This Purchase and Sale Agreement (this “Agreement” or “PSA”), dated as of June 4, 2008, is by and between BRADLEY ENERGY U.S.A., INC. (“Bradley”), a Delaware corporation, and QUEST OIL & GAS, LLC (“Quest”), a Kansas limited liability company . Bradley and Quest are sometimes referred to together as the “Parties” and individually as a “Party.”

RECITALS:

WHEREAS, Bradley desires to sell and Quest desires to purchase certain interests in oil and gas properties owned by Bradley.

NOW, THEREFORE, in consideration of the premises and of the mutual promises, representations, warranties, covenants, conditions and agreements contained in this Agreement, and for other valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the Parties agree as follows:

ARTICLE 1

FARMOUT AND PURCHASE OPTION

Section 1.1 Farmout Agreemen t . Concurrently with the First Closing on this PSA (the “First Closing Date”) Bradley and Quest will enter into a Farmout Agreement (the “Farmout Agreement”) pursuant to which Bradley will grant to Quest certain drilling and other rights in and to the oil and gas leases owned by Bradley in Potter County, Pennsylvania, including, but not limited to those set out on the Schedule of Oil and Gas Leases attached as Exhibit A (the “Leases”).

Section 1.2 Consideration for Farmout Agreement . As consideration for Bradley’s execution of the Farmout Agreement and granting of the Purchase Option provided for in Section 1.3, Quest shall deliver to Bradley by wire transfer of immediately available funds at the First Closing the sum of $4,000,000 (“the “Farmout Consideration”).

Section 1.3 Purchase Option . Bradley hereby grants to Quest an option (the “Purchase Option”) to purchase the Leases, on such terms and subject to such conditions as are herein set forth.

Section 1.4 Exercise of Purchase Option . Quest may exercise the Purchase Option at any time during the one year period following the First Closing Date (the “Option Period”) by providing to Bradley written notice (the “Purchase Option Notice”) of Quest’s desire to so exercise.

Section 1.5 Closing of Purchase Option . If Quest notifies Bradley of Quest’s desire to exercise the Purchase Option, the purchase and sale of the Deep Rights to the Leases contemplated thereby shall be closed within 10 Business Days thereafter (the “Second Closing Date”). If Quest elects not to exercise the Purchase Option or if it does not deliver a Purchase Option Notice to Bradley prior to the expiration of the Option Period, then this Agreement shall

PURCHASE AND SALE AGREEMENT

automatically terminate and neither Quest nor Bradley shall thereafter have any further obligation hereunder.

Section 1.6 Closings . Unless otherwise agreed to in writing by Quest and Bradley, the closing of the transactions contemplated to take place on the First Closing Date (the “First Closing”) shall take place at a location and at a time mutually agreeable to the Parties, or by facsimile transmission and courier delivery, or by such other means as Quest and Bradley may mutually agree, on the First Closing Date and the closing of the transactions contemplated to take place on the Second Closing Date (the “Second Closing”) shall take place at a location and at a time mutually agreeable to the Parties, or by facsimile transmission and courier delivery, or by such other means as Quest and Bradley may mutually agree, on the Second Closing Date.

ARTICLE 2

PURCHASE AND SALE

Section 2.1 Purchase and Sale . At the Second Closing, Bradley agrees to sell to Quest and Quest agrees to purchase, accept and pay for (i) all rights, title and interest in and to the Deep Rights to the Leases, and (ii) such rights, title and interest in and to the Easements as are necessary for the exploitation of the Deep Rights to the Leases (the “Access Rights”) excluding any Deep Rights and Access Rights that have been transferred to Quest prior to the Second Closing Date under the Farmout Agreement.

Section 2.2

Certain Definitions . As used herein:

(a) “Affiliate” means, with respect to any Person, a Person that, directly or indirectly, controls, is controlled by, or is under common control with such Person, with control in such context meaning the ability to direct the management or policies of a Person through ownership of voting shares or other securities, pursuant to a written agreement, or otherwise.

(b) “Business Day” means any day other than a Saturday, a Sunday, or a day on which banks are closed for business in New York, New York, United States of America.

(d) “Deep Rights” means all depths from and below the shallower of (i) 300 feet above the top of the Devonian Tully Limestone Formation at a depth of 4677 feet, or (ii) the top of the Geneseo Shale Formation at a depth of 4576 feet ; both as seen in the gamma ray log dated August 26, 2004 for the Ohio Kentucky Oil Company, Crispell #2 well, API # 31-105-21111, Ulysses Township, Potter County Pennsylvania.

(e) “Easements” means all easements, permits, licenses, servitudes, rights of way, surface leases and other surface rights appurtenant to, and used or held for use in connection with, the Deep Rights to the Leases.

(f) “Environmental Claim” means any notice by a Governmental Authority or any Person for personal injury, damage to tangible property, damage to the environment, or for fines, penalties or restrictions resulting from or based upon:

PURCHASE AND SALE AGREEMENT

(i) the existence or the continuation of the existence of a Release (whether sudden or non-sudden, accidental or non-accidental) of or exposure to any Hazardous Material, into or onto the environment (including, without limitation, the air, ground, ground water, surface water or any surface) at, in, by, from or related to the Lands;

(ii) the transportation, storage, treatment or disposal of hazardous substances or Hazardous Materials in connection with the operation of the Leases; or

(iii) the violation or alleged violation of any statute, ordinance, order, rule, regulation, Environmental Permit or license of or from any governmental authority, agency or court relating to environmental matters connected with the Lands.

(g) “Environmental Law” means any and all laws, statutes, ordinances, rules, regulations or orders of any Governmental Authority in effect as of the date of this Agreement pertaining to health or the environment and applicable to the Lands.

(h) “Environmental Permit” means any permit, approval, authorization, license, variance or permission required or received from a Governmental Authority under any Environmental Law.

(i) “Governmental Authority” means any nation and any political subdivision thereof, and any governmental agency, department, court, commission, board, bureau, ministry, agency, or other instrumentality of such a nation or political subdivision exercising or entitled to exercise administrative, executive, judicial, legislative, police, regulatory or taxing authority over the Leases.

(j) “Hazardous Material” means any means any substances or materials defined as hazardous or toxic under any Environmental Law as of the date of this Agreement.

(k) “Hydrocarbons” means oil, gas, coalbed methane gas, other liquid or gaseous hydrocarbons, and/or other minerals, or any of them or any combination thereof, and any refined or unrefined fractions thereof.

(l)

“Lands” means the lands covered by the Leases.

(m) “Laws” means all laws, statutes, rules, regulations, ordinances, orders, decrees, requirements, judgments, and codes of Governmental Authorities other than Environmental Laws.

(n) “Material Adverse Effect” means any event, change, fact, circumstance or condition that has a material adverse effect on (i) the value, prospects, operation or condition (financial or otherwise) of the Leases taken as a whole, or (ii) the ability of Bradley to consummate the transactions contemplated hereby.

(o) “Material Contracts” means all presently existing and material written contracts, agreements and instruments applicable to the Leases.

PURCHASE AND SALE AGREEMENT

(p) “Permit” has the meaning set forth in Section 5.9 (Compliance with Laws) and excludes Environmental Permits.

(q) “Person” means any individual, corporation, company, partnership, limited liability company, trust, estate, Governmental Authority, or any other entity.

(r) “Records” means all of the following, to the extent related to the Deep Rights to the Leases and Access Rights and in the possession of Bradley: all geological, geochemical and geophysical information, geographic and structural geological maps, well logs, paleontological data, stratigraphic studies and data pertaining to permeability or porosity, seismic and gravitational data and production records, engineering (other than reserve engineering) and geological data, bonds, books, records, files, documents (including accounts payable and receivable, accounting records, Leases, deeds, and contracts); all title information (including, but not limited to, lease files, land files, well files, division order files, agreement files, title opinions, abstracts, evidence that rentals and other payments due under the Leases and Material Contracts have been paid, evidence that Taxes have been paid, maps and surveys, lease records and data sheets), applications, inspection reports, environmental impact statements, permits, licenses, orders, consents, notices, correspondence and other statements and instruments pertaining to environmental matters and requirements that have been filed with or supplied to or by any Governmental Authority.

(s) “Release” means any spill, emission, leaking, pumping, injecting, depositing, disposal, discharge, dispersal, leaching or migration into the indoor/outdoor environment or onto or out of any Lands including, without limitation, the movement of any Hazardous Material through or in the air, soil, surface water, groundwater or property and including, without limitation, the meanings of such words as set forth in the Environmental Laws.

(t) “Remedial Action” means any action whether required or voluntarily undertaken to: (a) clean up, remove, treat or in any other way address any Hazardous Material in the indoor/outdoor environment; (b) contain, mitigate or otherwise prevent the release or the threat of Release or minimize the further Release of any Hazardous Material so that it does not migrate or endanger or threaten to endanger public health or welfare of the indoor or outdoor environment; (c) perform pre-remedial studies and investigations and post-remedial monitoring and care required under the Environmental Laws; or (d) recover response or remedial costs or to secure the involvement or cooperation of other Persons potentially responsible for any cost of remediation including, without limitation, prosecuting any legal action.

(u) “Schedule of Material Contracts” means the schedule prepared by Bradley related to the representations and warranties contained in ARTICLE 5 and attached as Exhibit B.

(v)

“Shallow Rights” means all depths above the Deep Rights.

(w) “Tax” means all taxes, including income tax, surtax, margin tax, remittance tax, presumptive tax, net worth tax, special contribution tax, production tax, pipeline transportation tax, value added tax, withholding tax, gross receipts tax, windfall profits tax, profits tax, severance tax, personal property tax, ad valorem tax, real property tax, sales tax,

PURCHASE AND SALE AGREEMENT

service tax, transfer tax, use tax, excise tax, premium tax, customs duties, stamp tax, motor vehicle tax, entertainment tax, insurance tax, capital stock tax, franchise tax, occupation tax, payroll tax, employment tax, social security, unemployment tax, disability tax, alternative or add-on minimum tax, estimated tax, and any other assessments, duties, fees, levies or other charges imposed by a Governmental Authority, together with any interest, fine or penalty thereon, or addition thereto.

Section 2.3 Information About the Leases . EXCEPT AS EXPRESSLY SET FORTH IN THIS AGREEMENT, BRADLEY MAKES NO WARRANTY OR REPRESENTATION, EXPRESS, STATUTORY OR IMPLIED, AS TO (i) THE ACCURACY, COMPLETENESS, OR MATERIALITY OF ANY DATA, INFORMATION OR RECORDS FURNISHED TO QUEST IN CONNECTION WITH THE ASSETS; (ii) THE QUALITY AND QUANTITY OF HYDROCARBON RESERVES (IF ANY) ATTRIBUTABLE TO THE ASSETS; (iii) THE ABILITY OF THE ASSETS TO PRODUCE HYDROCARBONS INCLUDING, WITHOUT LIMITATION, PRODUCTION RATES, DECLINE RATES AND RECOMPLETION OPPORTUNITIES; OR (iv) THE PRESENT OR FUTURE VALUE OF THE ANTICIPATED INCOME, COSTS OR PROFITS, IF ANY, TO BE DERIVED FROM THE ASSETS, PROVIDED, HOWEVER, THAT BRADLEY DOES MAKE THE CONVEYANCE OF THE ASSETS WITH FULL SUBSTITUTION AND SUBROGATION OF QUEST, TO THE EXTENT ASSIGNABLE, IN AND TO ALL COVENANTS AND WARRANTIES BY PREDECESSORS IN TITLE TO QUEST AND WITH FULL SUBROGATION OF ALL RIGHTS ACCRUING UNDER THE STATUTES OF LIMITATION OR PRESCRIPTION UNDER THE LAWS OF PENNSYLVANIA AND ALL RIGHTS OF ACTION OF WARRANTY AGAINST SUCH FORMER OWNERS OF THE ASSETS. ANY DATA, INFORMATION OR OTHER RECORDS FURNISHED BY BRADLEY ARE PROVIDED TO QUEST AS A CONVENIENCE AND QUEST’S RELIANCE ON OR USE OF THE SAME IS AT QUEST’S SOLE RISK. QUEST ACKNOWLEDGES THAT (I) THE EXPRESS WAIVERS IN THIS SECTION 2.3 ARE A MATERIAL AND INTEGRAL PART OF THE TRANSACTIONS CONTEMPLATED BY THIS AGREEMENT AND THE CONSIDERATION THEREOF; AND (II) THESE WAIVERS HAVE BEEN BROUGHT TO THE ATTENTION OF QUEST AND EXPLAINED IN DETAIL AND THAT QUEST HAS VOLUNTARILY AND KNOWINGLY CONSENTED TO THESE WAIVERS. THE ASSIGNMENT TO BE DELIVERED BY BRADLEY AT CLOSING SHALL EXPRESSLY SET FORTH THE DISCLAIMERS OF REPRESENTATIONS AND WARRANTIES CONTAINED IN THIS SECTION 2.3.

ARTICLE 3

PURCHASE PRICE

Section 3.1 Purchase Price . The purchase price for the Deep Rights under the Leases (the “Purchase Price”) shall be $6,500,000, subject to adjustment as follows:

(a) If, as of the Second Closing Date, the number of net mineral acres of land covered by the Leases is greater than the number of net mineral acres of land specified on the Schedule of Leases as of the date of this Agreement, then the Purchase Price shall be adjusted upward by an amount equal to the number of net mineral acres so increased multiplied by $350.

PURCHASE AND SALE AGREEMENT

(b) If, as of the Second Closing Date, the number of net mineral acres of land covered by the Leases is less than the number of net mineral acres of land specified on the Schedule of Leases as of the date of this Agreement, then the Purchase Price shall be adjusted downward by an amount equal to the number of net mineral acres so decreased multiplied by $350.

(c) By any amount necessary to account for Title Defects in accordance with the provisions of Section 4.4 (Title Defects).

ARTICLE 4

TITLE MATTERS

Section 4.1

Title .

(a) Bradley represents and warrants to Quest that Bradley has (i) Defensible Title in and to all the Leases as to the working interests and net revenue interests described in the Schedule of Leases (Exhibit A), free and clear of any Encumbrances except Permitted Encumbrances and Encumbrances that are to be released at Second Closing. Provided however, Quest takes title to the Leases subject to all items of record, and all items that can be learned through an inspection of the Leases. Bradley makes no representation or warranty of the quality or quantity of the lessor’s or landowner’s title to the oil and gas estate.

(b) The assignment of the Leases, in substantially the form of the Form of Assignment attached as Exhibit C , to be delivered by Bradley to Quest at the Second Closing will contain a special warranty of title by, through and under Bradley, but not otherwise, subject to Permitted Encumbrances (as defined in Section 4.3) and will transfer to Quest all of Bradley’s rights or actions on title warranties given or made by Bradley’s predecessors.

Section 4.2 Definition of Defensible Title . As used in this Agreement, the term “Defensible Title” means that title of Bradley in and to the Leases which, subject to Permitted Encumbrances:

(a) entitles Bradley to receive not less than an 81.25% net revenue interest with respect to any of the Leases without reduction during the life of the Leases;

(b) obligates Bradley to pay costs and expenses relating to each of the Leases in an amount not greater than the working interest set forth under the caption “Working Interest” or “WI” as set forth in Schedule of Leases ( Exhibit A ) with respect to the Leases, without increase over the life of the Leases;

(d) as used in this Agreement, “Encumbrance” means any pledges, restrictions, charges, leases, liens, mortgages, security interests, contract obligations, options, area of mutual interest agreements, claims and encumbrances of any kind or character, obligation, irregularity or other defect (including a discrepancy or error in net revenue interest or working interest as set forth in the Schedule of Leases ).

PURCHASE AND SALE AGREEMENT

Section 4.3 Definition of Permitted Encumbrances . As used herein, the term “Permitted Encumbrances” means any or all of the following:

(a) Lessors’ royalties, reversionary interests and other burdens (and any liens or security interests created by law or reserved in instruments creating such interests to secure payment of same) to the extent that they do not, individually or in the aggregate, reduce Bradley’s net revenue interests with respect to any of the Leases below 81.25% or increase Bradley’s working interest above that shown in the Schedule of Leases (Exhibit A) without a corresponding increase in the net revenue interest;

(b) All leases, unit agreements, pooling agreements, operating agreements, production sales contracts, division orders and other contracts, agreements and instruments applicable to the Leases, to the extent that they do not, individually or in the aggregate, reduce Bradley’s net revenue interests in any of the Leases below 81.25% or increase Bradley’s working interest in any of the Leases above that shown in the Schedule of Leases (Exhibit A) without a corresponding increase in the net revenue interest;

(c) Third-party consent requirements, preferential rights and similar restrictions with respect to which waivers or consents are obtained by Bradley from the appropriate parties prior to the Second Closing or the appropriate time period for asserting the right has expired; provided, however, that Bradley cannot guarantee that any lessor under a Lease will grant a required consent to assign and the failure to secure such a consent to assign will not constitute a material default or material Title Defect under this Agreement;

(d) Liens for current Taxes or assessments not yet due or delinquent on the Second Closing Date;

(e) Materialmen’s, mechanic’s, repairman’s, employee’s, contractor’s, operator’s and other similar liens or charges arising in the ordinary course of business for amounts not yet delinquent as of the Second Closing;

(f) All rights to consent by, required notices to, filings with, or other actions by Governmental Authorities in connection with the sale or conveyance of oil and gas leases or interests therein or sale of production therefrom if the same are customarily obtained subsequent to such sale or conveyance;

(g) Easements, rights of way, servitudes, permits, surface leases, and other rights in respect of surface operations on or over any of the Leases that do not interfere with the current or proposed operations on the Leases; or

(h) Any Encumbrances that do not, individually or in the aggregate, detract from the value of or materially interfere with the use, ownership or operation of the Leases subject thereto or affected thereby (as currently used, owned or operated) and which would be accepted by a reasonably prudent buyer engaged in the business of owning and operating oil and gas properties in Pennsylvania.

Section 4.4 Title Defects . Bradley shall deliver the Leases to Quest, as provided in this Agreement and the Assignment, with an 81.25% net revenue interest. If, prior to the Second

PURCHASE AND SALE AGREEMENT

Closing, Quest discovers that (a) Bradley’s title to the Deep Rights to one or more of the Leases is subject to an outstanding mortgage, deed of trust, lien, security interest, or other burden or encumbrance; (b) Bradley does not have Defensible Title to one or more of the Leases; or (c) Bradley is in default under some provision of a Lease or other contract affecting the Deep Rights to any of the Leases, and the defect will materially affect Quest’s rights to conduct operations in and on the Deep Rights to the defective Lease (each of clauses (a) through (c) referred to either individually or collectively as a “Title Defect”), then Quest shall promptly notify Bradley of such Title Defect in writing (a “Title Defect Notice”). Any such Title Defect Notice delivered by Quest shall include appropriate evidence and documentation to substantiate Quest’s position. Upon delivery of a Title Defect Notice by Quest, Bradley, at Bradley’s option, may attempt to cure the applicable Title Defect at Bradley’s sole risk, cost and expense within 30 days after its receipt of a Title Defect Notice. If, within the 30-day period, Bradley is unable or unwilling to cure the applicable Title Defect to Quest’s satisfaction, then Quest shall have the option to exclude the subject Lease from this Agreement and the Purchase Price shall be adjusted downward by an amount equal to $350 per net leased mineral acre for any and all Leases that were subject to or affected by the Title Defect.

ARTICLE 5

REPRESENTATIONS AND WARRANTIES OF BRADLEY

Bradley represents and warrants to Quest the following:

Section 5.1 Existence . Bradley is a corporation duly organized, validly existing and in good standing under the laws of the State of Delaware. Bradley is qualified to do business and is in good standing under the laws of the Commonwealth of Pennsylvania.

Section 5.2 Power . Bradley has all requisite company power and authority to carry on its business as presently conducted, to own, lease and operate the Leases and to enter into and perform this Agreement and consummate the transactions contemplated by this Agreement.

Section 5.3 Authorization and Enforceability . The execution, delivery and performance of this Agreement, and the performance of the transactions contemplated hereby, have been duly and validly authorized by all necessary corporate and shareholder action on the part of Bradley. This Agreement has been duly executed and delivered by Bradley and all documents required hereunder to be executed and delivered by Bradley at either the First Closing or the Second Closing will be duly executed and delivered by Bradley, and this Agreement and such other documents constitute, and at both the First Closing and the Second Closing such documents will constitute, the valid and binding obligations of Bradley, enforceable in accordance with their respective terms except as such enforceability may be limited by applicable bankruptcy, moratorium, insolvency, reorganization or other similar laws affecting the rights and remedies of creditors generally.

Section 5.4 No Conflicts . The execution, delivery and performance of this Agreement by Bradley, and the transactions contemplated by this Agreement will not (i) violate any provision of the articles of incorporation or bylaws of Bradley, (ii) result in a default (with due notice or lapse of time or both) or the creation of any lien or encumbrance (other than Permitted Encumbrances) or give rise to any right of termination, cancellation or acceleration under any of

PURCHASE AND SALE AGREEMENT

the terms, conditions or provisions of any note, bond, mortgage, indenture, license or agreement to which Bradley is a party or which affect the Leases, (iii) violate any judgment, order, ruling, or decree applicable to Bradley as a party in interest or the Leases, (iv) violate any Laws applicable to Bradley or any of the Leases, or (v) require any filing with, notification of or consent, approval, authorization or waiver of any Governmental Authority or other Person.

Section 5.5 Liability for Brokers’ Fees . Quest shall not directly or indirectly have any responsibility, liability or expense, as a result of actions, undertakings or agreements of Bradley for brokerage fees or other similar forms of compensation in connection with this Agreement.

Section 5.6 Litigation . There is no claim, action, suit, litigation, proceeding, arbitration, governmental inquiry, or, to the knowledge of Bradley, other investigation or inquiry of any kind, at law or in equity (including actions or proceedings seeking injunctive relief), pending with respect to or, to the knowledge of Bradley, threatened against Bradley or the Leases, and neither Bradley nor the Leases is subject to any continuing order of, consent decree, settlement agreement or other similar written agreement with, or, to the knowledge of Bradley, continuing investigation by, any Governmental Authority, or any judgment, order, writ, injunction, decree or award of any Government Authority or arbitrator, including, without limitation, cease-and-desist or other orders.

Section 5.7 Taxes and Assessments . Bradley has caused to be timely filed all Tax returns. Bradley has timely and properly paid or caused to be paid all Taxes, including all ad valorem, property, production, severance, transportation and similar Taxes based upon or measured by the ownership of or the production of Hydrocarbons from the Leases, except those being contested in good faith. Bradley has not received written notice of any pending claim against Bradley from any applicable taxing authority for assessment of Taxes. There are no audits of Bradley by any applicable taxing authority with respect to Taxes. Except for statutory liens for property taxes and ad valorem taxes, which are not yet due and payable, there are no tax liens on or with respect to the Leases.

Section 5.8 Outstanding Capital Commitments . There are no outstanding commitments to make capital expenditures on the Lands that will be binding on Quest and which Bradley reasonably anticipates will require expenditures in excess of $50,000 in the aggregate.

Section 5.9 Compliance with Laws . Bradley is in possession of all franchises, grants, authorizations, licenses, permits, easements, variances, exemptions, consents, certificates, approvals and orders necessary to own and/or lease the Lands and to carry on its business with respect to the Leases as it is now being conducted (collectively, the “Permits”), and there is no action, proceeding or, to the knowledge of Bradley, investigation pending or threatened regarding suspension or cancellation of any of the Permits. Bradley is not in conflict with, or in default or violation of, (a) any Law to which Bradley is subject or any of the Leases are bound or subject or (b) any of the Permits, and which violation would have a Material Adverse Effect.

Section 5.10 Payments for Production . Bradley is not obligated by virtue of a take or pay payment, call, advance payment, production payment or other similar payment or obligation (other than Royalties to deliver Hydrocarbons, or proceeds from the sale thereof, attributable to

PURCHASE AND SALE AGREEMENT

the Leases at some future time without receiving payment therefore at or after the time of delivery

Section 5.11 Material Contracts . Neither Bradley nor, to the knowledge of Bradley, any other party is in default under any Material Contract. Ther

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