Assets of Oil Field Machinery and Equipment Business

Sale of substantially all of assets of Wellflex Energy Partners Fort Worth, LLC (the “Seller”), including all of Company’s right, title and interest in and to:

• The machinery and equipment described in Exhibit A on the attached PDF;
• The inventory described in Exhibit B on the attached PDF;
• All intellectual property, trade names and brand names (including “Modflex” and “Wellflex”), website domain, and customer lists, including, without limitation, all intellectual property rights disclosed on Schedule 4.03;
• The master service agreements of Purchaser described in Exhibit C on the attached PDF (“Assumed Contracts”);
• The QEP purchase order dated 9/24/20 (the “QEP Purchase Order”) and the QEP deposit, less expenses attributable to completing work in process on the QEP Purchase Order incurred through Closing as authorized in Section 1.02 hereof (the “Net QEP Deposit”);
• All proceeds from the disposition, exchange, or sale of any Acquired Assets received by Company between the Effective Date and Closing; and
• All claims and causes of action based upon, or attributable to, any of the foregoing assets acquired by Purchaser, including, without limitation, any warranty claims related to any such assets acquired by Purchaser).