0001090002-03-000026 Sample Contracts

UNDERWRITING AGREEMENT
Underwriting Agreement • February 14th, 2003 • Jovian Energy Inc • Oil & gas field services, nec • Colorado

Jovian Energy, Inc., a Delaware corporation (the “Company”), hereby confirms its agreement with you (the “Underwriter”) as follows:

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WARRANT AGREEMENT
Warrant Agreement • February 14th, 2003 • Jovian Energy Inc • Oil & gas field services, nec • Colorado

Jovian Energy, Inc., a Delaware corporation (the "Company"), and Computershare Trust Company, Inc. (the "Warrant Agent") agree, effective as of ________, 2003, as follows:

Capco Energy, Inc. Agreement
Jovian Energy Inc • February 14th, 2003 • Oil & gas field services, nec

As compensation Mr. Staal shall receive $750 every other week, he and his dependents shall receive medical and health coverage, as provided to employees, at no cost to him or his dependents, he shall be entitled to the other non-cash benefits provided to outside directors of each company and he shall be reimbursed for expenses incurred in carrying out his duties as a director.

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