BROKER AGREEMENT

This Broker Agreement (hereinafter the "Agreement") is made on todays date (the "Effective Date"), by and between Seller (hereinafter referred to as "Seller") and iDRY LLC of 29 Pitman Rd, Suite 3, Barre, Vermont 05641 (hereinafter referred to as "Broker").

WHEREAS, Seller desires to sell certain goods;

WHEREAS, Broker has contacts within the Lumber Processing Equipment industry and desires to act as an intermediary finder of buyers for Seller's goods;

NOW, THEREFORE, in consideration of the premise and the mutual promises and covenants contained herein, the parties agree as follows:

1. LEGAL COMPLIANCE.

Broker certifies that no certification or licensure is required by the Lumber Processing Equipment industry.

2. TERM AND TERMINATION.

The term of this Agreement shall commence on the Effective Date and shall continue in full force and effect for a period of 360 days from the date of this Agreement (the "Term"), unless earlier terminated by either party upon at least 60 days' prior written notice.

3. EXCLUSIVITY.

For the term of this Agreement, Broker shall have the exclusive right to introduce prospective buyers to the Seller who are not already known to the Seller.

4. FEES AND PAYMENT.

The following must take place in order for the Broker to be paid. If these conditions are not met, Broker will receive no payment.

The equipment is sold and payment is received by the seller. This Agreement contemplates an introduction only.

The Broker's fee shall be calculated as 10% of the net value of the goods sold by Seller as a direct result of an introduction. Net value shall exclude value added tax, postage and packaging, insurance, refunds and payments not honored by a financial institution. Subsequent sale of goods or services to an introduced customer shall not be subject to a broker fee except where such

subsequent purchase is the direct result of a repeat referral.

Upon determination of broker fees due, the Broker shall issue an invoice to the Seller and payment shall be due net thirty (30) days from the date of the invoice.

Acceptable forms of payment include the following: Credit Card

5. NON-CIRCUMVENTION.

During the term of this Agreement, the Seller will not attempt to do business with, or otherwise solicit any buyers found or otherwise referred by Broker, to the Seller for the purpose of circumventing, the result of which shall be to prevent the Broker from realizing or recognizing a commission or Broker's fee. If such circumvention shall occur, the Broker shall be entitled to any commissions due pursuant to this Agreement or Broker's fee relating to such transaction.

6. FINAL AGREEMENT.

This Agreement represents the entire agreement with respect to the subject matter hereof and terminates and supersedes all prior understandings or agreements with respect to such matters. This Agreement may be amended only in writing signed by both parties.

7. LEGAL CONSTRUCTION.

In the event any one or more of the provisions contained in this Agreement shall for any reason be held invalid, illegal, or unenforceable in any respect, that invalidity, illegality, or unenforceability shall not affect any other provisions. This Agreement shall be construed as if the invalid, illegal, or unenforceable provision had never been contained in it.

8. GOVERNING LAW.

This Agreement shall be governed by the laws of Vermont, without giving effect to principles of conflicts of law.