FORM OF AIRCRAFT MAINTENANCE LABOR POOLING AGREEMENT]

EXHIBIT 10.7

[FORM OF AIRCRAFT MAINTENANCE LABOR POOLING AGREEMENT]

This Agreement is entered into between Xxxxxx Oil Corporation (“Xxxxxx”) and Xxxxxx Oil USA, Inc. (“MOUSA”) to take effect this      day of                     , 2013.

Xxxxxx agrees to employ at its hangars at Xxxxxxx Field, El Dorado, Arkansas, a maintenance manager and              aircraft technicians (these              employees are referred to herein collectively as the “Technicians”) who will be available for maintenance and service with respect to the aircraft housed at the hangars and belonging to Xxxxxx and XXXXX as follows:

MOUSA Citation			N370M
Xxxxxx Falcon			N350M
Xxxxxx Falcon			N360M

In consideration of the availability of the services of the Technicians, MOUSA agrees to reimburse Xxxxxx, on the basis of Xxxxxx’x actual cost of employing the Technicians, including salary, payroll taxes, employee benefits and training expense, but without any overhead allocable thereto, a portion of such cost as follows:

1. One-half of the total cost of employing the Technicians shall be allocated to Xxxxxx and XXXXX on the basis of one-third to each aircraft; and

2. The remaining one-half of such cost will be allocated to each party for each six months ending June 30 and December 31 in each year in proportion to the number of hours flown by the above-described aircraft, provided that MOUSA will never be allocated more than one-third of such costs regardless of the number of hours flown by it, and any amount which cannot be allocated to MOUSA because of this limitation shall be allocated to Xxxxxx.

3. This agreement applies only to the cost of employing the Technicians and any special tools required. Each party will be separately responsible for all other costs, (based on the ownership of each aircraft) including the costs of parts and supplies used on its aircraft.

4. Each party shall have sole control, direction and supervision over the Technicians as to maintenance performed and services provided with respect to that party’s aircraft and each party shall be solely responsible for the results and consequences of such maintenance and service. No party assumes any liability for or shall be responsible for any results or consequences of any maintenance performed, or service provided, or not provided, with respect to the other party’s aircraft.

5. Xxxxxx will provide MOUSA with a report of reimbursable costs under this Agreement and will xxxx XXXXX for its share of such costs in arrears for each six month period.

6. Either party may terminate this Agreement upon 30 days written notice to the other party in which event charges to be allocated under this Agreement shall be prorated on the basis of the number of days this Agreement has been in effect since the last billing date.

[Signature Page Follows]

Xxxxxx Oil Corporation

By:

Its:

Xxxxxx Oil USA, Inc.

By:

Its:

[Signature Page to Aircraft Maintenance Labor Pooling Agreement]