Drilling Services Contract

Drilling Services Contract

Parties

Recitals

WHEREAS, Client requires drilling services at the location described in this agreement and desires to engage Contractor to perform such services on the terms set forth herein;

WHEREAS, Contractor represents that it has the personnel, equipment, licenses, and experience necessary to perform drilling operations safely and in compliance with applicable law and industry standards;

NOW, THEREFORE, in consideration of the mutual covenants and agreements set forth below, the parties agree as follows.

Scope of Work

Contractor shall perform drilling services including mobilization, drilling, logging, casing, well completion, site restoration, and related activities as detailed below. Specific tasks, deliverables, and performance standards are set forth in the Scope of Work field and incorporated herein.

Payment Terms

Client shall pay Contractor for the services described in the Scope of Work in accordance with the contract price, schedule, and billing procedures set forth below.

All invoices are due within days of receipt. Overdue amounts shall bear interest at % per month (or the maximum permitted by law), commencing after a grace period of days from invoice date.

Term and Termination

This Agreement commences on and shall continue until completion of the Scope of Work or until , whichever occurs first, unless earlier terminated as provided herein.

Either party may terminate this Agreement for convenience upon providing written notice to the other party at least days prior to the effective termination date. Either party may terminate for material breach if the breaching party fails to cure the breach within days after receipt of written notice specifying the breach. Upon termination, Client shall pay Contractor for all work performed and reasonable demobilization costs incurred prior to termination.

Confidentiality

Each party agrees to maintain in confidence all non-public technical, commercial, and business information disclosed by the other party in connection with this Agreement and to use such information solely for the performance of this Agreement. Confidential information shall not include information that (a) is or becomes public without breach of this Agreement, (b) was lawfully in the receiving party's possession prior to disclosure, or (c) is independently developed without use of the disclosing party's confidential information. The obligations of confidentiality shall survive termination of this Agreement for a period of years.

Insurance and Indemnity

Contractor shall maintain and provide evidence of commercial general liability, automobile liability, workers' compensation, and any other insurance required by law or by the nature of the operations. Contractor shall indemnify and hold harmless Client and its officers, employees, and agents from and against claims, liabilities, losses, and expenses arising from Contractor's negligence or willful misconduct in the performance of drilling services. Client shall indemnify Contractor for claims arising from Client-supplied information, site conditions known to Client and not disclosed, or Client's negligence.

Compliance and Safety

Contractor shall comply with all applicable laws, regulations, permits, and site-specific safety requirements. Contractor is responsible for maintaining a safe work environment and for ensuring that personnel are trained and competent. Client shall notify Contractor of any known site hazards and shall provide access and any permits or rights necessary for Contractor to perform the work.

Governing Law

This Agreement shall be governed by and construed in accordance with the laws of the State of without regard to its conflicts of law principles. Venue for any dispute arising under this Agreement shall lie in the courts located in the county designated by the governing state unless the parties agree otherwise in writing.

Entire Agreement; Amendments

This Agreement, including the Scope of Work and Payment Schedule, constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior and contemporaneous agreements, proposals, and communications, whether written or oral. Any modification or amendment to this Agreement must be in writing and signed by authorized representatives of both parties.

Notices

All notices required or permitted under this Agreement shall be in writing and delivered to the addresses provided in the Parties section or to such other address as either party may designate by written notice. Notices are effective upon receipt.

Miscellaneous

If any provision of this Agreement is held invalid or unenforceable, the remaining provisions shall remain in full force and effect. The waiver by either party of a breach or default shall not constitute a waiver of any subsequent breach or default. Neither party may assign this Agreement without the prior written consent of the other, except that Contractor may assign to an affiliate or in connection with a sale of substantially all its assets.

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