0001047469-05-023563 Sample Contracts

FORM OF] INDEMNIFICATION AGREEMENT
Indemnification Agreement • September 28th, 2005 • Basic Energy Services Inc • Oil & gas field services, nec • Delaware

THIS INDEMNIFICATION AGREEMENT (the "Agreement") is effective as of, 200 , by and among Basic Energy Services, Inc., a Delaware corporation (the "Company"), and (the "Indemnitee").

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BASIC ENERGY SERVICES, INC. FORM OF NONQUALIFIED STOCK OPTION AGREEMENT (Non- Employee Director) Optionee:
Basic Energy Services Inc • September 28th, 2005 • Oil & gas field services, nec • Texas
BASIC ENERGY SERVICES, INC. FORM OF NONQUALIFIED STOCK OPTION AGREEMENT Optionee:
Basic Energy Services Inc • September 28th, 2005 • Oil & gas field services, nec • Texas
BASIC ENERGY SERVICES, INC. FORM OF NONQUALIFIED STOCK OPTION AGREEMENT Optionee:
Basic Energy Services Inc • September 28th, 2005 • Oil & gas field services, nec • Texas
BASIC ENERGY SERVICES, INC. FORM OF RESTRICTED STOCK GRANT AGREEMENT Grantee:
Basic Energy Services Inc • September 28th, 2005 • Oil & gas field services, nec • Texas
BES HOLDING CO. SHARE EXCHANGE AGREEMENT
Share Exchange Agreement • September 28th, 2005 • Basic Energy Services Inc • Oil & gas field services, nec • Delaware

This Share Exchange Agreement (the "Agreement"), dated as of September 22, 2003, is made by and among BES Holding Co., a Delaware corporation (the "Company"), the undersigned holders (the "Preferred Stockholders") of issued and outstanding Series A 10% Cumulative Preferred Stock, $0.01 par value, of the Company (the "Series A Preferred Stock"), as well as their affiliates (the "Affiliate Stockholders", and together with the Preferred Stockholders, the "Stockholders") who own shares of the Company's common stock, par value $0.01 per share (the "Common Stock").

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