Memorandum of Understanding between Fouce Oil and Slide
It is proposed that Fouce Oil and Slide will temporarily combine their exploration activities, with Slide taking overall control in recognition of the greater expertise of its professional exploration staff.
This collaboration will work as follows:
1. Slide will take responsibility for the management and operation of all future exploration activities for the two companies, with effect from 1 October 2015.
2. Fouce Oil will second all of its professional oil exploration staff to Slide. Fouce will continue to employ these staff and will pay their salaries.
3. Slide will brief Fouce Oil's professional oil exploration staff on all operational matters relating to exploration activities for the duration of this arrangement.
4. The provisions of paragraph 3 will apply to any projects in which Slide participates with third parties on a farm-in or other joint venture basis.
5. In recognition of Slide's greater expertise, Fouce Oil will offer its entire portfolio of existing exploration rights to this venture, without any charge to Slide. Fouce Oil will also pay for 55% of any and all exploration costs, leaving Slide responsible for the remaining 45%.
6. The revenues from all successful discoveries will be shared equally by Slide and Fouce Oil. In the event that either party wishes to sell an oil well, the other will have the option of purchasing the other's rights for 50% of the well's agreed valuation.
7. This arrangement will be subject to review at the end of five years and annually thereafter. In the event that either party wishes to discontinue the arrangement, all ongoing exploration projects will be drawn to an orderly conclusion.
Signed
Thomas Yip, Chief Executive Officer, Fouce Oil
Andrew Jones, Chief Executive Officer, Slide
14 May 2015