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EMPLOYMENT AGREEMENT

THIS AGREEMENT effective as of the 8th day of June, 2007 (the
Effective Date)

BETWEEN:

> FOX PETROLEUM INC., a public company incorporated
>             under the laws of the State of Nevada, with an office at 102 West
>             One Panorama, 18 Fitzwilliam Street, Sheffield, England S1 4JQ
>           (the Employer)

OF THE FIRST PART

AND:

> RICHARD MOORE, of 1115 Finchley Road, London,
>             NW11 0QD
>           (the Executive)

OF THE SECOND PART

WHEREAS:

A.                    
WHEREAS the Employer wishes to employ the Executive and the Executive wishes to
be employed by the Employer as the President and Chief Executive Officer (CEO)
of the Employer;

B.                    
WHEREAS the Employer acknowledges that the Executive commenced his employment on
April 20, 2007; and

C.                    
WHEREAS the Employer and the Executive wish to clarify the terms of the
Executives employment with the Employer.

NOW THEREFORE, THIS AGREEMENT WITNESSETH that in consideration
of the mutual covenants herein contained, and for other good and valuable
consideration (the receipt and sufficiency of which is hereby acknowledged), the
parties hereto agree as follows:

**1.**                   
**EMPLOYMENT, TERM, POSITION, DUTIES, ETC.**

1.1                   Employment.
The Employer hereby employs the Executive and the Executive hereby accepts
employment upon the terms and conditions as set out in this Agreement.

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1.2                  
Term. This Agreement will be for an indefinite period and may be
terminated by the Executive or the Employer in accordance with Section 5 of this
Agreement (the Term).

1.3                  
Position. The Executive will serve as the President and Chief Executive
Officer of the Employer.

1.4                  
Duties. The Executive will perform such duties as are assigned to the
Executive by the Employer, including those regularly and customarily performed
by a President and Chief Executive Officer, including responsibility for all
activities regarding the Employer, its subsidiaries, and its joint venture
companies (collectively, the Duties). The Executive, from time to time, will
provide written progress reports, satisfactory in form and content to the
Employer, with respect to the Duties.

**2.**                   
**COMPENSATION**

2.1                  
Salary and Work Commitment. The Employer will pay to the Executive a
salary of US $12,000 per month, payable in monthly installments, in arrears,
subject to all required tax withholdings, statutory and other deductions (Base
Salary). The Executive will be required to provide the Duties to the Employer a
minimum of three (3) days per week (the Time Commitment). The Base Salary and
Time Commitment will be reviewed six (6) months from the date of execution of
this Agreement.

2.2                  
Reimbursement of Expenses. The Employer will reimburse the Executive for
all reasonable travelling and other expenses actually and properly incurred by
him in connection with his Duties hereunder in accordance with the Employers
policies, provided that such expenses will be subject to annual presentation to
the Board of Directors, and such expenses may be subject to further verification
by the Audit Committee or the Board of Directors of the Employer. For all such
expenses, the Executive will furnish the Employer with such statements, receipts
or other reasonable documentation and within the applicable time period as may
be reasonably required by the Employer.

2.3                  
Vacation. The Executive will be entitled to a minimum annual vacation of
four weeks. The Executive will use his best efforts to ensure that such vacation
is arranged with the Employer in advance such that it does not unduly affect the
operations of the Employer.

**3.**                   
**EXECUTIVE OBLIGATIONS**

3.1                  
Confidential Information. The Executive will not, either during the term
of this Agreement or at any time thereafter, without specific consent in
writing, disclose or reveal in any manner whatsoever to any other person, firm
or corporation, nor will he use, directly or indirectly, for any purpose other
than the purposes of the Employer, the private affairs of the Employer or any
confidential information which he may acquire during the term of this Agreement
with relation to the business and affairs of the directors and shareholders of
the Employer, unless the Executive is ordered to do so by a court of competent
jurisdiction or unless required by any statutory authority.

3.2                   Non-Disclosure
Provisions. The Executive will be subject to further non-disclosure
provisions contained in Schedule A to this Agreement.

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3.3                  
Full Time and Efforts. During the term of the Executives employment
pursuant to this Agreement, the Executive will devote his full time and effort
and attention to the Duties.

3.4                  
Employers Policies. The Executive acknowledges and agrees that the
Executive is bound by the various employment and other policies of the Employer,
notwithstanding that those policies may be varied, changed, deleted or added to,
from time to time. It is the Executive's responsibility to familiarize himself
with the current policies and to observe them. If there is an express conflict
between any such policies and this Agreement, then this Agreement governs.

3.5                  
Employers Property. Upon the termination of the Executives employment
with the Employer for any reason, or whenever requested by the Employer, the
Executive will deliver to the Employer all property belonging to the Employer,
including, without limitation:

| | (a) | any keys, security cards, passwords, devices, documents,
      papers, plans, materials or other property, and any copies or
      reproductions thereof, which may have come into the Executives possession
      during the course of the Executives employment with the
  Employer;
| | --- | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| |     |                                                                                                                                                                                                                                                                                         
| | (b) | any items of any nature created by the Executive in the
      course of his employment, whether completed or not;                                                                                                                                                                       
| |     |                                                                                                                                                                                                                                                                                         
| | (c) | any communications or documentation transmitted by,
      received from, or stored in the Employers computer, email or voicemail
      systems, regardless of any personal content; and                                                                                                
| |     |                                                                                                                                                                                                                                                                                         
| | (d) | any Confidential Information as defined in Schedule A
      to this Agreement.                                                                                                                                                                                                        

3.6                  
Medical Disability. If the Executive is on leave for medical reasons, or
the Executive requests a change in the Duties or hours of work for medical
reasons, the Executive agrees to cooperate with the Employer in obtaining any
information reasonably necessary for assisting the Employer with assessing the
Executives ability to work and any accommodations required of the Employer.

**4.**                   
**NON-SOLICITATION**

4.1                   Non-Solicitation.
During the term of this Agreement and for a period of one year from the date of
termination of this Agreement for any reason, the Executive will not:

| | (a) | solicit or entice, or attempt to solicit or entice,
      either directly or indirectly, any supplier, contractors, consultant,
      customer or prospective customer of the Employer as at the date of
      termination of this Agreement, to become a supplier, contractor,
      consultant, or customer of any business or enterprise that competes with
      the Employer;
| | --- | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| |     |                                                                                                                                                                                                                                                                                                                                                                                   
| | (b) | solicit or entice, or attempt to solicit or entice,
      either directly or indirectly, any employee of the Employer as at the date
      of termination of this Agreement, to                                                                                                                                                                                                   

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become an employee of any business or
enterprise that competes with the Employer.

**5.**                    **TERMINATION**

5.1                  
Termination for Cause. Notwithstanding any other provision in this
Agreement, the Employer may terminate the employment of the Executive at any
time without notice or pay in lieu thereof for Cause, defined below, or death
of the Executive.

5.2                   Definition
of Cause. For the purposes of this Agreement Cause includes:

| | (a) | fundamental breach of this Agreement by the
    Executive;                                                                                                                                                                                                                                                                 
| | --- | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| |     |                                                                                                                                                                                                                                                                                                                            
| | (b) | in the opinion of the Employer, poor performance by the
      Executive after being advised as to the standard required;                                                                                                                                                                                                   
| |     |                                                                                                                                                                                                                                                                                                                            
| | (c) | any intentional or grossly negligent disclosure of any
      Confidential Information by the Executive;                                                                                                                                                                                                                    
| |     |                                                                                                                                                                                                                                                                                                                            
| | (d) | any improper use of the Employers property;                                                                                                                                                                                                                                                                               
| |     |                                                                                                                                                                                                                                                                                                                            
| | (e) | violation of any local, state or federal statute by the
      Executive, including, without limitation, an act of dishonesty such as
      embezzlement or theft, whether committed during the course of or in
      relation to the Executives employment with the Employer or
    otherwise;                            
| |     |                                                                                                                                                                                                                                                                                                                            
| | (f) | conduct by the Executive that, in the opinion of the
      Employer, is materially detrimental to the business or financial position
      of the Employer, including conduct that has the potential to injure the
      reputation of the Employer if the Executive is retained as an Executive of
      the Employer; and
| |     |                                                                                                                                                                                                                                                                                                                            
| | (g) | any and all omissions, commissions or other conduct which
      would constitute just cause at law.                                                                                                                                                                                                                        

|5.3 | Termination Without Cause.Either the Executive or
      the Employer may terminate the Executives employment without cause, upon
      the notice set out below:
|--- | -----------------------------------------------------------------------------------------------------------------------------------------------------------------
|    |                                                                                                                                                                  
|    | (a)                                                                                                                                                              
|    |                                                                                                                                                                  
|    | (b)                                                                                                                                                              

5.4                   Release.
By providing the payment as set out in this Agreement, the Employer will be
released from all salary and severance obligations owing or becoming owed to the
Executive arising out of this Agreement, the Executives employment or the
Executives termination.

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**6.**                   
**GENERAL PROVISIONS**

6.1                  
Notices and Requests. All notices and requests in connection with this
Agreement will be deemed given as of the day they are received either by
messenger, delivery service, or mailed by registered or certified mail with
postage prepaid and return receipt requested and addressed as follows:

| | (a) | If to the Employer:                                            
| | --- | ---------------------------------------------------------------
| |     | FOX PETROLEUM INC.                                             
| |     | 102 West One Panorama                                          
| |     | 18 Fitzwilliam Street                                          
| |     | Sheffield, England S1 4JQ5608
      Attention: Alexander Craven

| |     | with a copy to:                                                    
| | --- | -------------------------------------------------------------------
| |     |                                                                    
| |     | CLARK WILSON LLP                                                   
| |     | Suite 800-885 West Georgia Street                                  
| |     | Vancouver, British Columbia V6C 3H1 Attention:
      Bernard Pinsky
| |     |                                                                    
| | (b) | If to the Executive:                                               
| |     |                                                                    
| |     | RICHARD MOORE 1115 Finchley Road London NW11
      0QD             

or to such other address as the party to receive notice or
request so designates by written notice to the other.

6.2                  
Agreement Voluntary. The parties acknowledge and declare that in
executing this Agreement they are each relying wholly on their own judgment and
knowledge and have not been influenced to any extent whatsoever by any
representations or statements made by or on behalf of the other party regarding
any matters dealt with herein or incidental thereto.

6.3                  
Agreement Equitable. The parties further acknowledge and declare that
they each have carefully considered and understand the provisions contained
herein, including, but without limiting the generality of the foregoing, the
Executive's rights upon termination and the restrictions on the Executive after
termination and agree that the said provisions are mutually fair and equitable,
and that they executed this Agreement voluntarily and of their own free will.

6.4                  
Agreement Non-Assignable. This Agreement and all other rights, benefits
and privileges contained herein may not be assigned by the Executive.

6.5                  
Enurement. The rights, benefits and privileges contained herein will
enure to the benefit of and be binding upon the respective parties hereto, their
heirs, executors, administrators and successors.

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6.6                  
Entire Agreement. This Agreement, including any schedules referred to in
this Agreement, supersede all prior representations, arrangements, negotiations,
understandings and agreements between the parties, both written and oral,
relating to the terms and conditions of the Executives Employment with the
Employer and sets forth the entire complete and exclusive Agreement and
understanding between the parties relating to the terms and conditions of the
Executives Employment with the Employer.

6.7                  
Waiver. No consent or waiver, express or implied, by either party to or
of any breach or default by the other party in the performance by the other of
its obligations herein will be deemed or construed to be a consent or waiver to
or of any breach or default of the same or any other obligation of such party.
Failure on the part of any party to complain of any act or failure to act, or to
declare either party in default irrespective of how long such failure continues,
will not constitute a waiver by such party of its rights herein or of the right
to then or subsequently declare a default.

6.8                  
Severability. If any provision contained herein is determined to be void
or enforceable in whole or in part, it is to that extent deemed omitted. The
remaining provisions will not be affected in any way.

6.9                  
Amendment. This Agreement will not be amended or otherwise modified
except by a written notice of even date herewith or subsequent hereto signed by
both parties.

6.10                 
Survival. Notwithstanding the termination of this Agreement and the
Executives employment, the provisions of Sections 3.1, 3.2, 3.3, 3.6, 4 and of
Schedule A to this Agreement will survive such termination and be continuing
obligations.

6.11                 
Further Assurances. Each of the parties agrees to execute such further
and other documents and instruments and to do such further and other things as
may be necessary to implement and carry out the intent of this Agreement.

6.12                 
Governing Law. This Agreement is subject to and governed by the laws of
the State of Nevada.

6.13                 
Headings. The headings of the sections and subsections herein are for
convenience only and will not control or affect the meaning or construction of
any provisions of this Agreement.

6.14                 
Understanding. The Executive represents and warrants that he has read,
understands, agrees with all the provisions of this Agreement and has obtained
independent legal advice with respect to it or waives such advice.

6.15                 
Execution in Several Counterparts. This Agreement may be executed by
facsimile and in several counterparts, each of which will be deemed to be an
original and all of which will together constitute one and the same instrument.

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IN WITNESS WHEREOF, the parties hereto have executed this
Agreement as of the date first written above.

FOX PETROLEUM INC.

Per: /s/ Alexander Craven

Authorized Signatory

|SIGNED, SEALED and DELIVERED by   | ) |                        
|--------------------------------- | - | -----------------------
|RICHARD MOORE in the presence of: | ) |                        
|/s/ Richard Moore                 | ) |                        
|Signature                         | ) |                        
|Richard Moore                     | ) |                        
|Print Name                        | ) | /s/
      Richard Moore
|Flat 5, 1115
      Finchley Road  | ) | RICHARD MOORE          
|Address                           | ) |                        
|London, England                   | ) |                        
|                                  | ) |                        
|CEO                               | ) |                        
|Occupation                        | ) |                        
|                                  | ) |                        

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SCHEDULE A

NON-DISCLOSURE PROVISIONS

|1. | CONFIDENTIAL INFORMATION AND
    MATERIALS
|-- | ------------------------------------------

| | (a) | Confidential Information will mean, for the purposes of
      this Agreement, non-public information which the Employer designates as
      being confidential or which, under the circumstances surrounding
      disclosure ought reasonably to be treated as confidential. Confidential
      Information includes, without limitation, information, whether written,
      oral or communicated by any other means, relating to released or
      unreleased the Employer software or hardware products, the marketing or
      promotion of any product of the Employer, the Employer business policies
      or practices, and information received from others which the Employer is
      obliged to treat as confidential. Confidential Information disclosed to
      the Executive by any subsidiary and/or agents of the Employer is covered
      by this Agreement.
| | --- | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| |     |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
| | (b) | Confidential Information will not include that
      information defined as Confidential Information hereinabove which the
      Executive can exclusively establish:                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              
| |     |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
| |     | (i)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                
| |     |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
| |     | (ii)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               
| |     |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
| |     | (iii)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              
| |     |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
| |     | (iv)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               
| |     |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
| | (c) | Confidential Materials will include all tangible
      materials containing Confidential Information, including, without
      limitation, written or printed documents and computer disks or tapes,
      whether machine or user readable.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       

|2. | RESTRICTIONS
|-- | ------------
|   |             
|   | (a)         

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| |     | reasonable notice to the Employer prior to such
      disclosure and will comply with any applicable protective order or
      equivalent.                                                                                                                                                                                                                                   
| | --- | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| |     |                                                                                                                                                                                                                                                                                                                                                                              
| | (b) | The Executive will take reasonable security precautions,
      at least as great as the precautions it takes to protect his own
      confidential information, to keep confidential the Confidential
      Information, as defined hereinabove.                                                                                                                             
| |     |                                                                                                                                                                                                                                                                                                                                                                              
| | (c) | Confidential Information and Materials may be disclosed,
      reproduced, summarized or distributed only in pursuance of the business
      relationship of the Executive with the Employer, and only as provided
      hereunder. The Executive agrees to segregate all such Confidential
      Materials from the materials of others in order to prevent
    co-mingling.

|3. | RIGHTS AND REMEDIES
|-- | -------------------
|   |                    
|   | (a)                
|   |                    
|   | (b)                
|   |                    
|   | (c)                
|   |                    
|4. | MISCELLANEOUS      
|   |                    
|   | (a)                
|   |                    
|   | (b)                

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