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**STATE OF LOUISIANA **

**PARISH OF LAFAYETTE**

**                                                    LEASE AGREEMENT**

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This Lease Agreement("Agreement") made and entered into this 10th day ofNovember, 2005, by and between:

WILLIAM J. DORE', aresident of Calcasieu Parish, Louisiana, whose mailing address is 207 Oliver Street, Lake Charles, LA  70607, dealing herein with his separate and paraphernalproperty,

(Hereinafter referred toas "Lessor")

                                                                            and

GLOBAL INDUSTRIES, LTD.,a Louisiana Corporation domiciled in the Parish of Calcasieu represented hereinby its duly authorized undersigned President, 

(Hereinafter referred toas "Lessee" or "Global Industries, Ltd.", as the context may require).

                                                                   **WITNESSETH**

For, and inconsideration of the covenants hereinafter contained, and of the performanceand observance by Lessee of the covenants, terms and conditions hereincontained, Lessor hereby leases and lets unto Lessee those certain premises,and together with all improvements thereon, more fully described in Exhibit "A"annexed hereto and made part hereof and paraphed for identification herewith,hereinafter referred to as the "Premises or Leased Premises", upon thefollowing terms and conditions:

**1.**

Lessee shall pay Lessormonthly rent in the amount of $4,600.00, payable in advance on the 1stday of each month commencing on the 1st day of October, 2005 and dueon the 1st day of each month thereafter for the term of this leaseand in the amount hereinafter set forth for any extensions or additional termsas set forth therein.

**2.**

This lease and accrualof rent hereunder shall commence on October 1, 2005 and terminate on March 31,2006 a term of six (6) months from the commencement date hereof, with extensionof six (6) months upon agreement of the parties, said period, together with theterm of any extension of this lease as provided herein, hereinafter referred toas "Lease Term".

**3.**

This Lease may becancelled by either Lessee or Lessor without cause with thirty (30) days priorwritten notice to the other party.  If mutually agreed upon by the Lessee andLessor, this lease may be renewed upon conclusion of its term.

**4.**

Upon termination of thislease for any reason whatsoever, Lessee shall be obligated to restore or causeto be restored the leased premises to its present condition.

**5.**

The leased premises maybe used only for office, shop and warehouse facilities for oilfield sales andservice.  Lessee shall have the right of use of the entire property, with theexception of any locations or areas already in use or allocated for use forother purposes.

**6.**

If the whole of theleased premises shall be taken or condemned by any competent authority, for anypublic use or purpose during the term of this lease, all obligations of theparties shall cease upon the date of the taking and any unearned rent paid byLessee shall be refunded.  Lessee reserves unto itself all damages awardedwhich are based upon its leasehold interest or interruption of business.

**7.**

This agreement may notbe assigned in whole or in part by Lessee and Lessee may not sublease any partof the leased premises without the prior written consent of Lessor.  In theevent such assignment is approved by Lessor, Lessee shall remain bound, insolido, together with any assignee(s) or sublessee(s) for the payment of allrent required to be paid hereunder and for the full performance of all terms,covenants and conditions herein undertaken by Lessee.

**8.**

Lessee shall not do anyact, or make any contract which may create or be the foundation for any lien orother encumbrance upon any interest of Lessor in any portion of the leasedpremises.  If because of any act or omission (or alleged act or omission) ofLessee, any mechanic's lien or other lien, charge or other for the payment ofmoney or other encumbrance shall be filed against Lessor and/or any ground orunderlying Lessor and/or any portion of the leased premises (whether or notsuch lien, charge, order or encumbrance is valid or enforceable as such),Lessee shall at its own cost and expense cause same to be discharged of recordor bonded within ten (10) days after notice of Lessee of the filing thereof;and Lessee shall indemnify and save harmless Lessor against and from all costs,liabilities, suits, penalties, claims and demands, including reasonableattorney's fees resulting therefrom.  If Lessee fails to comply with theforegoing provisions, Lessor shall have the option of discharging or bondingany such lien, charge, order or encumbrance, and Lessee agrees to reimburseLessor for all costs, expenses and other sums of money in connection therewith(as additional Rental) with interest thereon promptly upon demand.  Allmaterialmen, contractors, artisans, mechanics, laborers and any other personsnow or hereafter contracted with Lessee for the furnishing of any labor,services, materials, supplies or equipment with respect to any portion of theleased premises at any time from this date hereof until the end of the LeaseTerm, are hereby charged with notice that they must look exclusively to Lesseeto obtain payment for same.

**9.**

A.         Lessee maynot make alterations, additions and/or improvements to the leased premiseswithout the express written consent of the Lessor.  Not addition, alteration orimprovements shall depreciate, diminish or decrease the value of the leasedpremises.

B.         Lessee shallhave no authority to create or place any lien or encumbrance of any kindwhatsoever upon or in any manner to bind the interest of the Lessor in theleased premises or the improvements thereon.

C.         Lessor doesnot warrant the suitability of the leased premises for any purpose whatsoeverand Lessee acknowledges that same are accepted "as is".

**10.**

A.         Lessee agreesto assume full responsibility at all times for the condition of the premises,for all improvements, machinery or equipment thereon and full responsibilitytowards itself, its guests, employees, agents, licensees and all other personsentering upon the leased premises for any purpose whatsoever.  Lessee furtherspecifically agrees to defend, indemnify and hold Lessor harmless from andagainst any and all claims, demands and expenses including cost of defense, foror in connection with any loss, injury, accident or damage whatsoever, howeveroccasioned, to any person or to property occurring in, on or about or adjacentto the premises or any part thereof or arising directly or indirectly out ofLessee's occupancy or Lessee's business conducted on the premises and eventhough occasioned, brought about or caused by the sole negligence of Lessor.

B.         Lessee shallbe solely responsible at all times for damage to or destruction or loss of anyproperty of Lessee or of any person occurring in, on or about or adjacent tothe premises or any part thereof, however occasioned.

C.         Lessee shallimmediately report to Lessor all accidents or occurrences resulting in injuriesto Lessee's employees or third parties or damage to property of third parties.

**11.**

A.         Lessee herebycovenants and agrees at all times during the term hereof to obtain and maintainand keep in force for the mutual benefit of Lessor and Lessee, commercialgeneral liability insurance against any and all claims for personal injury,death or property damage occurring in, on or about the leased premises orsidewalks adjacent to the leased premises in the amount of one ($1,000,000)million dollars per occurrence with excess liability coverage up to ten($10,000,000) million per occurence.  Lessee further covenants and agrees atall times during the term hereof, to maintain for the mutual benefit of Lessorand Lessee or anyone claiming by, through or under them, fire and extendedcoverage insurance on all improvements leased hereunder in an amount not lessthan replacement cost of all improvements.

B.         Lesseefurther covenants and agrees that the insurance required to be carriedhereunder shall be placed with insurance companies as shall be selected byLessee, acceptable to Lessor and which shall be licensed to do business in theState of Louisiana.  The parties further covenant and agree that the Lessor andLessee or anyone claiming by, through or under them, shall be named asadditional insureds as their respective interests may appear in the abovepolicies and that Lessee shall deliver to the Lessor certificates of saidinsurance and of renewals thereof from time to time during the term of thislease.  The minimum limits of the commercial general liability policy ofinsurance shall in no way limit or diminish Lessee's liability hereunder.

C.         Prior tocommencement of lease, Lessee shall furnish certificate(s) of insuranceevidencing the minimum required limits and coverages.  All of the abovedescribed insurance policies shall contain the provisions that the insurancecompanies shall have no right of recovery or subrogation against Lessor, hisco-owners and joint-venturers, and their agents, employees and invitees forinjury, death, losses, sickness or damages covered by such policies.  Lessorshall be named as an additional insured on the Commercial General LiabilityInsurance Policy.  All of the above described insurance policies shall containthe unequivocal agreement on the part of the insurer to notify Lessor of thecancellation of, or any material change in insurance coverage at least thirty(30) days before the effective date of such cancellation or change.

D.         The minimumlimits of the Commercial General Liability Insurance Policy shall be subject toincrease at any time if Lessor, in the exercise of its reasonable judgment,shall deem necessary for its adequate protection.  Within thirty (30) daysafter demand therefore by Lessor, Lessee shall furnish Lessor with evidencethat such demand has been met with and complied.

E.         Lessor shallnot be liable to Lessee, or Lessee's guests, employees, agents, licensees orcontractors, or to any other person for any damage to person or property causedby any act, omission or neglect of Lessee or any other person.  Lessee agreesto indemnify and hold Lessor harmless from all claims, demands or suits,whether the loss, injury or damage occurs on or off the leased premises andeven though such loss, injury or damage be brought about or caused by Lessor'ssole negligence.  Lessee shall indemnify, protect and hold the Lessor harmlessfrom any loss, cost or expense of any sort or nature, and from any liability toany person, natural or artificial, on account of any damage to person orproperty arising out of any failure to comply with and perform all of therequirements or provisions set forth in this Clause 11.

**12.**

If Lessee shall fail tocomply fully with any of its obligations under this lease (including, withoutlimitation, its obligations to make repairs, maintain various policies ofinsurance, comply with all laws, ordinances and regulations and pay all billsfor utilities), then Lessor shall have the right, at its option, to cure suchbreach at Lessee's expense.  Lessee agrees to reimburse Lessor (as additionalRental) for all costs and expenses incurred as a result thereof together withinterest thereupon promptly upon demand.

**13.**

This lease, its termsand provisions, are binding upon all parties, be it Lessee or Lessor, theirpermitted assigns and heirs.

**14.**

No oral statement orprior written matter shall have any force or effect all of which shall mergeherein and be superseded hereby.  No waiver of any provisions of this agreementshall be effective unless in writing and signed by the waiving party.  Lesseeagrees that it is not relying upon any representations or agreements other thanthose contained in this lease.  This lease represents the entire agreementbetween the parties.  This agreement shall not be modified except by writteninstrument subscribed by all parties.

**15.**

Lessor and Lessee herebycertify that all parties required and necessary to execute a valid lease havejoined in the execution of this lease.

**16.**

One or more waivers ofany covenant or condition by Lessor shall not be construed as a waiver ofsubsequent breach of same or any other covenant or condition, and the consentor approval by Lessor to or of any act by Lessee requiring Lessor's consent orapproval shall not be construed to waive or render unnecessary Lessor's consentor approval to or of any subsequent similar act by Lessee.

**17.**

If any term or provisionof this lease or the application thereof to any person or circumstances shallto any extent, be invalid or unenforceable, the remainder of this lease, or theapplication or such term or provision to persons whose circumstances other thanthose as to which it is held invalid or unenforceable, shall not be affectedthereby.

**18.**

Lessee shall use theleased premises for lawful purposes only and shall not permit or create anuisance thereon.

Lessee shall, after thelast day of the term or upon earlier termination, surrender and yield up toLessor the building and other improvements on such premises in good order,condition and state of repair, ordinary wear and tear excepted.

In the event Lesseecontinues to occupy the premises after the last day of the term hereby createdand the Lessor elects to accept rent thereafter, a tenancy from month to monthonly shall be created and not for any longer period.

**19.**

Either party shall havethe right to enforce specific performance under the terms and conditions ofthis agreement.

**20.**

Any and all noticesreferred to herein shall be sufficient, if furnished in writing, sent byregistered mail to all parties at their addresses set forth above.

**21.**

A.         It is agreedand understood by and between the parties hereto that all repairs andmaintenance (including replacements) to the interior and exterior of thebuilding (excluding the structural portions thereof) herein leased, includingparking area, electrical, plumbing, interior decorating, painting, floors,light fixtures, heating, ventilating and air conditioning system, and things ofthat nature shall be at the expense of Lessee and shall not be charged againstLessor; and that Lessor's only responsibility shall be the roof and structuralportions of said walls of the original improvements.  It is further agreed andunderstood that Lessee shall maintain the plate glass windows in the buildingand to promptly repair any damage to said windows.

B.         This is a"net lease" and the Lessor shall not be required to provide any service or doany act in connection with the leased premises except as specifically providedherein, and the rent reserved hereunder shall be paid to the Lessor without anyclaim on the part of the Lessee for diminution or abatement and the fact thatLessee's use and occupancy of the leased premises shall be disturbed orprevented from any cause whatsoever, except by acts of the Lessor, shall not inany way suspend, abate or reduce the rental to be paid hereunder, except asotherwise specifically provided in this lease.  Lessee shall bear the monthlycharges for all utilities, including water, gas and electricity, delivered tothe leased premises, and for the removal and disposal of garbage, trash, debrisand sewage.

**22.**

This is a "net lease"and Lessee agrees to reimburse Lessor on presentation of paid receipts for allassessments and property taxes imposed at any time during the term of this leaseupon or against the premises, including land and the building and improvementsto be located thereon for Lessee's use.  Taxes paid by Lessor shall bereimbursed as "additional rent", pro rata for the period of the lease, on therent day following the posting of Lessor's notice of the amount in payment oftaxes and/or assessments.

**23.**

In the event ofdestruction of or damage of any kind to the improvements on the premises byreason of fire, the elements, or other casualty, this lease shall not terminateexcept as hereinafter provided; nor shall the Lessee be relieved from anypayment of rent, or from performance of any of its obligations hereunder.

A.         If damage ordestruction to the improvements shall occur at a time when this lease or anyextension thereof shall have two (2) or more years to run, Lessee shall, withina reasonable time, commence construction and/or repair and shall use allreasonable diligence to restore said premises to a usable condition.  Lesseeshall be entitled to receive all insurance proceeds, if any, required forrepair or reconstruction of the improvements.

B.         In the caseof any damage or destruction occurring in the last two (2) years of the primaryterms of this lease or any extensions thereof to the extent of fifty (50%) percentor more of the insurable value of the improvements, Lessee may, at Lessee'soption, elect to terminate this lease or to restore the premises to a usablecondition under the following terms and conditions:

i.          In the eventthat Lessee elects to terminate this lease in lieu of repairing or replacingthe building as provided in part B)ii of this Clause, Lessee shall give noticein writing to Lessor within seven (7) days after the occurrence of such damageor destruction and Lessee shall forthwith surrender all insurance proceeds toLessor.

ii.          In theevent that Lessee elects to repair or replace the building and to continue inoccupancy, Lessee shall give notice in writing to Lessor within seven (7) daysafter the occurrence of such damage or destruction of Lessee's election tocontinue in occupancy.  Lessee shall not be relieved from payment of rent orfrom performance of any of its obligations hereunder.  Lessee shall have accessto the insurance proceeds, in any, available for the repair or replacement ofthe building.

                                                                            **24.**

This Agreement shall begoverned by and construed in accordance with the laws of the State of Louisiana.

**IN WITNESS WHEREOF**, the parties heretohave caused this Agreement to be executed as of the date first written above.

WITNESSES:                                        LESSOR:

______________________                  /s/ WILLIAM J. DORE'                                                                         WILLIAM J. DORE'

______________________                                                                 

 

                                                               LESSEE:WITNESSESS:                                      GLOBALINDUSTRIES, LTD.

______________________                  BY:/s/ PETER ATKINSON   PETER ATKINSON  PRESIDENT 

                   

 

 

 

STATE OF LOUISIANA

PARISH OF LAFAYETTE

                                                             **ACKNOWLEDGMENT**

BE IT KNOWN, that onthis       day of              , 2005, before me, the undersignedauthority and in the presence of the undersigned witnesses personally came andappeared

                                                               WILLIAMJ. DORE'

who, after being duly sworn did depose andacknowledge that he is the identical person who executed the foregoinginstrument as his own free act and deed for the uses and purposes expressed therein.

WITNESSES:                                        

_______________________             /s/ WILLIAM J. DORE'                                                                      WILLIAM J. DORE'

______________________                      

 

NOTARY PUBLIC

 

 

STATE OF LOUISIANA

PARISH OF CALCASIEU

                                                  **CORPORATEACKNOWLEDGMENT**

BE IT KNOWN, that onthis        day of                 , 2005, before me, theundersigned authority, and in the presence of the undersigned witnesses,personally came and appeared

                                                              PETERS. ATKINSON

who, after being duly sworn did declare and acknowledgethat he is the President of GLOBAL INDUSTRIES, LTD., and that he executed theforegoing instrument on behalf of and as the free act and deed of saidCorporation by authority of its Board of Directors for the uses and purposesherein expressed.

WITNESSES:                                        

______________________               /s/ PETER ATKINSON                                                                     PETER ATKINSON______________________                

 

NOTARY PUBLIC

 

Leased Premises Coveredby that Lease Extension and Amendment Agreement between William J. Doré andGlobal Industries, Ltd. Dated January 1, 1996

            The Leased Premises consist of anoffice building (approximately 9,496 square feet) and a metal warehouse(approximately 7,645 square feet) located on U.S. Highway 167 south of the cityof Lafayette, on real property, the legal description of which is as follows:

            That certain parcel of ground,together with all improvements thereon, both movable and immovable, containing29.357 acres situated in the Eighth Ward of Lafayette Parish, Louisiana inSection 35, T10S, R4E, and Section 37, T10S, R3E, and being designated as Tract2-A on a plat of survey by Fred L. Colomb, C.E., dated December 23, 1956, acopy of which is attached to Act Number 348404 of the records of the office ofthe Clerk of Court, Lafayette Parish, Louisiana; according to said plat saidtract has a frontage of 441.8 feet on U.S. Highway No. 167 leading fromLafayette to Abbeville and such other dimensions as are shown on said plat ofsurvey, and being bounded north by property of Luice Malveaux, or assigns,easterly by said highway, southerly by Tract 3-A and westerly by the centerline of Coulee lle des Cannes.  Being the same property acquired by Vendorherein under Acts Numbers 484822 and 487841 of the records of the office of theClerk of Court, Lafayette Parish, Louisiana.

            That certain parcel of ground,together with all improvements located thereon, situated in Section 37,Township 10 South, Range 3 East and Section 85, Township 10 South, Range 4East, Lafayette Parish, Louisiana being known and designated as Tract No. 1,containing 4.0 acres, more or less, as shown on that certain plat of surveyprepared by Roland W. Laurent & Associates, Inc., dated July 25, 1973, acopy of which is attached to and made a part of Act No. 613433 of the LafayetteParish Recorder's Office, said parcel of ground having such dimensions,measurements and boundaries as are shown on said plat of survey; and being thesame property acquired by Vendor herein by Act No. 79-025011 of the office ofthe Clerk of Court in and for the Parish of Lafayette, Louisiana.

            That certain parcel of ground,together with all improvements located thereon, situated in Section 37,Township 10 South, Range 3 East and Section 85, Township 10 South, Range 4East, Lafayette Parish, Louisiana being known and designated as Tract No. 1-A,containing 4.0 acres, more or less, as shown on that certain plat of surveyprepared by Roland W. Laurent & Associates, Inc., dated July 25, 1973, acopy of which is attached to and made a part of Act No. 79-17716 of theLafayette Parish Recorder's Office, and paraphed "Ne Varietur" foridentification therewith, said parcel of ground having such dimensions,measurements and boundaries as are shown on said plat of survey; and being thesame property acquired by Vendor herein by Act No. 79-025011 of the office ofthe Clerk of Court in and for the Parish of Lafayette, Louisiana         

            That certain parcel of ground,situated in Section 37, Township 10 South, Range 3 East and Section 85,Township 10 South, Range 4 East, Lafayette Parish, Louisiana, containing 4.0acres and having a frontage of 486.0 feet facing a private road, and havingsuch other dimensions, measurements and boundaries and being known anddesignated as Tract No. Two (2) on that certain plat of survey by Roland W.Laurent & Associates, Inc., dated July 25, 1973, attached to Act No.613433, records of the Parish of Lafayette, Louisiana.

            That certain parcel of ground,together with any improvements situated in Section 37, Township 10 South, Range3 East and Section 85, Township 10 South, Range 4 East, Lafayette Parish,Louisiana being known and designated as Tract No. 2-A on that certain plat ofsurvey by Roland W. Laurent & Associates, Inc., dated July 25, 1973, a copyof which is attached to Act No. 79-17716 conveyance records of the LafayetteParish Louisiana. Said parcel having such dimensions, measurements andboundaries as more fully appear by reference as the above referred to plat ofsurvey.

            That certain tract or parcel ofground, situated in Section 37, Township 10 South, Range 3 East and Section 85,Township 10 South, Range 4 East, Lafayette Parish, Louisiana containing 4.0acres, and having a frontage of 488.2 feet facing a 50 foot private road, andsuch dimensions, measurements and boundaries and being known and designated asTract No. Three (3) on that certain plat of survey by Roland W. Laurent &Associates, Inc., dated July 25, 1973, attached to Act No. 613433, records ofthe Parish of Lafayette, Louisiana.

            That certain parcel of ground,together with any improvements, situated in Section 37, Township 10 South,Range 3 East and Section 85, Township 10 South, Range 4 East, Lafayette Parish,Louisiana, being known and designated as Tract No. 3-A on that certain plat ofsurvey by Roland W. Laurent & Associates, Inc., dated July 25, 1973, containing 4.0 acres, and having a frontage of 488.2 feet facing a 50 footprivate road, and such dimensions, measurements and boundaries and attached toAct No. 613433, records of the Parish of Lafayette, Louisiana.

            That certain parcel of ground,together with any improvements, situated in Section 37, Township 10 South,Range 3 East and Section 85, Township 10 South, Range 4 East, Lafayette Parish,Louisiana, and having such dimensions, measurements and boundaries and beingknown and designated as Tract No. Four (4) on that certain plat of survey byRoland W. Laurent & Associates, Inc., dated July 25, 1973,  attached to ActNo. 613433, of the Parish of Lafayette, Louisiana.

            That certain parcel of ground,together with any improvements situated in Section 37, Township 10 South, Range3 East and Section 85, Township 10 South, Range 4 East, Lafayette Parish,Louisiana, being known and designated as Tract No. 4-A, on that certain plat ofsurvey by Roland W. Laurent & Associates, Inc., dated July 25, 1973, a copyof which is attached to Act No. 79-17716 conveyance records of LafayetteParish, Louisiana.  Said property having such dimensions, measurements andboundaries as more fully appear by reference as the above referred to plat ofsurvey.

            That certain tract or parcel ofland, situated in Section 37, Township 10 South, Range 3 East and Section 85,Township 10 South, Range 4 East, in the Parish of Lafayette, Louisiana,containing 5.07 acres at the end of a private road, and having such dimensions,measurements and boundaries and being known and designated as Tract No. Five(5) on that certain plat of survey by Roland W. Laurent, dated July 25, 1973,attached to Act No. 613433, records of the Parish of Lafayette, Louisiana.

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