LICENSE AGREEMENT

This License Agreement (this “License”) is entered into and made effective as of the date _____________ by and between ____________, a Minnesota limited liability company, (“Producer”), and [COMPANY], Inc., a Washington corporation (“[COMPANY]”).

WHEREAS, [COMPANY] represents that it is the sole owner of all right, title, and interest in any and all patents, current and pending, and other related intellectual property, including but not limited to, proprietary knowledge; trade secrets; logos, trademarks and service marks; copyrights; marketing and business plans; and associated hardware and software information all relating to a unique technology (the “System”) used for the production of synthetic crude oil from a variety of plastic feedstocks; and

WHEREAS, [COMPANY] has all rights necessary to grant to Producer the right to use certain proprietary technology and information of [COMPANY] for purposes of owning and operating the System, including the ICS system, for the production of oil; and

WHEREAS, Producer desires from [COMPANY], and [COMPANY] desires to grant to Producer, a limited license to use such proprietary technology and information in connection with Producer’s ownership, operation, maintenance and repair of a series of Systems to be integrated into multiple diesel production facilities, all upon the terms and conditions set forth herein.

NOW, THEREFORE, the Parties, in consideration of the foregoing premises and the mutual promises contained herein and for other good and valuable consideration, receipt of which is hereby acknowledged, agree as follows:

GRANT OF LICENSE

Subject to Producer’s compliance with the other terms of the Purchase and Installation Agreement or, if later, and conditions set forth herein, including

payment by Producer of all amounts due and owing to Producer under the applicable Purchase and Installation Agreement, [COMPANY] grants to Producer a limited license (“License”) to use the Proprietary Property (hereinafter defined) solely in connection with the ownership, operation, maintenance and repair of the Systems, subject to the limitations provided herein (the “Purpose”). These Systems shall be designed and developed according to the procedures set forth below with the understanding that they are to be integrated into and made a part of a series of diesel production facilities to be constructed by Producer.

Within thirty (30) days after receipt of (i) notice (the “New Facility Notice”) that Producer intends to construct a new diesel production facility, incorporating the System; and (ii) payment of the initial license fee by Producer as provided in Section 7.1.1 of this Agreement, [COMPANY] shall provide to Producer a proposed “ P2F Financial Model” (as hereinafter defined) setting out the parameters upon which [COMPANY] would proposed to build and install a System based on Producer’s requirements as set forth in the New Facility Notice. The Parties shall then jointly review and amend as necessary the financial model until they arrive at a mutually acceptable final version of the P2F Financial Model that appropriately describes the System to be built and installed at Producer’s new facility. Immediately thereafter [COMPANY] shall provide to Producer the appropriate Purchase and Installation Agreements and other related documentation needed to deliver a System to be integrated into Producer’s new diesel production facility as described in the New Facility Notice.