Exhibit 10.5
Saskatchewan
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[logo] Saskatchewan PETROLEUM AND NATURAL GAS LEASE
Industry and
Resources
Withdrawn from: 13-Jun-2006 Sale PCL 186
PN58019
This Agreement, effective 13-Jun-2006
BETWEEN:
HER MAJESTY THE QUEEN in Right of the Province of Saskatchewan, as represented
by the Minister of Industry and Resources, (the "Lessor"),
-and-
SCOTT LAND & LEASE LTD. 100.0000%
(the "Lessee")
GRANT
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1 The Lessor grants and leases to the Lessee the right to explore for,
work, recover, remove, and dispose of, the petroleum and natural
gas (the "Petroleum") within the meaning of The Petroleum and Natural Gas
Regulations, 1969 (the "regulations"), insofar as the Petroleum is the
property of the Lessor and the Lessor has the right to grant the same,
that may be found within, upon or under the following lands (the "leased
area"):
LOCATION SEC TWP RGE MER
PETROLEUM & NATURAL GAS FROM THE SURFACE TO THE TOP PRECAMBRIAN
NW 2 5 25 2
Total Hectares 64.75 Total Acres: 160.00 (more or less)
TERM
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2 The term of this Lease shall be for a period ending five years from the
first day of April 2007, provided that this Lease will be continued at
the expiration of this term if the requirements for continuance in the
regulations have been satisfied by the Lessee.
LESSEE COPY
ACT AND REGULATIONS INCORPORATED
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3 The provisions of The Crown Minerals Act (the "Act") and the regulations
under that Act are deemed to be incorporated into and form part of the
terms of this Lease.
4 Where there is any conflict between the requirements of this Lease and
the Act or the regulations, the Act and the regulations shall govern.
ROYALTY
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5 In respect to all Petroleum produced, saved or recovered from the leased
area, there is hereby excepted and reserved to the Lessor the royalty
upon Petroleum that is prescribed by the Act and the regulations, which
royalty shall be paid or delivered by the Lessee to the Lessor in the
manner and time that is so prescribed.
OPERATIONS
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6 The Lessee shall not unduly interfere with other petroleum and natural
gas operations or other mining operations in the leased area, or in any
manner cause undue public or private damage, inconvenience or nuisance.
POOLING
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7(1) The Lessee is authorized to pool the leased area or part thereof with
other mineral lands to complete a drainage unit.
7(2) In the even of such pooling:
(a) the Lessee shall promptly enter into an Addendum Agreement with the
Lessor, in a form prescribed by the Lessor, which Addendum Agreement
shall describe the areas to be pooled and the ratio mentioned in clause
7(2)(b); and
(b) The quantity of production from the mineral lands in the pooled
drainage unit to be allocated to the leased area, and the royalties
excepted and reserved in this lease based on that allocation, shall be
calculated and paid on the basis of the ratio that the surface area of
the leased area included in the pooled drainage unit bears to the total
surface area of the mineral lands in the pooled drainage unit.
7(3) Drilling operations on, or production of Petroleum from, any mineral
lands in the pooled drainage unit shall have the same effect in
continuing this Lease in force and effect as if such operations or
production were upon or from the leased area included in the pooled
drainage unit.
CANCELLATION
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8 Without restricting the generality of these terms, this Lease may be
cancelled by the Minister if there has been a breach by the Lessee of any
of the provisions of the Lease or any of the provisions of The Crown
Minerals Act or the regulations relating to the Lease.
TERMINATION - LESSOR'S RIGHTS
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9(1) On the termination of this Lease by cancellation, surrender, or
expiration, the Lessee shall comply with all directions or orders of the
Lessor or any other official of the Province of Saskatchewan respecting
the preservation, clean up, and restoration of the leased area and
facilities in the leased area with respect to operations conducted by or
on behalf of the Lessee.
9(2) Any costs incurred by the Lessor as a result of the Lessee's failure to
comply with any direction or order mentioned in clause 9(1), which
failure shall be communicated to the Lessee, shall be a debt due by the
Lessee to the Lessor and may be recovered by the Lessor as provided for
by law.
INDEMNITY
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10 The Lessee shall keep harmless and indemnify the Lessor, its Ministers,
officials, agents and employees, past, present and future, from and
against all actions, suits, claims and demands arising out of or in
connection with the operations carried on by the Lessee, its employees,
agents, licensees and contractors, pursuant to this Lease.
ENUREMENT
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11 The Lease shall enure to the benefit of and shall be binding upon the
parties to this Lease and their respective heirs, executors,
administrators, successors and assigns.
IN WITNESS WHEREOF the Lessor and the Lessee have executed this Lease.
SIGNED, SEALED AND DELIVERED
/s/Ed Dancsok
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Lessor
Director of Geology & Petroleum Lands Branch
/s/ Gregg Scott
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Lessee - Gregg Scott
President
TRANSFER OF AGREEMENT
BETWEEN:
Scott Land & Lease Ltd., a body corporate having an office at the City of
Calgary, in the Province of ALBERTA (hereinafter called "the Transferor")
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Lions Petroleum, Inc., a body corporate having an office in the City of
Calgary, in the Province of ALBERTA (As To A 100% Interest) (hereinafter
called "the Transferee")
The Transferor, being the holder of 100% Interest in Saskatchewan Petroleum
and Natural Gas Lease PN58019 dated June 12, 2006, in consideration of the sum
of One ($1.00) Dollar, and other valuable consideration, payment of which is
hereby acknowledged by the Transferor, hereby transfers unto the Transferee
100% interest in the said Saskatchewan Petroleum and Natural Gas Lease.
AND the Transferee hereby accepts this transfer.
AND the Post Office address of the Transferee is:
Lions Petroleum Inc
1150, 789 West Pender Street
Vancouver, British Columbia
V6C 1H2
DATED this 24th day of July, 2006.
Scott Land & Lease Ltd. Lions Petroleum Inc.
/s/ Gregg Scott /s/ Gordon Wiltse
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Gregg Scott President Gordon Wiltse, CFO & Director
(As To A 100% Interest) (As To A 100% Interest)
Transferor Transferee
SCHEDULE FOR FORM OF SASKATCHEWAN PETROLEUM AND NATURAL GAS LEASE
AND TRANSFER AGREEMENT
Sale Lease Location Hectares/Acres
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PCL 187 PN58020 LOCATION SEC TWP RGE MER Total Hectares 64.75
NW 27 5 25 2 Total Acres: 160.00
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PCL 188 PN58021 LOCATION SEC TWP RGE MER Total Hectares 258.59
NE 33 5 25 2 Total Acres: 639.00
NW 33 5 25 2
S/2 33 5 25 2
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PCL 189 PN58022 LOCATION SEC TWP RGE MER Total Hectares 32.37
01 35 5 25 2 Total Acres: 80.00
02 35 5 25 2
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PCL 190 PN58023 LOCATION SEC TWP RGE MER Total Hectares 32.37
03 35 5 25 2 Total Acres: 80.00
04 35 5 25 2
HERITAGE SENSITIVE
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