Flow-Through Share Agreement Sample Contracts

THIS FLOW-THROUGH SHARE AGREEMENT entered into this 30th day of March, 2006. BETWEEN: GEOPETRO CANADA LTD., a corporation incorporated pursuant to the laws of the Province of Alberta (the “Corporation”)
Flow-Through Share Agreement • June 30th, 2006 • Geopetro Resources Co • Oil & gas field exploration services • Alberta

WHEREAS the Subscriber has offered to subscribe for shares in the capital stock of the Corporation issued on a “flow-through” basis under the Tax Act (as defined below);

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December 15, 1997
Flow-Through Share Agreement • May 16th, 2008

The Company is pleased to accounce it has entered into an agreement with the Caratax Limited Partnership ("Caratax"), whereby Caratax has agreed to acquire 250,000 flow-through common shares in the capital of the Company at a price of $1.00 per share for an aggregate amount of $250,000. Such funds are to be held in escrow by the Montreal Trust Company of Canada ("Montreal Trust"), and are to be released to the Company as the Company incurs resource expenditures on its Labrador Properties (the "Property").

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