PARTICIPATION AGREEMENT
November
30, 2007
BETWEEN:
COUNTY
LINE ENERGY CORP having an office at the City of Calgary, in the
Province of Alberta (hereinafter referred to as "County Line")
AND:
NUANCE
EXPLORATION LTD having an office at the City of Vancouver, in the
Province of British Columbia (hereinafter referred to as "Nuance")
WHEREAS
Black Creek Resources Ltd has entered in to an Seismic Option Agreement with
Canpar Holdings Ltd
AND
WHEREAS County Line has entered in to a Participation Agreement
with Black Creek Resources Ltd
AND
WHEREAS County Line has met all the conditions to earn an
interest in the 00X Xxxxxx 00-0-00-0 X0X Xxxx (xxx "Well")
AND
WHEREAS Nuance wishes to participate in a working interest in the
Well
NOW
THEREFORE in consideration of mutual covenants in this agreement the
parties agree to the following:
The
terms
of this agreement will be governed by the requirements of the agreements
established between Black Creek Resources, Canpar Holdings Ltd., and County
Line
Energy Corp.
County
Line hereby assigns a 20% working interest to Nuance in the County Line earned
interest in the aboved noted Well in consideration of the retirement of the
$110,000 Promissory Note issued by County Line and due and payable to
Nuance.
Completion
expenses will be submitted to Nuance for payment on the basis of 20% of the
"Authority of Expeniture" (AFE) costs to complete the Well.
Upon
completion of the Well, Nuance will share 20% of revenues as designated to
County Line pursuant to the Participation Agreement between County Line and
Black Creek Resource Ltd.
Executed
at Vancouver in the Province of British Columbia on the date first written
above.
NUANCE
EXPLORATION LTD.
per
/s/ Xxxxx Xxxxxx
Xxxxx
Xxxxxx, President
COUNTY
LINE ENERGY CORP.
per
/s/ Xxxxx Xxxxxxx
Xxxxx
Xxxxxxx, President