Ultramarine, Inc. MINIMAL MOSES LICENSE AGREEMENT GENERAL: This license is entered into by and between Ultramarine, Inc.

3100 South Gessner, Suite 325 Houston, Texas 77063 which will herein be referred to as "Ultramarine", and LICENSEE. Ultramarine he reby grants to LICENSEE a non-exclusive license to use the the minimal capabilit ies of the MOSES software package. The license term shall begin upon installatio n of the Software and shall remain in effect for a period of 99 years. Ultramarine may terminate this license if LICENSEE fails to comply with the ter ms and conditions of the license and does not remedy any breach within sixty day s from the date of notice of breach by Ultramarine to LICENSEE. Ultramarine may then seek its actual damages and any other remedies available at law or in equit y. Unless otherwise instructed by Ultramarine, upon termination of the license, at LICENSEE's expense, LICENSEE shall return the Software, including all related m aterials and copies thereof to Ultramarine, together with a certificate of compl iance with this provision signed by LICENSEE's authorized representative. PERMITTED USE: LICENSEE is licensed to use the minimal capabilities of the MOSES program on an y computer. This use is to be solely for LICENSEE's internal business purposes. LICENSEE shall not distribute or publish the Software and/or related materials without the prior written permission of Ultramarine. All copies of the software and/or the related materials shall include any copyright notice or restrictive l egend included in the original. All copies of the Software shall be and remain t he property of Ultramarine or third parties from whom Ultramarine has obtained a right to market (hereafter called "Software Supplier"). LICENSEE shall not perm it access to the Software by anyone other than its employees or contract employe es whose job performance requires such access. "Contract employees" includes onl y individual independent contractors. LICENSEE shall ensure that any person perm itted access to the Software shall not publish or distribute the Software throug h any means, including any network, time-sharing service or computer service bur eau. To protect Ultramarine's rights hereunder, LICENSEE agrees to grant Ultrama rine access to the Software and the right to audit any records related to the us e of the Software. LICENSEE's obligations under this paragraph shall survive the termination of the remainder of this lease for a period of five years. WARRANTY: Ultramarine warrants that it is the owner of, or has the right to license the S oftware, and shall indemnify and hold LICENSEE harmless from all claims, demands , proceedings, costs, including reasonable attorneys fees, damages and expenses of any kind arising out of contention that LICENSEE's use of the Software infrin ges upon a patent, trademark, copyright or trade secret of any other person or e ntity. Ultramarine shall, at its sole option and expense, defend or settle any s uch claim, suit or proceeding brought against LICENSEE in connection with any su ch contention, provided that LICENSEE shall give sole authority in any such matt er to Ultramarine. LICENSEE will provide, at Ultramarine's expense, such assista nce to Ultramarine in connection with such defense as Ultramarine shall reasonab ly request.

If an allegation that the use of the Software infringes a patent, trademark, co pyright or trade secret of any other entity or person is made, Ultramarine shall , within a reasonable time and at its sole option and expense modify or replace the code so that it becomes non-infringing, to the extent that such modification will not materially detract from performance of the Software. In the event that such modification or replacement is not possible, Ultramarine may terminate thi s agreement. EXCEPT AS EXPRESSLY STATED HEREIN, ULTRAMARINE EXPRESSLY DISCLAIMS ANY WARRANTI ES, EXPRESSED, IMPLIED, OR STATUTORY, OF ANY KIND OR NATURE WITH RESPECT TO THE SOFTWARE AND OTHER ITEMS TO BE GIVEN BY THIS AGREEMENT, INCLUDING WITHOUT LIMITA TION ANY WARRANTY OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. In no event shall Ultramarine be liable for any indirect, special, or consequential da mages such as loss of anticipated profits or other economic loss in connection w ith or arising out of the services provided under this agreement. This paragraph shall supersede any other paragraph of this agreement which may be deemed incon sistent with it. MAINTENANCE: Ultramarine provides a a Maintenance, Updates and Support ("MUS") service for t his software. If you wish to have it, please contact Ultramarine for a current p rice. This service includes: * Ultramarine shall attempt to keep the most recently delivered copy of the Software free from errors ("Maintenance"). Ultramarine will attempt to diagnose and correct errors as soon as possible after receipt of a complete written desc ription of suspected errors. "Errors" occur when copies of the Software do not o perate in compliance with the documentation provided by Ultramarine. * "Updates" are alterations to the Software to modify, improve or enhance a previously supplied copy of the Software. Updates include additions made to com ply with changes in industry standards or engineering codes. Updates do not incl ude separate, stand-alone software which may be used by an analyst in conjunctio n with any licensed Software. Ultramarine may, at any time, create an updated co py to replace any licensed copy previously delivered and will provide updates to LICENSEE when they are made publicly available. * "Support" is the procedure for resolving coding or processing problems th at may arise from the use of the Software. Ultramarine will provide technical su pport services from Ultramarine's office, via mail, telephone, or telefax, 8:30 A.M. through 5:30 P.M., Houston, Texas time, Monday through Friday, exclusive of holidays. Support does not include additional services or consultation, which m ay be made available for an additional charge. MISCELLANEOUS PROVISIONS: * This license shall be governed by the laws of the state of Texas. * This license is not assignable or transferable by LICENSEE without the pr ior written consent of Ultramarine. This Agreement shall be binding upon the suc cessors of both parties. * The terms and conditions of this license shall prevail over any printed o r conflicting terms contained in LICENSEE's purchase order or any other document issued by LICENSEE, and they may be modified or waived only by a written agreem ent signed by the authorized representatives of both parties. * Notices shall be deemed given on the date received and shall be sent by T elefax or Certified Mail, Return Receipt Requested, Postage Prepaid, addressed t

o the parties at the addresses specified above. If any notice is refused or uncl aimed, notice shall be deemed received three (3) business days after the date st amped on the return receipt by the Postal Service. * The prevailing party in any legal action based on this license shall be e ntitled to recover reasonable attorney's fees and court costs from the party not prevailing. * The failure of either party to enforce any provision herein at any time s hall not be construed as a waiver of that or any other provision or a forfeiture of any rights to future enforcement or remedies. * If any one or more of the terms or provisions contained herein shall for any reason be held to be invalid, illegal, or unenforceable, that shall not affe ct any other term or provision and this agreement shall be construed as if such invalid, illegal or unenforceable term or provision has never been contained her ein. * With the exception of payment, neither Ultramarine nor LICENSEE shall be liable for any delay or nonperformance due to governmental regulations, hostile actions, weather, acts of God, or any other cause beyond the affected party's re asonable control. If performance is so delayed or prevented for more than ninety (90) days, either party may immediately terminate this license by written notic e.