Exhibit 10.35


 


 


 


March 11, 2021


 


PERSONAL AND CONFIDENTIAL


 


Joe Mongrain 


 


Dear Joe,


 


At Weatherford, we have an exceptional team of
people working together in more than 70 countries around the world to solve the toughest energy challenges through a unique portfolio
of technologies and safe, efficient processes.


 


We are delighted to extend you the following job offer to join Weatherford
as our Senior Vice President & Chief Human Resources Officer.


 


We look forward to working with you
and believe that you can make a very significant, positive contribution to the success of Weatherford. Our company offers you an opportunity
to put your experience, abilities, dedication, energy and creativity to excellent use. Welcome to the Team!


 


We appreciate your careful consideration of the terms and conditions
included in this offer letter. A summary of your benefits can be found on the following pages.


 


Please review the enclosed information and contact Scott Weatherholt,
our Executive Vice President & General Counsel or me if you have any questions or concerns. I would appreciate your acceptance of
this new opportunity by signing below and returning your signed copy as soon as possible. The offer will remain open for 5 business days,
after which time it will automatically expire.


 


We look forward to welcoming you to Weatherford.


 


Sincerely,


 


 


 


Girish K. Saligram 


President & Chief Executive Officer 


On behalf of Weatherford


 


Weatherford


		 




 


www.weatherford.com


 






     


     


    

 


 


 


PERSONAL INFORMATION


 


	Name	Joe
    Mongrain
	Position
    Title	Senior
    Vice President & Chief Human Resources Officer
	Location	2000
    St. James Place
	 	Houston,
    TX 77056
	 	USA
	POINT
    OF CONTACT	 
	 	 
	President
    & Chief Executive Officer	Girish
    Saligram
	Human
    Resources Matters	Scott
    Weatherholt


 


 


EMPLOYMENT
PACKAGE INFORMATION


 


 


BASE
SALARY 


US
$370,000 ANNUALLY 


Your
base salary will be paid semi-monthly via the Company’s normal payroll cycle.


 


START
DATE 


Your
start date will be March 22, 2021, subject to the successful completion of all pre-employment testing and, if applicable, on the obtaining
of any necessary immigration documentation required to allow you to work.


 


ANNUAL
SHORT-TERM INCENTIVE PLAN 


UP
TO 65% “ON TARGET” PARTICIPATION RATE 


You
are eligible to participate in the Weatherford Annual Short-Term Incentive Plan (the “Plan”) applicable to your role. The
 “on target” participation rate is subject to the rules of the Plan. Depending upon company and personal performance in any
given plan year, your maximum potential payout could be up to 200% of the “on target” award. Any incentive payout from the
Plan will be prorated for your period of employment, calculated from your hire date. If you join on or after 1 October of a calendar
year, you will not be eligible to participate in the Plan for that year. Any payout from the Plan is subject to the company’s and
your own personal performance, and you must be employed with Weatherford at the time of the incentive payment in order to be entitled
to the same.


 


The
Plan is non -contractual. The Plan is operated at the discretion of the company and can be changed or removed at any time. Participation
in the Plan in one year does not guarantee participation or a right to participate in future years.





 






     


     


    

 


 


 


LONG
TERM INCENTIVE (LTI) 


For
2021 and subsequent years, you are eligible for consideration under Weatherford’s Annual Long-Term Incentive (“LTI”)
program or other long-term incentive plans that may be approved by the Board. Your eligibility to receive Awards under the LTI
program or any other long-term incentive plan is subject to approval by the Board of Directors of Weatherford International (or a committee
thereof) and subject always to the terms and conditions of Weatherford International plc 2019 Equity Incentive Plan, as may be amended
from time to time by Weatherford International or any other long term incentive plan that may be adopted by the Board. 


 


You
will be granted awards within 30 days of your commencement date in the following amounts:


 


		·	22,565
Performance Share Units (Target Award) – Awards made under the Performance Share Unit (“PSU”) award agreement will
cliff vest following a 2-year performance period. The “Performance Period” shall mean the two fiscal-year period commencing
on the first day of the fiscal year of the Company in which the Grant Date occurs. The actual number of PSUs that are earned, if any,
pursuant to the terms and conditions of the applicable award agreement may differ from the Target Award number and are subject to increase
or decrease based on the Company’s actual performance against the performance goals set forth below and may range from 0% to 200%
of the target award, rounded to the nearest whole Share:



 


Performance Goals / Metrics


 


  [Redacted]



  


Weighting of Metrics


 


	 	WEIGHT	THRESHOLD	TARGET	MAXIMUM
	EBITDA
    %	50%	50%	100%	200%
	OCF
    CONV %	50%	50%	100%	200%


 


		·	45,130
Restricted Stock Units – Awards made under the Restricted Stock Unit (“RSU”) award agreement will vest in equal tranches
over a two-year period and will vest one half on the 1st anniversary of the grant date, and the remaining one-half vesting
upon the 2nd anniversary of the grant date.



 



     


     


    

 


 


 


		·	33,101
Phantom RSUs – Awards made under the Phantom Unit award agreement will track the company’s stock price and will vest in equal
installments over a two-year period and vest one half on the 1st anniversary of the grant date, and the remaining one half
vesting upon the 2nd anniversary of the grant date. Phantom RSUs may settle (i) in cash, (ii) Company shares or (iii) any
combination of cash and Company shares, each at the Company’s sole discretion, and will be subject to a payout maximum equal to
200% of the grant date fair value of the underlying award. The Board of Directors approved this grant on January 4, 2021 and the closing
price of the company’s stock on January 4, 2021 ($5.71/share) will be used as the basis for any cash settlement and maximum payout
calculations. Further, any cash settlement will use a 30-day volume weighted average price of the Company’s stock price at each
vesting.



 


The
foregoing awards are subject in all respects to the terms and provisions of the applicable award agreements. To the extent of a conflict
between the terms of this offer letter and the award agreements, the terms and provisions of the applicable award agreements shall prevail.


 


The
awards granted in 2021 will be subject to a 2-year vesting or performance period. Any future grants, annual or otherwise, will be at
the discretion of the Board and subject to the terms and conditions of the current or future Long-Term Incentive Program in place. Future
grants may have different vesting periods or be subject to performance or other metrics that vary from the awards that you will be granted
by way of your acceptance of this offer. The award of any incentive is discretionary, and all awards are subject to approval of the company’s
management and to the terms and conditions of the applicable award agreement(s).


 


Any
future grants, annual and otherwise, will be at the discretion of the Board or Company Management and subject to the terms and conditions
of the current or future Long-Term Incentive Program then in place. The award of any incentive is discretionary, and subject to approval
of the Board of Directors (or a committee thereof) or Company Management and to the terms and conditions of the applicable Award Agreement
which shall be consistent with this letter agreement.


 


ANNUAL LEAVE 


25
DAYS PER YEAR 


Your annual leave will accrue on a calendar
year basis and will be pro-rated in the first year of employment in line with your employment start date. The Company will also provide
you with an additional ten (10) Company designated holidays.


 


BENEFITS PROGRAM 


We are pleased to offer you participation
in Weatherford’s benefits program on your first day of employment. Please see enclosed Weatherford Benefits Summary.


 


You will receive a Welcome Letter from
our Benefits Department within 2 to 3 weeks of your start date, providing you with your access ID and instructions to complete your enrollment
online. You will have 31 days from date of hire to enroll otherwise your plan will default to the basic single coverage.


 


By accepting this offer of employment, you certify that:


 


		·	You will abide by the terms of any enforceable non-competition
agreement you have with your current employer and confirm the fact that you will not bring with you to Weatherford, nor at any time attempt
to use, any confidential, non-public information of your current or past employers in the performance of your work for Weatherford.



 






     


     


    

 


 


 


This letter does not represent an offer of employment
for any specified term. Your employment will be at will, which means that either you or Weatherford may terminate your employment at
any time for any reason or no reason whatsoever.


 


Please confirm your acceptance of this offer
by electronically signing this offer letter below. Upon your acceptance of this offer, you will be contacted to schedule a convenient
time and location for the company medical / drug and alcohol test.


 


We are excited to have you join us and look forward
to working together to make Weatherford a leader in the oilfield service marketplace.


 


	Printed Name	  Joseph Mongrain
	 	 
	Signature	 /s/ Joseph Mongrain
	 	 
	 	 
	Date