Exhibit
10.17


 


Agency Appointment
Contract


 


The
Principal: (hereinafter referred to as Party A) Tianjin New Highland
Science & Technology Development Co.,Ltd.


 


The
Agency : (hereinafter referred to as Party B) Dongying Luda Petrochemical
Equipment Co.,Ltd.


 


Place of Signature: Tianjin
City


 


Date of Signature:
June 2, 2008


 


Party A and Party B as
mentioned above sometimes hereinafter referred to collectively as “Parties” or
individually as a “Party”


 


Definition:


 


“Contract” refers to the
Agency Appointment Contract signed on June 2, 2008;


 


“Units” are to one
(a) set of Jet-DrillTM Semi Enclosed Skid Shallow (two
thousand meters) Well Unit and one (a) set of Jet-DrillTM Semi Enclosed Skid Deep (three thousand
meters) Well Unit.


 


According
to the “Contract Law of the People’s Republic of China” as well as other
relevant laws and regulations, on the basis of


 

















 


equality
and volition, the Parties agree to reach the following agreement on the drill
purchase.


 


Article 1
Scope of Appointment


 


Party
B agrees to buy one (a) set of Jet-DrillTM Semi Enclosed
Skid Shallow (two thousand meters) Well Unit and one (a) set of Jet-DrillTM Semi Enclosed Skid Deep (three thousand
meters) Well Unit on behalf of Party A.


 


Article 2
Requirements Related to Well Units and Its Ancillary Equipment


 


The
basic requirements of Party A’s purchase of one (a) set of Jet-DrillTM Semi Enclosed Skid Shallow (two thousand
meters) Well Unit and one (a) set of Jet-DrillTM Semi Enclosed
Skid Deep (three thousand meters) Well Unit are:


 


A.           Unit Model : one
(a) set of Jet-DrillTM Semi Enclosed Skid Shallow (two
thousand meters) Well Unit; one (a) set of Jet-DrillTM Semi Enclosed Skid Deep (three thousand
meters) Well Unit.


 


B.             Purchasing Quantity: one set
of each


 

















 


CONFIDENTIAL
TREATMENT REQUESTED


 


Article 3
Price Terms


 


A.
One (a) set of Jet-DrillTM Semi Enclosed Skid Shallow (two
thousand meters) Well Unit: [xxxx];


 


B.
One (a) set of Jet-DrillTM Semi Enclosed Skid Deep (three
thousand meters) Well Unit: [xxxx];


 


C.
Total Price: [xxxx]


 


Date
of Delivery: before December 31, 2008


 


Place
of Delivery: Tianjin City


 


Cost
of Delivery: All cost related to delivery shall be borne by Party B


 


Article 4  Term of Entrustment:


 


From
June 1, 2008 to January 31, 2009


 


After
the expiration of the aforementioned term, the Parties should sign a separate
contract or extend the term in written form in the case that further services
are needed.


 


Article 5
Transfer of Delegation


 


Party
B may not delegate its obligations under this agreement to any third person.


 

















 


CONFIDENTIAL
TREATMENT REQUESTED


 


Article 6
Payment Terms


 


Payment
will be made on a progressive basis.


 


A.           Party A shall pay Party B
the initial amount of [xxxx], which is forty percent of the total contract
price before September 25, 2008;


 


B.             The second payment, to the
amount of [xxxx], which accounts for thirty (30) percent of the contract price,
will be made by Party A to Party B before November 10, 2008;


 


C.             The third payment of [xxxx],
which accounts for ten(10) percent of the contract price, will be made by
Party A to Party B on the date the purchased Units arrive;


 


D.            The balance of [xxxx] will
be paid to Party B by Party A within five(5) days after verification and
acceptance of the purchased Units.


 

















 


Article 7
Inspection of the Units


 


Party
B shall appoint a representative to inspect the Units upon delivery. The so
appointed representative shall sign on the bill of lading after inspection to
confirm that all requirements are met. Party B has the obligation to assist
Party A in making claims against the supplier in the that any defects in
quality are discovered during inspection.


 


Article 8
Party A’s Rights and Obligations


 


A.           The right to obtain
purchased units purchased by Party B under the Contract;


 


B.             The right to be informed of
the progression of the affairs handled by Party B;


 


C.             Party A may not enter into
private agreements with clients introduced by Party B during the term of
service or within three (3) months after the expiration of the term.


 


D.            Party A shall pay to Party B
the contracted price after Party B completes its obligations to Party A.


 


Article 9
Party B’s Rights and Obligations


 


A.           The rights to complete the
agency services under this Contract and to charge the contracted price.


 

















 


B.             Party B shall keep Party A
informed of all details on the Units in a timely manner so as to protect Party
A’s rights, and may not damage Party A’s interests by providing fraudulent
information to Party A, withhold information on the actual circumstances
of  Party B, or conspire with other
parties.


 


C.             Upon the signing of the
Contract, Party B may not charge Party A for any fees not covered in the
Contract.


 


Article 10
Default Liability


 


A.           Party B shall compensate
Party A for any actual losses caused by Party B due to non-performance of the
Contract or other illegal activities within the term of entrustment mentioned
in Article 3.


 


B.             Party B will have ownership
over the purchase units as well as  sole
discretion over the handling of the Units in the case that Party A cannot make
full payment for the Units on their arrival date as stipulated in the Contract.


 


Article 11
Alternation and Termination of the Contract


 


Any
Party who wishes to change the terms and conditions of this contract during the
period of its enforcement shall issue a notice in writing to the other Party.
The terms and conditions may be


 

















 


changed
or a supplementary agreement may be signed with the consent of the other Party
within a period agreed upon by both Parties. The altered terms shall be noted
accordingly.


 


Any
supplementary agreements or other written documents signed by both Parties
during the execution of the Contract shall constitute a part of this Contract
with equal effect as this Contract.


 


Article 12
Dispute Settlement


 


All
disputes arising from the execution of or in connection with the Contract shall
be settled through amicable consultation between both Parties or through
intercession by a third party. In the case that no settlement can be reached
between the two parties, the case under dispute shall be settled by one of the
followings (only one method may be chosen):


 


A.           Submitting the dispute to
the Tianjin Arbitration Commission


 


B.             Taking legal action under
applicable laws


 


Article 13  This Contract is in duplicate, with each
Party holding one copy, which enters into effect since being signed/affixed
with the seals of both Parties.


 

















 


Article 14  Once the Contract is signed and affixed with
the seals, it is legally binding upon both Parties. In the event that any
situation or conditions arise due to unforeseen circumstances not specified in
the Contract, the Parties may make amendments and supplements to the Contract
upon agreement by both Parties. The aforementioned amendments and supplements
shall have the legal force equal to those within the Contract.


 

















 


Party A (Seal): Tianjin New Highland
Science and Technology Development Co.,Ltd.


 


	
  /s/ Xin Guoqiang

  	
   

  
	
   

  	
   

  
	
  (Name of Legal
  Representative)

  	
   

  
	
   

  	
   

  
	
  Name: Xin Guoqiang

  	
   

  



 

















 


Party B (Seal): Dongying Luda Petrochemical
Equipment Co.,Ltd.


 


	
  /s/ Miao Zhijun

  	
   

  
	
   

  	
   

  
	
  (Name of Legal Representative)

  	
   

  
	
   

  	
   

  
	
  Name: Miao Zhijun

  	
   

  



 

















 


Supplementary Agreement


 


Party
A: Tianjin New Highland Science & Technology Development Co.,Ltd.


 


Party
B: Dongying Luda Petrochemical Equipment Co.,Ltd.


 


Party A and Party B as
mentioned above sometimes hereinafter referred to collectively as “Parties” or
individually as a “Party”


 


Whereas,
the aforementioned parties who are the signatories to the Agency Appointment
Contract (hereinafter referred to as Contract) of June 2, 2008, on the
basis of mutual accordance through consultation, reach this supplementary
agreement on the matching of equipment as well as repair and maintenance
services as set forth in the following:


 


Article 1  Party B shall be responsible for of the
matching of equipment to the Extended Coiled Tubing High Pressure Jetting Rig
which is purchased by Party B on behalf of Party A in China with fees already
covered by the total contract price in accordance with the Contract.


 

















 


Article 2  Party B agrees to provide free repair and
maintenance services to the two(2) sets of units purchased by Party B for
12 months after acceptance and delivery of the units to Party A. Party A shall
be responsible for repairs, maintenance and other related expenses beyond the
aforementioned period.


 


Article 3  If Party B continues as Party A’s agent in
the purchase of the Extended Coiled Tubing High Pressure Jetting Rig after the
Contract is fulfilled, and Party B continues to provide services on the
matching of equipment and maintenace, Party B shall bear the responsibility of
unit purchases, the matching of equipment and maintenance, acting in accordance
to Article 1 & 2 under this Agreement.


 


Article 4   This Supplementary Agreement is in duplicate
with each Party holding one copy.


 


Article 5  Once the Supplementary Agreement is signed
and affixed with seals, it will be legally binding upon both Parties, and have
the same legal force with the Contract.


 

















 


Party
A(Seal): Tianjin New Highland Science and Technology Development Co.,Ltd.


 


Date
of Signature: November 18, 2009


 


Party
B(Seal):Dongying Luda Petrochemical Equipment Co.,Ltd.


 


Date
of Signature: November 18, 2009