EARTH SOURCE ENERGY INC.
                                      -and-
                            PACIFIC GEO EXCHANGE INC.
                                      -and-
                              MUELLER FAMILY TRUST
                                      -and-
                                JADE EAGLE TRUST
                                      -and-
                             ARIES DEVELOPMENTS LTD.
                                      -and-
                                  LYNN MUELLER
                                      -and
                                  MARK MCCOOEY
                                      -and-
                                   PAUL CALLON
                                      -and-
                     ESSENTIAL INNOVATIONS TECHNOLOGY CORP.



                                 ADDENDUM TO THE
                            SHARE PURCHASE AGREEMENT

<PAGE>

                    ADDENDUM TO THE SHARE PURCHASE AGREEMENT

THIS ADDENDUM TO THE SHARE PURCHASE AGREEMENT made as of the 8th day of
February, 2006,

BETWEEN:

         Earth Source Energy Inc., a corporation existing under the laws of the
         Province of British Columbia (hereinafter called "ESE")
                                      -and-
         Pacific Geo Exchange Inc., a corporation existing under the laws of the
         Province of British Columbia (hereinafter called "PacGeo")
                                      -and-
         Lynn Mueller of the Province of British Columbia (hereinafter called
         "Lynn")
                                      -and-
         Lynn Mueller, sole trustee of the Mueller Family Trust, a trust settled
         and constituted under the laws of the Province of British Columbia
         (hereinafter called the "Mueller Trust")
                                      -and-
         Mark McCooey of the Province of British Columbia (hereinafter called
         "Mark")
                                      -and-
         Mark McCooey, sole trustee of the Jade Eagle Trust, a trust settled and
         constituted under the laws of the Province of British Columbia
         (hereinafter called the "Jade Eagle Trust")
                                      -and-
         Aries Developments Ltd., a corporation existing under the laws of the
         Province of British Columbia (hereinafter called "Aries")
                                      -and-
         Paul Callon of the Province of British Columbia (hereinafter called
         "Callon")
                                      -and-
         (Mueller Trust, Jade Eagle Trust, and Aries hereinafter individually
         referred to as a or the "Vendor" and collectively referred to as the
         "Vendors")
                                      -and-
         (Lynn, and Mark (hereinafter individually referred to as the
         "Principal" and collectively referred to as the "Principals")

                                      -and-

         Essential Innovations Technology Corp., a corporation existing under
         the laws of the State of Nevada (hereinafter called the "Purchaser")

WHEREAS:

1.       PacGeo is the owner, of record and beneficially, of 100 Class A shares
         without par value and 100 Class C shares without par value of ESE;

2.       In aggregate the Vendors and Principals are the owners, of record and
         beneficially, of 1,000,001 Common shares without par value and 1,000
         Class B Preferred shares without par value in the capital of PacGeo and
         as a consequence of the foregoing, the Vendors and Principals are the
         direct owners, of record and beneficially, of all of the issued and
         outstanding shares of all classes in the capital of PacGeo;

                                      -1-
<PAGE>

3.       The Vendors, the Principals and Callon have agreed to sell and the
         Purchaser has agreed to purchase all of the issued and outstanding
         shares of PacGeo and the Shareholder's Loan (as hereinafter described)
         upon the terms and conditions hereinafter set out;

4.       The Mueller Family Trust, Jade Eagle Trust and Principals have agreed
         to jointly and severally guarantee the obligations of the Vendors;

5.       The Vendors, the Principals, Callon and the Purchaser entered into the
         Share Purchase Agreement dated February 8, 2006;

6.       The Vendors, the Principals, Callon and the Purchaser wish to amend
         that Share Purchase Agreement as set out below; and

7.       All the definitions are the same as in the Share Purchase Agreement.

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

1.       Transfer of Titles of Assets

         The Vendors, Principals and Callon shall cause such documents to be
         executed so that Mark or Icon Agency Ltd., as the case may be, shall
         transfer title of a 2002 Ford F150 S/C Laria purchased by Icon Agency
         Ltd. under an instalment contract, Ford F 250 Flat deck truck for pipe
         delivery; 2001 Custom Coach Travel Trailer for crew accommodations,
         which owned jointly by PacGeo and Mark as described in Schedule 3.1(u),
         which is attached to the Share Purchase Agreement dated February 8,
         2006 to the Purchaser free and clear of all charges and encumbrances to
         the Purchaser on the Closing Day.

2.       Share Purchase

         The balance of the share Purchase agreement shall remain in full force
         and effect.

3.       Closing

         The closing of the transactions contemplated herein shall take place at
         the Time of Closing, on the Closing Date, at the offices of the Vendors
         Solicitors or at such other place as may be agreed to in writing by the
         parties hereto.

4.       Interpretation

         All words and personal pronouns relating thereto shall be read and
         construed as the number and gender of the party or parties referred to
         in each case require and the verb shall be construed and agreeing with
         the required word and/or pronoun. The division of this Agreement into
         articles, sections, subsections and schedules and the provision of a
         table of contents are for convenience of reference only and shall not
         affect the interpretation or construction of this Agreement.

5.       Rules of Construction

         The parties hereto agree that they have been represented by counsel
         during the negotiation and execution of this Agreement and, therefore,
         waive the application of any law, regulation, holding or rule of
         construction providing that ambiguities in an agreement or other
         document will be construed against the party drafting such agreement or
         document.

                                      -2-
<PAGE>

6.       Expenses

         Save and except as otherwise provided herein, each party shall be
         responsible for its own legal, accounting and other expenses incurred
         in connection with the purchase and sale of the Purchased Shares and
         Shareholder's Loan, the completion of the transactions contemplated
         herein and any post-closing matters in connection with the transactions
         contemplated herein.

7.       Time of the Essence

         Time shall be of the essence of this Agreement and of every part hereof
         and no extension or variation of this Agreement shall operate as a
         waiver of this provision.

8.       Entire Agreement

         This Agreement, the Schedules hereto and the documents and instruments
         and other agreements among the parties hereto as contemplated by or
         referred to herein constitute the entire agreement among the parties
         hereto with respect to the subject matter hereof and supersede all
         prior agreements and understandings, both written and oral, among the
         parties (or among their respective counsel) with respect to the subject
         mater hereof including, without limitation, provided, however, that any
         confidentiality agreements, or confidentiality provisions contained in
         any agreements, executed between any of the parties hereto in
         connection with the transactions contemplated herein shall continue in
         full force and effect until the Time of Closing and shall survive any
         termination of this Agreement.

9.       Amendment

         This Agreement shall not be amended except in writing signed by all of
         the parties hereto, and any amendment hereof shall be null and void and
         shall not be binding upon any party which has not given its consent as
         aforesaid.

10.      Assignment

         No party hereto may assign this Agreement or any part hereof without
         the prior written consent of the other parties hereto. Subject to the
         foregoing, this Agreement shall enure to the benefit of and be binding
         upon the parties hereto and their respective heirs, executors,
         administrators, successors and assigns. The Vendors and Principals
         hereby acknowledge, confirm and consent to the Purchaser assigning this
         Agreement to any financial institutions as security for any credit
         facility by such institutions to the Purchaser or any Affiliate of the
         Purchaser; provided that: (i) save as set forth below such financial
         institutions shall in no way be liable for any of the liabilities or
         the obligations of the Purchaser hereunder and (ii) the Purchaser shall
         remain liable to the Vendors and Principals for their liabilities and
         obligations hereunder in the event of such assignment or to a
         subsidiary of the Purchaser. In connection with such assignment, the
         Vendors and Principals shall execute such assurances, instruments and
         consents as may be reasonably requested to confirm such assignment and
         such financial institution shall be entitled to enforce this Agreement
         directly against the Vendors and Principals. Notwithstanding anything
         else contained herein, in the event that any claim is made against the
         Vendors by any financial institution to which this Agreement has been
         assigned, the Vendors and Principals shall be entitled to avail
         themselves of any rights or entitlement they would have had if such
         claim had been brought by the Purchaser.

                                      -3-
<PAGE>

11.      Counterparts

         This Agreement may be executed and delivered (including by facsimile
         transmission) in one or more counterparts, all of which shall be
         considered one and the same agreement and shall become effective when
         one or more counterparts have been signed by each of the parties and
         delivered to the other parties, it being understood that all parties
         need not sign the same counterpart.

12.      Severability

         In the event that any of the representations, warranties or covenants
         or any portion of them contained in this Agreement are unenforceable or
         are declared invalid for any reason whatsoever, such unenforceability
         or invalidity shall not affect the enforceability or the validity of
         the remaining terms or portions thereof of this Agreement, and such
         unenforceable or invalid representation, warranty or covenant or
         portion thereof shall be severable from the remainder of this
         Agreement.

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

SIGNED, SEALED AND DELIVERED by
MARK MCCOOEY in the presence of:       )

 /s/                                   )   /s/ Mark McCooey
------------------------------------   )  ---------------------------------
Witness                                )  MARK MCCOOEY
                                       )
SIGNED, SEALED AND DELIVERED by        )
LYNN MUELLER in the presence of:       )

 /s/                                   )   /s/ Lynn Mueller
------------------------------------   )  ---------------------------------
Witness                                )  LYNN MUELLER
                                       )
SIGNED, SEALED AND DELIVERED by        )
JADE EAGLE TRUST in the presence of:   )

 /s/                                   )   /s/ Mark McCooey
------------------------------------   )  ---------------------------------
Witness                                )  JADE EAGLE TRUST
                                       )
SIGNED, SEALED AND DELIVERED by        )
LYNN MUELLER in the presence of:       )

 /s/                                   )   /s/ Lynn Mueller
------------------------------------   )  ---------------------------------
Witness                                )  MUELLER FAMILY TRUST
                                       )
EXECUTED by ARIES DEVELOPMENT LTD.     )  ARIES DEVELOPMENT LTD.
in the presence of:                    )  Per:
                                       )
 /s/                                   )   /s/ Paul Callon
------------------------------------   )  ---------------------------------
Witness                                )  Authorized Signatory


                                      -4-
<PAGE>

SIGNED, SEALED AND DELIVERED by        )
PAUL CALLON in the presence of:        )
                                       )
 /s/                                   )   /s/ Paul Callon
------------------------------------   )  ---------------------------------
Witness                                )  PAUL CALLON
                                       )
EXECUTED by EARTH SOURCE ENERGY CORP.  )  EARTH SOURCE ENERGY CORP.
in the presence of:                    )  Per:

 /s/                                   )   /s/ Mark McCooey
------------------------------------   )  ---------------------------------
Witness                                )  Authorized Signatory
                                       )
                                       )
EXECUTED by PACIFIC GEO EXCHANGE INC.  )  PACIFIC GEO EXCHANGE INC.
in the presence of:                    )  Per:
                                       )
 /s/                                   )   /s/ Lynn Mueller
------------------------------------   )  ---------------------------------
Witness                                )  Authorized Signatory
                                       )
EXECUTED by ESSENTIAL INNOVATIONS      )  ESSENTIAL INNOVATIONS TECHNOLOGY CORP.
TECHNOLOGY CORP. in the presence of:   )  Per:
                                       )
 /s/                                   )   /s/ Jason McDiarmid
------------------------------------   )  --------------------------------
Witness                                )  Authorized Signatory

                                      -5-