EXHIBIT 10.3
Commonwealth Energy (USA) Inc.
0000 Xxxxxxx Xxxx. Xxxxx 0000 Xxxxxxxx Xxxx, XX. 00000
Telephone 000-000-0000 Fax 000-000-00
March 31, 2003
Xx. Xxxxx Xxxxxxxx
000-0000 Xxxx Xxxxxx Xxx
Xxxxx Xxxx, XX
Xxxxxx X0X 0X0
Dear Lorne:
This Letter Agreement ("the AGREEMENT") is entered into this ____ day of March
2003, between Empire Energy Inc. a Utah corporation ("Empire"), Commonwealth
Energy (USA) Inc. ("Commonwealth"), and Xxxxx Xxxxxxxx an individual
("Torhjelm").
WHEREAS, Empire acquired Commonwealth Energy Corp. a Canadian Company and
subsidiaries including Commonwealth Energy (USA) Inc. during 2001, and
WHEREAS, Torhjelm, was an officer and director of both Commonwealth Energy Corp.
the Canadian Company and Commonwealth Energy (USA) Inc. prior to Empire
acquiring both companies, and
WHEREAS, Commonwealth Energy Corp. entered into a lease agreement with Culease
Financial Services, dated November 12, 1999, to lease certain oil well
equipment, and
WHEREAS, Culease Financial Services filed a Writ of Summons in the Supreme Court
of British Columbia on August 7, 2002 under Vancouver Registry Action S024398
against defendants Empire Exchangeco Ltd., a subsidiary of Empire, Xxxxx
Xxxxxxxx and Xxxxxx X. Xxxxxxx to collect amounts due from the equipment lease.
Subsequently, on August 23, 2002 Culease Financial Services obtained a Default
Judgment against the defendants in the amount of CAN$34,315.82 plus interest and
cost of CAN$1,427.53, copy of which is attached as Exhibit A, and
WHEREAS, Commonwealth is the owner of a Promissory Note from Energas Corp., an
unrelated company, in the amount of US $25,000 dated October 15, 1999 and
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:
1. Commonwealth will assign the Energas note in the amount of US $25,000
to Torhjelm, and
2. Torhjelm will pay and settle the Culease Financial Services judgment
in the amount of CAN$34,315.82 plus all cost and interest and hold
Empire, Commonwealth, affiliated companies, officers and directors of
the companies harmless from any claim or cause of action from Culease
Financial Services.
IN WITNESS WHEREOF, the parties have executed this Agreement as of the day and
year written above.
Empire Energy Corp Xxxxx Xxxxxxxx
By:______________________ By: __________________________
Xxxxxx Xxxxxxxx, CEO Xxxxx Xxxxxxxx
Commonwealth Energy (USA) Corp
By:______________________
Xxxxxx Xxxxxxxx, Treasurer
