating Revestimentos Ltda. were added as guarantors under the Indenture and (ii) the Company created and issued additional Bonds in an aggregate principal amount of U.S.$75,000,000.

3. Pursuant to the Second Supplemental Indenture executed and delivered by the Company and Esferomatic S.A., Gasoil Serviços Ltda., Industria y Tecnología en Aceros S.A., Jefferson Solenoidbras Ltda., Jefferson Sudamericana S.A., Lupatech, Mipel Indústria e Comércio de Válvulas Ltda., Ocean Coating Revestimentos Ltda., Steelinject Injeção de Aços Ltda., Valmicro Indústria e Comércio de Válvulas Ltda. and Válvulas Worcester de Argentina S.A. as Guarantors and The Bank of New York Mellon (formerly known as The Bank of New York) as trustee, principal paying agent, registrar and transfer agent, in connection with certain mergers of the guarantors under the Indenture at that date (i) Lupatech assumed all the obligations of Cordoaria São Leopoldo Off Shore S.A., Metalúrgica Nova Americana Ltda. and Metalúrgica Ipê Ltda. under the Indenture; (ii) Mipel Indústria e Comércio de Válvulas Ltda. assumed all the obligations of Carbonox Fundição de Precisão Ltda. under the Indenture; and (iii) Gasoil Serviços Ltda. (subsequently renamed Lupatech – Equipamentos e Serviços para Petróleo Ltda.) assumed all the obligations of K&S Tubular Services Ltda. and Lupatech Petroima Equipamentos para Petróleo Ltda. under the Indenture.

4. On September 1, 2009, Gasoil Serviços Ltda. changed its name to Lupatech – Equipamentos e Serviços para Petróleo Ltda. On July 1, 2009 Ocean Coating Revestimentos Ltda. was merged into Fiberware Equipamentos e Serviços para Indústria Ltda.; on May 31, 2010, Fiberware Equipamentos e Serviços para Indústria Ltda. was merged into Lupatech – Equipamentos e Serviços para Petróleo Ltda. (formerly known as Gasoil Serviços Ltda.), which is a Guarantor under the Indenture.

5. On December 30, 2010, the guarantor Valmicro Indústria e Comércio de Válvulas Ltda. was merged into Lupatech.

6. Pursuant to the Third Supplemental Indenture executed and delivered by the Company and Industria y Tecnología en Aceros S.A., Jefferson Solenoidbras Ltda., Jefferson Sudamericana S.A., Lupatech, Lupatech – Equipamentos e Serviços para Petróleo Ltda. (previously known as Gasoil Serviços Ltda.), Mipel Indústria e Comércio de Válvulas Ltda., Steelinject Injeção de Aços Ltda. and Válvulas Worcester de Argentina S.A. and The Bank of New York Mellon (formerly known as The Bank of New York) as trustee, principal paying agent, registrar and transfer agent on December 16, 2011, in connection with the intended disposition and sale of Steelinject Injeção de Aços Ltda., (i) Steelinject Injeção de Aços Ltda. was removed as a guarantor and released from its obligations as guarantor under the Indenture and (ii) certain of the restrictive covenants under the Indenture and the definitions relating thereto were amended in order to specify the conditions under which Lupatech may dispose of Guarantors or the assets thereof.

7. Pursuant to a Consent Solicitation Statement dated November 26, 2013, as amended or supplemented (the “Solicitation Statement”), the Company solicited consents from the Holders of the Bonds (the “Consents”) in order to effect the amendments to the Indenture as set forth below in Section I. Amendments to the Indenture of this Fourth Supplemental Indenture, to provide for the Condition Subsequent as set forth below in Article II and to execute an Amended

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and Restated Indenture amending and restating the terms of the Indenture in order to reflect the terms of the Original Indenture, as heretofore supplemented and as supplemented by this Fourth Supplemental Indenture (the “Amended and Restated Indenture”).

8. Pursuant to Section 9.2 of the Indenture, and subject to the provisions set forth therein, the terms of the Indenture may be amended with the written consent of the Holders of at least a majority in aggregate principal amount of the Outstanding Bonds.

9. The Company has received Consents from Holders of a majority in aggregate principal amount of the Outstanding Bonds in order to effect the amendments to the Indenture set forth herein.

10. Each of the Company and the Guarantors has duly authorized the execution and delivery of this Fourth Supplemental Indenture and the resulting Amended and Restated Indenture, and all things necessary have been done to make each of the Indenture, this Fourth Supplemental Indenture and the Amended and Restated Indenture a legal, valid and binding agreement of the Company and the other parties hereto and thereto, enforceable in accordance with its terms.

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NOW, THEREFORE, THIS FOURTH SUPPLEMENTAL INDENTURE WITNESSETH:

I. AMENDMENTS TO THE INDENTURE

1.1 Release of Guarantee. Notwithstanding the provisions of Section 11.1(e) of the Indenture, the Guarantees given by each of the Argentine Entities as defined above (being Esferomatic S.A., Jefferson Sudamericana S.A., Industria y Tecnología en Aceros S.A. (also known as Itasa Industria y Tecnología en Aceros S.A.) and Válvulas Worcester de Argentina S.A.) are hereby released, and the parties to this Fourth Supplemental Indenture and Amended and Restated Indenture hereby acknowledge that each of the Argentine Entities is no longer a Guarantor of the Bonds. As a result, Lupatech may dispose of the Argentine Entities or the assets thereof; any such disposition shall not be subject to the provisions of Article V of the Indenture, and the proceeds of such disposition shall not be deemed to be Excess Proceeds as referred to in such section.

1.2 Name References. For the avoidance of doubt, all references in the Original Indenture, the First Supplemental Indenture, the Second Supplemental Indenture and the Third Supplemental Indenture to “Itasa Industria y Tecnología en Aceros S.A.” shall be read as Industria y Tecnología en Aceros S.A., and the parties to this Fourth Supplemental Indenture hereby acknowledge that such entity is no longer a Guarantor of the Bonds, as set forth in Section 1.1 above.

1.3 Administrative Corrections. Any administrative corrections, as necessary, shall be made in order to fully and properly integrate the Original Indenture with the First Supplemental Indenture, the Second Supplemental Indenture, the Third Supplemental Indenture and this Fourth Supplemental Indenture, resulting in the Amended and Restated Indenture.

II. CONDITION SUBSEQUENT

2.1 Notwithstanding anything in this Fourth Supplemental Indenture to the contrary, if the Condition Subsequent as defined in subsection 2.2 below occurs and the Trustee has received an Officers’ Certificate containing the statements set forth in subsection 2.3 below, then, in each case with respect only to the Controlled Argentine Entities (as defined in subsection 2.2 below):

(a) this Fourth Supplemental Indenture, the Amended and Restated Indenture and the release of Guarantees of the Controlled Argentine Entities shall be deemed void ab initio and shall be of no force or effect as if never entered into or granted, and

(b) the Guarantees of the Controlled Argentine Entities shall continue to be binding and effective or shall be deemed reinstated.

For avoidance of doubt, notwithstanding the Condition Subsequent, the release of the Guarantees of the Argentine Entities that are not Controlled Argentine Entities shall continue in effect.

2.2 For purposes of this Section II:

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(a) the expression “Condition Subsequent” shall mean that neither Lupatech nor the Company shall have presented to the Trustee by August 18, 2014 copies or other evidence of (i) the confirmation (homologação judicial) of the Plan (as defined below) by a Brazilian court pursuant to Articles 161 and successive articles of Brazilian law No. 11.101/2005 and (ii) an order for recognition and enforcement of the Plan granted by a U.S. bankruptcy court under Chapter 15 of the United States Bankruptcy Code;

(b) the expression “Controlled Argentine Entities” shall mean such of the Argentine Entities as shall be controlled by Lupatech at August 18, 2014; and the term “controlled” shall have the meaning given to it within the definition of the term “Affiliate” in the Indenture; and

(c) the expression “Plan” shall mean the Joint Pre-Packaged Reorganization Plan (Plano de Recuperação Extrajudicial Conjunto) of Lupatech, Lupatech – Equipamentos e Serviços para Petróleo Ltda., Mipel Indústria e Comércio de Válvulas Ltda., Jefferson Solenoidbras Ltda. and the Company, in substantially the form dated November 26, 2013.

2.3 Officers’ Certificate. Should the Condition Subsequent occur, as a condition to the effectiveness of subsection 2.1 above, the Company shall provide the Trustee with an Officers’ Certificate:

(a) certifying that the Condition Subsequent has occurred;

(b) certifying that the Guarantees of the Controlled Argentine Entities shall continue as binding obligations or be deemed to be reinstated; and

(c) identifying the Controlled Argentine Entities and the Argentine Entities that are not Controlled Argentine Entities.

III. MISCELLANEOUS

3.1 Effective Date; Operative Date. This Fourth Supplemental Indenture shall become effective and operative upon its execution and delivery by the parties hereto, subject to the provisions of Article II above.

3.2 Terms Defined in the Indenture. All capitalized terms used in this Fourth Supplemental Indenture and not defined herein shall have the meanings attributed thereto in the Indenture.

3.3 Governing Law. This Fourth Supplemental Indenture shall be governed by the laws of the State of New York.

3.4 Counterparts. This Fourth Supplemental Indenture may be signed in various counterparts which together will constitute one and the same instrument.

3.5 Integration. This Fourth Supplemental Indenture is an amendment supplemental to the Indenture, and the Indenture and this Fourth Supplemental Indenture will henceforth be read together, as restated in the Amended and Restated Indenture.

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3.6 Confirmation and Preservation of Indenture. The Indenture as supplemented by this Fourth Supplemental Indenture and restated in the Amended and Restated Indenture is in all respects confirmed and preserved.

3.7 Severability. In case any provision in this Fourth Supplemental Indenture or in the Bonds shall be invalid, illegal or unenforceable, the validity, legality and enforceability of the remaining provisions shall not in any way be affected or impaired thereby. To the extent permitted by applicable law, the parties hereby waive any provision of law which renders any term or provision hereof invalid or unenforceable in any respect.

3.8 Certain Duties and Responsibilities of the Trustee; Trustee Not Responsible for Recitals. The Trustee shall not be responsible for and makes no representation as to the validity or adequacy of this Fourth Supplemental Indenture. The recitals contained herein shall be taken as the statements of the Company and the Guarantors and the Trustee assumes no responsibility, and shall have no liability for their correctness.