Common Contracts

AGENCY AGREEMENT

Agency Agreement • July 3rd, 2013 • Alberta

• Contract Type
  Agency Agreement
• Filed
  July 3rd, 2013
• Jurisdiction
  Alberta

FirstEnergy Capital Corp. (the "Lead Agent") and Canaccord Genuity Corp. and GMP Securities L.P. (together with the Lead Agent, the "Agents") understand that Canadian Overseas Petroleum Limited (the "Corporation" or "COPL") proposes to complete a short form prospectus offering (the "Offering") of common shares (the "Common Shares") of the Corporation at a price of $0.20 per Common Share (the "Offering Price") to subscribers (the "Offering"). The Offering is comprised of a minimum of 30,000,000 up to a maximum of 50,000,000 Common Shares.