EX-10.18 10 ex10_18.htm EXHIBIT 10.18 Exhibit 10.18
 
JOINT EXPLORATION AGREEMENT
 
This Joint Exploration Agreement ("Agreement") is entered into this 26th day of June, 2006, by and between. Westside Energy Corporation, 4400 Post Oak Parkway, Suite 2530, Houston, Texas 77027-3431 hereinafter referred to as "Westside" and Forest Oil Corporation, located at 707 17th Street, Suite 3600, Denver, Colorado 80202, hereinafter referred to as "Forest". "Westside" and "Forest" are collectively referred to herein as the "Parties" and sometimes individually referred to as a "Party."
 
RECITALS
 
WHEREAS, Westside owns Oil and Gas and Mineral leases on approximately 8568 gross and 6,798.48 net mineral acres in Hill County, Texas, ownership in 3-D Seismic Data, pipelines, rights-of-way and certain surface rights necessary in the operations contemplated herein which are listed on Exhibit "A" to this Agreement, identified as Westside Energy Corporation Leases and which also lie within the boundaries of the area identified on Exhibit "B" as the "Contract Area", and
 
WHEREAS, Forest owns Oil and Gas and Mineral leases on approximately 8569 gross and 6899 net mineral acres in Hill County, Texas which are also listed on Exhibit "A" to this Agreement, identified as Forest Oil Corporation Leases and which also lie within the boundaries of the geographical area identified on Exhibit "B" as the "Contract Area", and
 
WHEREAS, The Parties anticipate that additional oil and gas leases, options to acquire oil and gas leases, mineral and royalty interests, farmins or other interests in oil and gas may be obtained in the future by the Parties within the AMI, as hereafter defined, and
 
WHEREAS, Westside and Forest desire to cross-assign their undivided interests located within the Contract Area and desire to participate together, and with others, if any, in the exploration and development of the Contract Area subject to the terms and conditions set forth herein, and
 
WHEREAS, each Party hereby represents, but does not warrant, that it owns, or has the right to own the Existing Leases and other interests, as defined below and that they have the full power and authority to assign an undivided interest in and to the Existing Leases they have identified on Exhibit "A", along with other interests owned within the Contract Area, and that each Party will, upon request, provide the other Party with copies of all documentation that they have in their possession or control pertaining to the Existing Leases and other interests owned within the Contract Area.
 
NOW THEREFORE, In consideration of the mutual agreements contained in this Agreement Westside and Forest hereby agree and acknowledge that:
 
Article I Definitions
1.1 For all purposes of this Agreement, the following terms shall have the following
meanings, unless the context otherwise states:
 
"Contract Area" shall mean the geographical area designated on "Exhibit "B" "Effective Date" shall mean June 26, 2006
"Existing Leases" shall mean collectively the Forest Existing Leases an.d the Westside Existing Leases.
 
"Forest Existing Leases" shall mean the Oil, Gas and Mineral Leases so designated on Exhibit "A" attached hereto and incorporated herein by reference for all purposes.
 
"Good and Defensible Title" shall mean title which is reviewed and confirmed by experienced Land and Legal professionals to be such ownership of the leases as is represented on Exhibit "A", using title abstracts or county title records and that which is acceptable to a prudent operator in the Fort Worth Basin for acquiring oil and gas leases


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"JOA" shall mean, as applicable, the modified AAPL Form 610-1989 Model Form Joint Operating Agreement, attached hereto as Exhibit "E", one of which will be executed by the Parties covering all operations on the Westside Existing Leases and naming Westside as operator and another of which will be executed by the Parties covering all operations on the Forest Existing Leases and naming Forest as operator.
 
"Notifying Party" shall mean either Party to this Agreement who notifies the other Party of a title defect in a portion of their leasehold which they contribute to the Contract Area.
 
"Over Expended Party" shall. Mean the Party to this Agreement who will receive cash consideration in order to equalize expenditures of the Parties under Article VII of this Agreement.
 
"Westside Existing Leases" shall mean the Oil, Gas and Mineral Leases so designated on Exhibit "A" attached hereto and incorporated herein by reference for all purposes.
 
"Under Expended Party" shall mean the Party to this Agreement who will be required to add cash consideration in order to equalize expenditures of the Parties under the Article VII of this Agreement.
 
"Undivided Percentage Interest" shall mean the undivided percentage of ownership of interests of each Party in the "Contract Area". The Undivided Percentage Interest to be owned by Forest is fifty percent (50%) and by Westside is fifty percent (50%).
 
Article II
Effective Pate
2.1 The effective date of the transaction contemplated herein shall be June 26, 2006
 
(hereinafter referred to as the "Effective Date").
 
Article III
Term of Agreement
3.1 This Agreement shall remain. in force and effect for a term of three (3) years from the
Effective Date and shall terminate and shall no longer be in force and affect after June 26, 2009.
 
Article IV
 
Review of Title to Leasehold
4.1 Within one hundred eighty (180) days following Closing (the "Defect Notice Date") each Party, at its sole cost and expense, will have the right to conduct a title examination of the other Party's leases. If, after completion of its title examination, Forest or Westside identifies title defects -fas-applicable, the "Notifying Party") that result in either Party not having Good and Defensible Title to a lease(s), it shall provide written notice to the Party owning the lease(s) (the "Notified Party") identifying such defects in reasonable detail (the "Defect Notice"), whereupon the Notified Party shall have sixty (60) days within which to satisfy such title defects to the reasonable satisfaction of the Notifying Party.
 
4.2 In the event that the Notified Party fails to cure any such title defects identified within sixty (60) days after the Defect Notice Date then such defective interests shall be removed from this transaction and the Notified Party shall, within fifteen business days thereafter either (i) reimburse the Notifying Party an amount equal to the defective net acres times the Notifying Party's Undivided Percentage Interest times $550 per acre or (ii) contribute additional leasehold acreage within the Contract Area as a replacement for the defective acreage at the Notified Party's sole expense and assign to the Notifying Party its Undivided Percentage Interest in such additional acreage in accordance with Section 5.1.
4.3 In the event that the Notified Party's defective interests exceed 1000 net acres and the Notified Party has not cured such defects, replaced the defective acreage or reimbursed the Notifying Party as provided in Section 4.2 within sixty (60) days after the Defect Notice Date, then the Notifying Party shall have the right to receive a reassignment of a portion of the


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undivided leasehold interest in the acreage Notifying Party contributed hereunder equal to the same number of net acres affected by the defective interests and said reassigned net acres shall be withdrawn from the Contract Area and shall no longer be subject to this Agreement. If the Notifying Party elects to receive such reassignment of net acres there shall be no adjustment with respect to the number of acres included in such reassignment as provided in section 4.2, above.
 
4.4 If the defective interests do not exceed 1000 net acres and if the Notified Party is able to cure some or all of the title defects within ninety (90) days after the Defect Notice Date, to the Notifying Party's satisfaction, then the Notifying Party shall pay to the Notified Party an amount equal to the actual net acres attributable to the cured title defects times the Notified Party's Undivided Percentage Interest times $550 per acre.
 
Article V
 
Consideration and Form of Assignment
5.1The Parties agree to cross assign and exchange their interests in the Contract Area as
follows:
 
a.  Westside shall execute and deliver to Forest an Assignment of an undivided fifty percent (50%) of Westside's interest in and to the Westside Existing Leases, such leases bearing a net revenue interest of not less than 80% (the "Westside Cross-Assignment"). Said partial assignment shall be made subject to this Agreement, the JOA, as hereinafter defined, and to the terms of the Westside Existing Leases, and shall be made without warranty of title, except as to the acts by, through, or under Westside, but not otherwise and shall be made free and clear of any liens, mortgages or any other encumbrances. The Assignment shall be made in the form attached hereto as Exhibit "C", and made a part hereof.
 
b.  Forest shall execute and deliver to Westside an Assignment of an undivided fifty percent (50%) of Forest's interest in and to the Forest Existing Leases, such leases bearing a net revenue interest of not less than 80% (the "Forest Cross-Assignment"). Said partial assignment shall be made subject to this Agreement, the JOA, as hereinafter defined, and to the terms of the Forest Existing Leases, and shall be made without warranty of title, except as to the acts by, through, or under Forest, but not otherwise and shall be made free and clear of any liens, mortgages or any other encumbrances. The Assignment shall be made in the form attached hereto as Exhibit "C", and made a part hereof.
 
c. Westside shall also execute an Assignment and Bill of Sale conveying to Forest fifty percent (50%) of Westside's interest in the Pipelines and other facilities, Rights-of Way, 3-D Seismic and other assets owned by Westside within the Contract Area.
 
Article VI
 
Closing
6.1 The consummation of this transaction contemplated by this Agreement shall take place in rFfesis office at 2:00PM Central Standard Time on July 17, 2006, or such other place to which the Parties may agree in writing.
 
6.2At closing the following shall occur:
 
(i)  Subject to the Over Expended Party's election pursuant to Section 7.2, below, the Under Expended Party shall deliver to the Over Expended Party the remaining funds necessary in order to equalize costs under the provisions of Article VII. Said funds will be paid by the Under Expended Party by wire transfer.
 
(ii)  Westside shall execute, acknowledge and deliver to Forest the Westside Cross-Assignment.
 
(iii)Forest shall execute, acknowledge and deliver to Westside the Forest
 
Cross-Assignment.


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Article VII
 
Cost Equalization and Future Spending
7.1 A summary of costs incurred by Westside and Forest for leasehold acquisition, title and brokerage expense, pipelines and other facilities, rights-of-way, surface and water rights, geophysical data and surface damages and all other related costs through the Effective date within the Contract Area are itemized on Exhibits "D" respectively, attached hereto and made a part hereof. Sufficient support shall be provided by each Party in order to confirm such expenditures. The combined total of costs incurred by both Parties shall be defined as "Total Sunk Costs".
 
7.2 If the costs incurred by the Parties, as shown on Exhibits "D" are not equal, then there shall be an equalization of such costs by the Under Expended Party either by cash payment, or by disproportionate sharing of future expenditures (at the Over Expended Party's election) so that each Party shall have paid fifty percent (50%) of the Total Sunk Costs within the Contract Area.
 
Article VIII
 
 
Area of Mutual Interest
8.1 The Parties shall form an area of mutual interest within the Contract Area covering the lands lying within the heavy dark line and identified as the "Contract Area" on the attached Exhibit "B" (the "AMI"). If any portion of a leasehold interest lies within the Contract Area then all of said leasehold interest shall be deemed to be within the AMI (the "AMI Leases") for the purposes of this provision. If a Party, or a successor or assign of a Party ("Acquirer") acquires or enters into an agreement to acquire, by purchase, farmout or otherwise, an interest in an oil and gas lease, or the production therefrom, within the AMI, then within thirty (30) days Acquirer shall give written notice to the other Party(s) ("Non-Acquiring Party") of such acquisition. This notice shall include the actual cost and all other material information pertaining thereto, including without limitation copies of all instruments of conveyance, legal description of the interest acquired, copies of leases, memorandums of lease, lease options, agreements, drafts, checks, lease purchase reports and lease title documents associated with the acquisition by the Acquirer. The Non-Acquiring Party shall have a period of 30 days after receipt of this notice within which to elect whether to purchase its proportionate working interest share of the acquired interest. The Non-Acquiring Party shall make its election in writing to the Acquirer and shall pay its proportionate share of acquisition costs upon the delivery of an appropriate assignment of interest by the Acquirer. If a Non-Acquiring Party fails to notify the Acquirer of its election within said 30 days then it shall be deemed to have elected not to acquire said interest.
Article IX
Operations and the Joint Operating Agreement
9.1 The Parties agree that all operations on the Westside Existing Leases will be conducted under the-teams and conditions of the JOA naming Westside as operator. The JOA will be executed by both Parties on, or before Closing and shall be for a term as provided therein. Prior to spudding the first well to be drilled on the Forest Existing Leases, the Parties will execute a second JOA substantially identical in form to the Westside JOA naming Forest as operator for all operations on the Forest Existing Leases.
9.2 The Parties hereby agree that the number of wells to be drilled through the 2006 calendar year shall not exceed four (4) wells and shall not exceed twelve (12) wells in the 2007 calendar year. It shall also provide that the Non-Consent Provision for the first five (5) wells drilled under the terms of this Agreement shall be a relinquishment of all rights in the wellbore and leases in a contiguous 320 acre rectangle centered over the horizontal projection of the perforated interval of said well. The JOA shall also provide for an industry standard consent to assign provision. In the event of a conflict or inconsistency between the provisions of this Agreement and the provisions of the applicable joint operating agreement, the provisions of this Agreement shall
prevail.


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Article X
 
Initial Test Well
10.1 Westside and Forest shall, on or before August 1, 2006 commence the drilling of a horizontal exploratory well (the "Initial Exploratory Well"), at a mutually agreeable location within the boundaries of the "Contract Area". Said Initial Exploratory Well shall be designed to reach a measured depth of 10,678' and True Vertical Depth of 8,500' with a minimum 2000' lateral section. The Parties agree to use commercially reasonable efforts to drill the Initial Exploratory Well to a depth adequate, in Forest's reasonable opinion, to test the Barnett Shale section identified between the stratigraphic equivalent depths of 8,630' and 8,876' as seen on the Induction Electric Log in Mobil Oil Corporation's A.A. Kaddatz #1 Well, (J. E. Ross Survey A-750, Hill County, Texas), or such other lateral depths as agreed upon between Westside and Forest (the "Objective Depth").
 
10.2 Said Initial Exploratory Well shall be drilled by Westside, as operator, using a mutually acceptable drilling rig. The entire cost, risk and expense of permitting, drilling and completing the Initial Exploratory Well to the Objective Depth is estimated to be approximately $3,039.996.00 as reflected on the well cost estimate attached hereto as Exhibit "F". All well costs associated with the Initial Exploratory Well shall be borne by the Parties on the basis of their working interest ownership in the Contract Area as set forth herein and pursuant to the terms and conditions of the JOA.
 
10.4 In the event Westside drills the Initial Exploratory Well and said well fails to reach Objective Depth due to mechanical difficulty, or such well encounters rock salt, heaving shale, excessive water flow, excessive pressure, igneous or other impenetrable formations or conditions which would render drilling impracticable, or if such Well is completed as a dry hole and properly plugged and abandoned, then Westside shall have the option for one-hundred and twenty (120) days from rig release of the Initial Exploratory Well to drill a substitute well to Objective Depth within the Contract Area (the "Substitute Well") and Forest agrees to participate in such Substitute Well for its Undivided Percentage Interest,
 
Article XI Notices
11.1 All notices between Forest and Westside shall be made in writing to the following addresses unless otherwise agreed upon by the parties:
 
Forest Oil Corporation 707 1 r Street, Suite 3600 Denver, Colorado 80202 Attn: V. J. Luszcz Tel.: (303) 812-1508 Fax: (303) 812-1464
 
Westside Energy Corporation
4400-Post Oak Parkway, Suite 2530 Houston, Texas 77027-3431
Attn: Mr. Jimmy D. Wright
Tel.: (713) 979-2660 Extension 201 Fax: (713) 997-2665
 
11.2 Delivery of such notices as above provided shall be deemed received by and effective as to the Party to whom it is addressed only upon actual receipt, by the Party, or if transmitted by facsimile, the successful completion of such transmission during normal business hours of Sam to 5pm, local time of the receiving Party. No change of notice is binding on any Party until all Parties have received notice containing the changed information.
 
Article XU
 
Restrictions on Assignment
12.1 This Agreement shall be binding on the Parties hereto, and their respective heirs, successors and assigns. Upon the written consent of the Parties to this Agreement, which consent shall not be unreasonably withheld, any Party may assign all or a part of its interest under this Agreement and the Contract Area to one or more third parties, which assignee(s) shall


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then be subject to this Agreement, the JOA and the terms of the Leases, and shall be deemed to have assumed the assigning Party's obligations pursuant to this Agreement, the JOA, and the ExiSting Leases, or the AMI Leases resulting hereunder, to the extent of the interest so assigned.
 
Article XM
 
Relationship of the Parties
13.1 It is understood that this Agreement is not intended to create a partnership or joint venture between Westside and Forest, nor shall the provisions of this Agreement be construed as creating such relationship. For Federal income tax purposes, each of the Parties elects to be excluded from the application of all provisions of Subchapter K, Chapter 1, Subtitle A, of the Internal Revenue Code of 1986, as permitted and authorized by Section 761 of said Code and the regulations promulgated therewith. The liability of the Patties hereunder shall be several, not joint or collective.
 
Article XIV Amendments
14.1 Any amendments to this document shall be in writing and executed by the Parties having an interest under the terms and provisions of this Agreement.
 
Article XV
 
Goyernine Law and Venue
15.1 This Agreement shall be governed by and construed and enforced in accordance with the laws of the State of Texas, without regard to conflicts of laws principles thereof, and shall be binding upon and inure to the benefit of the Parties, Operator and their respective heirs, personal representatives, successors, and assigns, and shall supersede all prior oral and written agreements between, the Parties in connection with the subject matter thereof. Venue for all causes of action arising hereunder shall be in Harris County, Texas.
 
Article XVI Bankruptcy
16.1 If following the granting of relief under the Bankruptcy Code to any Party hereto as Debtor thereunder, this Agreement shall be held to be an executory contract under the Bankruptcy Code, then the non-bankrupt Parties shall be entitled to determination by the debtor or any trustee of the debtor within thirty (30) days from the date an order for relief is ordered under the Bankruptcy Code as to rejection or assumption of this Agreement. In the event of an assumption, such Parties seeking determination shall be entitled to adequate assurances as to the future performance of the debtor's obligation hereunder and the protection of the interest of all Parties. The-debtor shall satisfy its obligations to provide adequate assurances by either
advancing payments or depositing the debtor's proportionate share of expenses in escrow.
 
Article XVII Severability
17.1 In case any one or more of the provisions of this Agreement shall, for any reason, be held to be invalid, illegal or unenforceable in any respect, any other provisions in this Agreement shall be construed as if such invalid, illegal or unenforceable provisions had never been contained herein. Such invalid, illegal or unenforceable provisions shall be given effect to the maximum extent then permitted by law.
 
Article XVIII
 
Further Assurances
18.1 Westside and Forest represent that to the best of their knowledge there are no lawsuits, demands, actions or other proceedings pending before any court or governmental agency, or


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threatened, which affect the leasehold within the Contract Area nor the transaction contemplated by this. Agreement
 
18.2 After the execution of this Agreement, the Parties agree to take such further actions and to execute, acknowledge and deliver all such further documents that are necessary or useful in carrying out the purposes of this Agreement or any document delivered pursuant hereto.
 
18.3 This Agreement supersedes any, and all other agreements, either verbal or in writing between the Parties hereto with respect to the subject matter hereof
 
Article XIX
 
Pipeline Projects Within the Contract Area
19.1 Both Parties will have the right to participate for its proportionate working interest in any "Dedicated Trunkline Project" developed within the Contract Area. For the purposes of this Agreement, a "Dedicated Trunkline Project" is defined as any pipeline downstream of any flow line or production facility designed to handle the production from an individual well.. The Dedicated Trunkline Project includes all associated compression and processing facilities constructed or acquired by either Party after the Effective Date that are designed to handle production from multiple wells and which are being constructed solely for the purpose of transporting to market oil or gas produced by either Party within the Contract Area.
 
19.2 Prior to construction of any Dedicated Trunkline Project, a Proposing Party will provide written notice to the other Party of the Dedicated Trunkline Project. Such notice shall include a description of the Dedicated Trunkline Project, the estimated cost of the Dedicated Trunkline Project and the expected economics for the Dedicated Trunkline Project. Within 30 days the Party receiving such written notice, shall elect whether to participate in the Dedicated Trunkline Project. In the event the Party receiving such written notice fails to provide a written response to the proposing Party within such 30 day period, then they shall be deemed to have elected NOT to participate in the Dedicated Trunkline Project. If the Party receiving such written notice elects to participate in the Dedicated Trunkline Project, the Parties will enter into mutually acceptable agreements to govern the ownership, construction and operation of the Dedicated Trunkline Project. If the Party receiving such written notice elects NOT to, or is deemed to have elected to not, participate in the Dedicated Trunkline Project, then their working interest share of any oil or gas transported on such. Dedicated Trunkline Project shall pay a transportation rate which shall be calculated to ensure that the proposing Party recovers its costs for operating the Dedicated Trunkline Project plus a rate of return on its investment consistent with the rate of return that is typically earned in other similar pipeline projects. •
 
IN WITNESS WHEREOF, this Agreement is dated effective June 26, 2006 at 7:00 A.M., Central Standard Time and is specifically conditioned upon and made subject to the complete and final execution of the Purchase and Sale Agreement.
 

[Missing Graphic Reference]
J. C. Ridens
Senior Vice President, Southern Business Unit
WESTSIDE ENERGY CORPORATION


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Exhibit "A"
 
Attached to that certain Joint Exploration Agreement dated June 26, 2006
 
between Forest Oil Corporation and Westside Energy Corporation.
 
Westside Energy Corporation Leases
Lessor
Lessee
Cross Acres
Pict Acres
sues
 
DATED 2/25/2005
Amos, Rita
Westande Energy Corp. .
7.11
'7.11
3-2yr
Bell, Alice, etal
Westside Energy Corp.
181.32
141.00
Syr
8/6/2004
Ball, Ronde!! ,
Wcatddc Energy Corp.
3.00
1.50
Syr
8/6/2004
Bayless
Wcstsidc Energy Corp.
40.20
40.20
3.2yr
10/11/2004
Bearden 14
Westside Energy Corp.
100.00
100.00
Syr
2/6/2004
Reardon, 14 & Robert
Westside Energy Corp.
121.92
121.92
Syr
8/6/2004
Bearden, H, coil
westside Energy Corp.
97.26
97.26
Syr
8/6/2004
Bowman, 13, etux
Westside Energy Corp.
395.00
395.00
3.2yr
8/18/2004
Brent, Cindy
Westside Energy Corp.
7.11
7.11
3-2yr
3/1/2005
Bridges, Helen
WCA9ide Energy Corp,
33.00
33.00
3-2yr
8/18/2004
Brown, Lucretia, del
Westside Energy Corp.
30.37
.30.37
5-5yr
5/18/2004
Cockerharn, Herman
Westside Energy Corp. WastsIde Energy Corp.
82.31 437.86
82.31 437.86
3 year 3 yr
8/24/2005 7/12/2006
Cuokerham, Herman end Patsy
Cockerham, K.G.
Westsidc Energy Corp.
160.00
80.00
3 year
9/2/2005
Cottingarne, Florence
Westside Energy Corp.
290,17
290.17
5-5yr
.2/2.3/2004
Crawford. Bobby
Westside Energy Corp.
50.32
50.32
3.2yr
2/25,2005
Ellison, Charlie Mack
Westside Energy Corp.
161.08
80.54
5 yr
6/10/2003
Ellison. Charlie Mack
Westside Energy Corp.
122.00
40.66
5 yr
6/10/2093
Ellison. lac Parks '
Westside Energy Corp.
161.08
80.54
5 yr
6/10/2003
1.7.11ison• Inc Parks
Westside Energy Corp.
122.00
40.66
5 yr '
6/10/2003
Erickson, J. Bernard, otal
. Westside Energy Corp.
1,532.06
1,302,00
5-5yr
3/1612004
Gelign, P T, Est
Westside Energy Corp•
127.61
127.61
5-5yr
7/12/2004
Gray, R 13, Est
Westside Energy Corp.
138.94
138.94
3.2yr
8/12/2004
Green, Jim
Westside Energy Corp.
648.11 '
534.86
3.3
3/122004
Harris, Stephanie
Westside Energy Corp.
5.00
5.00
3-2yr
8/18/2004
Hill, James R.
Wesulde Energy Corp.
247.06
30,88
5 yr
5/1/2006
Hill, James R. (for Marcia Hill)
Westside Energy Corp.
247.06
30.88
5 yr
, 5/1/2006
Haler, Cathy
Westside Energy Corp.
7.11
7.11
3-2yr
2/25/2005
Johnson, Bryan
Westside Energy Corp,
5331
5331
5-5yr
3/62004
Johnson, lemma
Westside Energy Corp,
98.11
98.11
5-5yr
313112004
Johnston, Marty
Westside Energy Corp.
40,83 -r-
40.83
3-2yr
2/23/2005
Key, Michael, ctux
Westside Energy Carp.
41.53
41.53
Syr
6292004
Knott, W
Westside Energy Corp.
45.00
45.00
3.2yr
8/18/2004
Langford. Edward
Westside Energy Corp.
108.66
108.66
5-5
3/252004
Miller, Jana K. (Kubitzu)
westside Energy Corp,
50.13
50.13
3
10/15/2004
Paryin, Judy (sulivan)
Westside Energy Corp.
103.00
103.00
3.2yr
2/23/2005
Petty, WynclIc
Westside Energy Corp.
132.50
132.50 .
3.2yr
2/23/2005
Pharris, Miriam
Westside Energy Corp.
98.37
9837
5.5
3/22/2004
Poe, Cullen B.
Wcstsidc Energy Corp.
122.00
• 40.66
5 yr
6/11/2003
Primula Inv, Ltd atm L. Cullen Moore
Westside Energy Corp.
574.62
307.00
Syr
5/17/2005
Primula Inv, Ltd ann L. Cullen Moore
Westside Energy Corp.
365.88
70.14
Syr
7/8/2005
Reece, Roth
Westside Energy Corp. .
641.10 .
496.10
Syr ,
623/2004
Shepherd, Victoria
Wcstsidc Energy Corp.
20.82
20.22
Syr
429/2004
Siddons, Julia, eta!
Westside Energy Corp. '
147.00
' 147.00
5yr
4/29/2004
Snider, Roger
Westside Energy Corp.
111.29
111.29
5.5yr
6/292004
Thurston
Westside Energy Corp.
166.80
'166.80
3-2 yr
8/4/2003
Wakefield, Claude
Westside Energy Corp.
33.00
3300
3-2yr
8/18/2004
Williford, Tony
Westside Energy Corp.
104.00
104.00
5-5yr
4/6/2004
Wilson, Joe
Westside Energy Corp.
232.00
232.00
3-2yr
8/182004
Wood, Kim & Brice
Westside Energy Corp.
3.94
3.94
, 3-2yr
9/30/2005 •
   
8,849.93
6838.98
    
FOREST OIL CORPQRATION LEASES
          
           
Jessie J. Johnson
Associated Resources, Inc.
60.000
30.005
  
07/19/05
Hrovard 0. Daniel
Associated Resources, Inc,
60.000
30.000
  
07/19/05
Billy Bob WIlfong
Associated Resources, Inc.
200.000
200.000
  
0728/05
William L. Watson
Associated Resources, Inc.
25.911
25.911
  
08/33/05
James L. & Winnie A. Barnes
Associated Resources, Inc.
236.000
236.000
  
08/24/05
Talmage A. & Lynne I Duncan
Associated Resources, Inc.
40.000
16.751
  
08/17/05
Mary Barnett
Associated Resources, Inc.
271.760
271,760
  
0829/05
William M McDonald
Associated Resources, Mc,
158.000
158.000
  
09/14/05
James II. MOCUllars, d ux
Associated Resources, Inc.
43.560
43.560
  
09/16/05
Raymond Campbell III & Sarah C. Campbell
Associated Resources, Inc.
20.423
10.212
  
08/31/05
James C Ivey Jr Sc Madelyn B
Associated Resources, Inc.
191.680
191.680
  
09/15/05
William)) Greenhill
Associated Resources, Inc.
91.213
28.559
  
09/16/05
James 0 Greenhill
Associated Resources, Inc.
91.213
28,559
  
09/16/05
Travis W Greenhill
Associated Resources, leo,
91.213
28.559
  
09/16/05
Joe Richard Cunningham. or eni
Associated Resources, Inc.
106.059
106.059
  
09/16/05
Tommy Joe Burris. et ux
Associated Resources. Inc.
91.900
91.900
  
09/17/05
Gus C & Gwendolyn E Jones Sr
Associated Resources, Inc.
150.590
150.590
  
09/13/05
Gus G Jones. Jr
Associated Resources. Inc.
266.760
266.760
  
09/15/05
Gwendolyn 2 /ones
Associated Resources, Inc.
83.700
83.700
  
09/15/05
Jo Nell Bryan
Amended Resourees, Ire.
165.190
124.315
  
09/27/05
Jo Noll Bryan
Associated R03011rOCI Inc.
553.797
19.778
  
09/27/05
Gary L. & Karen .I. Nclis
Associated Resources Inn.
20.000
20.000
  
09/18/05
Hudson Higatoweir
Associated Resources Inc.
542.856
19.389
  
09/29/05



 
 
 
07/14/2006


 
Exhibit "A"
 
 
Attached to that certain Joint Exploration Agreement dated June 26, 2006
 
 
between Forest Oil Corporation and Westside Energy Corporation.
 
13, M. Jeffries
Associated Resources, Inc.
542.856
19.389
  
09/29/05
Suzann Roland
Associated Resources, Inc.
542.856
19.389
  
09/29/05
SC & Wilma Ts Gregory
Associated Resources, Inc.
153.830
76.9I5
  
09/28/05
Dot Blitob
Associated Resources, Inc.
542.856
19.389
  
09/27/05
Janet Adair
Associated Resourees, Inc.
542.856
19.389
  
0929/05
Sarah Stewart
Associated Resources, Inc.
542.856
19.389
  
09/29/05
Tommy Hudson
Associated Resources, Inc.
553.797
19.780
  
09/29/05
Pat lefTSies
Associated Resources, Inc.
542.856
19.389
  
09/29/05
lorries A. Showers mid Stephen N. Smith
Associated Resources Inc.
40.000
40,000
  
09/14/05
James A. Showers and Martha Martin Caudle, Trustee of William B Martin Trust and Executrix of Mary Elizabeth Martin Estate
Associated Resources, Inc.
56.690
56.690
  
09/14/05
Arthur & Edna Seedorf
Associated Resources, Inc,
10.000
7.500
  
09/30/05
Dido Trust No I (Duke)
Associated Resources, Inc.
999.850
694310
  
09/01/05
Louis G. & Annie C. Thorpe
Associated Resources, Inc.
44,947
23.474
  
09/20/05
Doris M. Brooks
Associated Resources, Inc.
17.321
17,321
  
0924/05
Comerstone Land, LTD signed by Don Lane L.P. David Taylor, L.P.
Associated Resources, Inc.
542.856
271.430
  
0927/05
William A Spriggs
Associated Resources, Inc.
55,450
55.450
  
09/24/05
Debo,SIngle Sauer
Associated Resources. Inc.
542.856
19.289
  
09/29/05
Bill Yeager
Associated Resources, Inc.
542.856
19.389
  
09/29/05
Donald .1 and Julia B Breeding
Associated Resources. Ine.
104.100
104.100
  
10/13/05
Kaye Robitaillc
Associated Resources, Inc.
542.856
19.389
  
09/29/05
Kenneth C & Phyllis Moffett Hsgemsn
Associated Resources, Ina.
169.980
121.155
  
10/12/05
Joan Clark
Associated Resources, Inc.
542.856
19.389
  
09/29/05
Ann Hollace Ferguson
Associated Resource:, Inc.
138.000
131.000
  
10/23/05
James C Kimmel and wife Sue N Kimmel
Associated Resources, Inc.
111.211
55.609
  
0928/05
Betty Carroll Wills Edwards
Associated Resources, Inc.
184.000
174.000
  
11/13/05
Carol Ramseur
.kssociated Resources, Inc.
542.856
19.389
  
09/29/05
Elizabeth A Cole Living Tr Ag (Pi F6)
Associated Resources', Inc.
23.569
23.569
  
11/10/05
Deborah Ann Cole
Associated Resources, Inc.
18.721
18.721
  
1120/05
Glenn Ray & Kelly Cole
Associated Resources, lee.
5,000
5.000 .
  
11/20/05
Dells.R Bailey, at al
Associated Resources, inc.
400.330
400.330
  
01/24/04
George Bailey Jr
Associated Resources, Inc.
400.130
50.050
  
01/24/06
BenyBailey
Associated Resources, Inc.
400.330
50,040
  
0124/06
Linda Bailey
Associated Resources. Inc.
400.330
16.680
  
01/24/06
Danny Joe Bailey
Associated Resources, Inc.
400.330
16.680
  
(11/24/06
Sidney W Bailey
Associated Resources, Inc.
400.330
50.040
  
0124(06
lames Bailey
Associated Resources, Inc.
400.330
16,680
  
01124/06
Clifford E Williams
Associated Resources, Inc.
400.330
25.020
  
01/24/06
Jacqueline Bailey
Associated Resources, Inc.
401.330
16.680
  
01/24/06
Alicia Isebell Bailey
Associated Resources, Inc.
400.330
50.040
  
01/24/06
Allie M Elwell
Associated Resources, Inc. :
400.330
16.680
  
01/24/06
Ellis Bailey
Associated Resources, Inc.
400.330
50.040
  
01/24/06
Barbara W McMinn
Associated Resources, Inc.
400.330
25.020
  
01/24/06
Della R Bailey
Associated Resources, Inc.
400.330
16.680
  
01/24/06
Classics Sumner
Associated Resources. Inc.
91.130
22.920
  
01/23/06
George Bailey Jr
Associated Resources, Inc.
11.168
12,168
  
0124/06
Carter, Kral
Associated Resources, Inc.
30.000
30.000
  
02/22/06
Hoelscher .1r, Albert
Associated Resources, Inc.
66.000
16.500
  
02/23/06
Elliott, Gloria
Associated Resources, Inc.
83.500
15.656
  
02./18/06
-1.1nderwood,Wanda
.
Associated Resources, Inc,
83,500
15.656
  
02/18/06
Los, Samantha
Associated Resources, Inc.
83.500
15.656
  
02/18/06
Wood, Sandra Lynn
Associated Resources, Inc.
83,500
15.656
  
02/10/06
Ramsey, Susan
Associated Resources, Inc. •
145.330
15.381
  
02/04/06
Bond, Bill
Associated Resources, Inc.
0.000 .
0.000
  
02/04/06
Hoelscher, Alan
Associated Resources. Inc,
66.000
16.500
  
02/27/06
Hoelscher, Phillip
Associated Resources, Inc.
66.000
16.500
  
03/01/06
Ott, Reba Nell
Associated Resources, Inc.
66.000
16.500
  
03/06/06
Montgomery Petroleum, Inc
Associated Resources, Inc.
106.900
24.052
  
03/06/06
Everett, Jeannine
Associated Resources, Inc.
83.000
20.750
  
03/09106
Sellars, Will itun A Jr
Associated Resources, Inc.
89.670
89,670
  
02/24/06
Christian, LaVcrnc
Associated Resources, Inc.
83.000
20.750
  
03/09/06
Everett, Dianna
Associated Resources, Inc.
83.000
20.750
  
03/10/06
Carter, Karl
Associated Resources, Inc.
83.000
20.750
  
02/22/06
Jodi S. Smith
Associated Resources, inc.
138.300
46.100
  
02/09/06
Dcsii Turner Sellars
Associated Resources, Inc.
138.300
46.100
  
03/27/06
Sydney P. Webb •
Associated Resources, Inc.
32.795
30.745
  
0327/06
Maggie Bill Clark
Msoci vied Resources, Inc.
32,795 138.300
30.745 46.100
  
03/27/06 02/09/06
John Patrick Sellers
Associated Resources, lee,
Dye, Howard D., Dye, Beverly 1. (TX Veterans band Board)
Associated Resources. Inc.
14.440
5.415
  
02/14/06
Lambert, Tony D.
Associated Resources. Inc.
11.141
11.141
  
04/24/06
Martin, Elisabeth
Associated Resources, Inc.
57.320
57.320
  
04/24/06
Richardson, Ronnie E., Richardien, Bobbie S.
Associated Resources, Inc.
3.010
3.610
  
04/12/06
Wall, Charles D.; Parker, Lorene Y.
Associated Resources, Inc.
52.180
52.180
  
04)24/06
Hvgan, Oil D.; Phyliss W.
Associated Resources, Inc.
16.028
8.015
  
04/20/06



 
 
 
07/14/2006


 
Exhibit "A"
 
 
Attached to that certain Joint Exploration Agreement dated June 26, 2006
 
 
between Forest Oil Corporation and Westside Energy Corporation.
 
Allen, Richard L.; Sandra L.
Associated Resources, Inc.
26.550
26.550
  
04/18/06
Tyra, Michael W. •
Associated Resources, Inc..
14.900
7.450
  
04/24/06
Walker, Tommy and Anne
Assoeiated Resources, Inc.
30,000
5.445
  
05/09/06
Walker, Brian
Associated Resources, Inc,
8.221
2.055
  
05/09/06
Cheatham, Michael P.
Forest Oil Corporation
106140
87.523
  
05/30/06
Cheatham, Michael M.
Forest Oil Corporation
26,465
26.465
  
05/30/06
Richardton,'Bobby W.
Forest 011 Corporation
49.940
24,970
  
05/24/06
Harper, Jr. Malcolm IC
Forest Oil Corporation
20.000
5.000
  
03/10/06
Ditto Trust No 1
Associated Resources:Inc,
188.183
62.727
  
05/24/06
Brad Copeland and Barry L. Copeland
Pores/ Oil Corporation
114,729
114,729
  
06/15/06
Mary F Kennedy
Adexco Production Company
128,000
128.000
  
06/30/134
Rick Pinner and Sarn Kay Pinner
Adexco Production Company
565340
565.340
  
07/28/04
   
21686.759
6898.541