Office Space and Office Services Agreement



 Exhibit 10.37 
 OFFICE SPACE AND OFFICE SERVICES AGREEMENT 
 This Office Space and Office Services Agreement (this
“Agreement”) is entered into and effective as of January 1, 2008 (the “Effective Date”) by and between NEWMONT USA LIMITED, a Delaware corporation with offices at 1700 Lincoln Street, Denver, Colorado 80203
(“Newmont”), and Wayne W. Murdy (“Mr. Murdy”). 
 In consideration of the mutual promises and conditions contained in
this Agreement, and other good and valuable consideration (including services as Chairman of the Board of Newmont Mining Corporation through December 31, 2007), the receipt and sufficiency of which are hereby acknowledged, the parties agree as
follows: 
  

	1.	TERM 

 This Agreement shall be effective from the Effective Date to
December 31, 2012 (the “Term”). This Agreement shall automatically renew thereafter for one-year terms, unless either party provides notice to the other of its intention not to renew at least 30 days prior to the expiration of the
initial or then-effective renewal term. 
  

	2.	STATEMENT OF SPACE AND SERVICES 

 During the Term, Newmont shall
provide Mr. Murdy office space and access to administrative assistant services, as designated in the sole discretion of Newmont. 
  

	3.	TAXES 

 Mr. Murdy shall not be deemed for any purpose to be an
employee of Newmont. Mr. Murdy shall not be eligible for any retirement plan, insurance program, or any other employee or social benefits provided to employees of Newmont as a result of this Agreement. AS A RESULT OF THIS AGREEMENT, MR. MURDY
IS NOT ENTITLED TO ANY BENEFITS ON ACCOUNT OF OCCUPATIONAL ACCIDENTS NOR TO ANY OTHER WORKERS” COMPENSATION, LABOR RIGHTS BENEFITS, OR SIMILAR BENEFITS PROVIDED BY NEWMONT TO ITS EMPLOYEES. It is not the intent of the parties to create, nor
shall this Agreement be construed as creating, a partnership, joint venture, employment relationship, agency relationship, or association, or to render the parties liable as partners, co-venturers, or principals. MR. MURDY SHALL BE RESPONSIBLE FOR
ALL TAXES LEVIED UPON THE VALUE OF THE OFFICE SPACE AND SERVICES DESCRIBED HEREIN. 








	4.	NO ASSIGNMENT 

 This Agreement is only for the benefit of
Mr. Murdy and therefore Mr. Murdy may not assign or subcontract this Agreement to any third party. 
  

	5.	TERMINATION 

 In the event of Mr. Murdy’s death, this
Agreement shall automatically terminate. 
  

	6.	ENTIRE AGREEMENT; SEVERABILITY 

 This Agreement constitutes the
complete and entire agreement and understanding between the parties with respect to the subject matter hereof and supersedes, merges, and voids all negotiations, prior discussions, and prior agreements and understandings, whether written or oral,
relating to the subject matter hereof. This Agreement may not be altered or amended except by a written document executed by each party. Should any clause or provision of this Agreement be held or deemed unenforceable or illegal by any court or
other final authority, the remaining clauses and provisions of this Agreement shall survive and be fully enforceable as if the unenforceable or illegal provision was never included herein. 
  

	7.	GOVERNING LAW 

 This Agreement shall be governed by and interpreted
in accordance with the laws of the State of Colorado. 
  
  

									
	Newmont USA Limited	 		 	Wayne W. Murdy
				
	By:	 	    /s/ Sharon E. Thomas	 		 	            /s/ Wayne W.
Murdy                                        

	Title:	 	    Vice President and Secretary	 		 		 	
	Date:	 	    July 25, 2007	 		 	Date:	 	    July 30, 2007

  

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