hereinafter referred to as Seller and Rigzone.com, Inc. hereinafter referred to as Broker. The purpose of this agreement is to set forth in writing the understanding, which has been reached between the Seller and the Broker. . The Seller hereb! appoints Broker to act as non"e#clusi$e sales agent for Seller%s as described on the attached &#hibit ', and hereinafter referred to as e(uipment. Broker will be the e#clusi$e Broker for listed e(uipment onl! with regard to a Bu!er introduced and identified b! Broker. ). Seller warrants that e(uipment is owned b! seller and is free and clear of an! and all liens or encumbrances. *. This agreement shall commence on the date of e#ecution and shall continue for a period of one hundred eight! +,-. da!s and ma! be e#tended b! mutual agreement. /. Seller ma! withdraw the e(uipment listing, without penalt!, upon written notification to Broker. 0. Seller agrees to pa! Broker a commission if the e(uipment is sold during the term of this agreement and if the e(uipment is sold to a bu!er pre$iousl! identified b! Broker in writing. The amount of the commission shall be determined b! using the declining commission schedule found on Schedule B. 1. Seller agrees that all sales commissions will be deemed earned and pa!able at the time of closing. 2. 3or a period of one !ear from the date of termination of this contract Broker will be entitled to a commission in the e$ent Seller enters into a purchase contract with an! bu!er pre$iousl! identified b! Broker, and such contract results in a sale of the &(uipment. ,. Broker shall be an independent contractor, and Seller shall not be liable for an! e#penses, fees, charges or costs of Broker in connection with its performance hereunder, e#cept for out"of"pocket e#penses which ma! be incurred in connection with an! pro4ects which Broker ma! undertake at Seller%s specific re(uest in writing. Broker agrees to indemnif! and hold Seller harmless from an! claims of third parties based upon or arising out of Broker%s performance hereunder. Broker will not be an emplo!ee or agent of Seller or an! of its affiliates and will not be entitled to an! benefits under an! plans or programs of Seller or an! of its affiliates. Broker shall not ha$e the authorit! to bind or commit Seller to an! agreement or obligation whatsoe$er. 5. 6othing contained herein shall obligate Seller to negotiate or close an! sale opportunit! presented b! Broker. This agreement shall be go$erned and construed in accordance with the laws of the State of Te#as. It is also understood and agreed that this agreement shall be binding upon and accrue to the benefit of the successor%s and the assigns of the respecti$e parties hereto, which shall include an! parent corporation or subsidiaries or affiliates of the parties to this agreement, including 4oint $entures or limited partnerships to which either part! is a part. In witness whereof, the parties ha$e e#ecuted this agreement as of this da! of . AGREED AND ACCEPTED: B!7 8ompan!7 6ame7 Title7 B!7 8ompan!7 RI9:;6&.8;<, I68. 6ame7 =a$id >. ?ent Title7 @resident SCHEDULE A NON-EXCLUSIVE LISTING AGREEMENT The e(uipment listed below ma! be deleted or withdrawn b! seller from the Rigzone <arket @lace at an! time upon !our written notice to us. Aou understand and agree, howe$er, that an! withdrawn e(uipment remains sub4ect to section 2 of the listing agreement. &ach of the following items of e(uipment is to be marketed and sold as part of the Rigzone <arket @lace. SCHEDULE B NON-EXCLUSIVE LISTING AGREEMENT The commission due from !ou and pa!able b! !ou to us shall be calculated b! taking !our total Sales @roceeds at the close of a transaction and appl!ing such total toward the appropriate listing status and price range delineated below. Sellers who list items on an e#clusi$e basis will en4o! a )0B discount from the non"e#clusi$e rate. The following table outlines the declining commission schedule for the Rigzone <arket @lace. Transaction Val! Non-E"clsi#! $!! ;$er Bt not o#!r $!! % & o' t(! a)ont o#!r C- C--,--- C- D 2.0--B C- C--,--- C)--,--- C2,0-- D 2.---B C--,--- C)--,--- C*--,--- C/,0-- D 1.0--B C)--,--- C*--,--- C/--,--- C),--- D 1.---B C*--,--- C/--,--- C0--,--- C)2,--- D 0.0--B C/--,--- C0--,--- C1--,--- C*),0-- D 0.---B C0--,--- C1--,--- C2--,--- C*2,0-- D /.0--B C1--,--- C2--,--- C,--,--- C/),--- D /.---B C2--,--- C,--,--- C5--,--- C/1,--- D *.0--B C,--,--- C5--,--- C,---,--- C/5,0-- D *.---B C5--,--- C,---,--- C,0--,--- C0),0-- D ).0--B C,---,--- C,0--,--- EEEEE.. C10,--- D ).---B C,0--,---