EXHIBIT 10.2
Commonwealth Energy (USA) Inc.
0000 Xxxxxxx Xxxx. Xxxxx 0000 Xxxxxxxx Xxxx, XX. 00000
Telephone 000-000-0000 Fax 000-000-00
March 31, 2003
Mr. Xxx Xxxxxx
Enlight Energy Corp.
00 Xxxxx Xxxxx Xxxxxxx
XX Xxxxxxx, Xxxxxxx
Xxxxxx X0X 0X0
Dear Xx. Xxxxxx:
This Letter Agreement ("the AGREEMENT") is entered into this ____day of March
2003, between Commonwealth Energy (USA) Inc. a Washington corporation,
("Commonwealth"), and Enlight Energy Corp., a Canadian corporation ("Enlight").
WHEREAS, Commonwealth is part owner of certain oil & and gas rights in Xxxxxxx
County, Texas that were earned by drilling two xxxxx under the terms of a
partial assignment of interest dated March 24, 1999 from the joint interest
owners and is attached as Exhibit A, and
WHEREAS, Commonwealth owns a 39% working interest and a 27.76689% revenue
interest in the two xxxxx drilled, named Xxxxxx-Xxxxxxx #1 and Xxxxxx-Xxxxxxx
#2, and
WHEREAS, Commonwealth desires to sell their interest in the two xxxxx to Enlight
and Enlight is interested in acquiring said interest, and
WHEREAS, Commonwealth is the current operator of the properties, and
WHEREAS, Enlight acknowledges that they are experienced in evaluating oil & gas
properties and have performed the due diligence they consider necessary to
acquire the properties including, but not limited to, physical inspections of
the property, title review, plugging liability assessments and environmental
review, and
WHEREAS, Hanover Compressor Limited Partnership filed a Mineral Contractor's
Affidavit of Lien against the prior operator, Double Eagle Petroleum Inc., and
recorded the lien against the property in the Xxxxxxx County records during May,
2002, in the amount ofUS$15, 839.25 plus cost, and is attached as Exhibit B, and
NOW, THEREFORE, in consideration of the premises and of the mutual agreements,
provisions and covenants herein contained, the parties hereto agree as follows:
I. Enlight will purchase all of Commonwealth' s right, title and interest in the
properties, which is a working interest of 39.0% with a revenue interest of
27.76689 %.
2. Commonwealth will resign, as operator and Enlight will name a new operator
that is acceptable to the Texas Railroad Commission and which will file the
appropriate operator change forms with the Texas Railroad Commission by April 4,
2003.
3. The cash portion of the sales price will be US$12,500 and the sale is
contingent on these funds being received by Commonwealth no later than April 1,
2003.
4. The effective date of the sale is March 1, 2003, on a cash basis.
5. The Assignment is made on a where-is, as-is basis with no warranties.
6. Enlight acknowledges and accepts the liabilities associated with the Hanover
lien in the amount of $15,839.25, plus cost.
..
IN WITNSS WHEREOF, the parties have executed this Agreement as of the day and
year written above.
Commonwealth Energy (USA) Corp Enlight Energy Corp.
By: By:
---------------------------------- --------------------------------
Xxxxxx Xxxxxxxx, Treasurer Xxx Xxxxxx, CEO