Cedar Creek Realty LLC

3096 I-70 Business Loop, Suite #E Grand Junction, CO 81504 Phone (970) 523-6400 Fax (970) 523-6402

RESIDENTIAL PROPERTY MANAGEMENT AGREEMENT

THIS AGREEMENT is made this _____ day of ______________, 20____ by and between ___________________________________________, (hereinafter referred to as Owner) and Cedar Creek Realty LLC Realty Property Management Services (hereinafter referred to as Manager). WITNESSETH WHEREAS, Owner owns certain improved real property located at ________________________ in the City of , State of Colorado, (hereinafter referred to as the Property). The term of this Agreement shall commence on the _____ day of _________________, 20____, and continue through the _____ day of ___________________, 20____. After this initial term, this Agreement will be automatically renewed monthly, and either party may terminate this Agreement by providing thirty days written notice. WHEREAS, Owner desires to obtain services of Manager exclusively in connection with the management of the Property and that the Manager has expertise in the management and operations of such properties and desire to render such services. NOW THEREFOR, in consideration of the mutual covenants herein contained, said parties agree as follows: DUTIES OF MANAGER Manager shall serve as Owners Agent in the fiscal, physical, and administrative management of the Property. Manager agrees to perform, and Owner expressly authorizes and empowers Manager to perform, the following duties: Personnel: Manager is authorized to employ and contract with companies and personnel necessary to complete its on-site responsibilities and to pay said companies out of the Propertys operating account. For all on-site personnel, Manager agrees to employ, pay, supervise and discharge all employees and personnel necessary for the operation of the Property as authorized under the duties of the Manager. Books, Records, Financial: Manager agrees to maintain complete books and records in connection with its management and operation of the Property. Such books and records shall be kept in a manner sufficient to respond to Owners financial information requirements. Manager will make the books of account and all other records relating to or reflecting the operation of the Property available to Owner and its representatives at Managers principal office at all reasonable times for examinations, audit inspection, and transcription. Upon acceptance of this Agreement, Manager agrees to render to Owner on or before the 25th day of each calendar month a detailed Operating Income Statement showing the results of the operation of the PROPERTY for the previous month and year to date.

-1-

Collections Termination: Manager shall collect all fixed rents and other sums due from the various tenants of the Property, whether payable as additional rent or otherwise, including but no limited to, common area charges, association dues, utility, insurance and security charges. Manager may not initiate any legal proceeding or collection action on behalf of Owner without the Owners prior approval. Manager shall supervise any necessary legal proceedings or collection action in the name of the OWNER which are directed to the collection of past due sums, the termination of leases in default, the dispossession of tenants in default or the general enforcement of Owners rights as Owner under its various leases or at law, including the supervision of bankruptcy proceedings instituted by, or against, any tenants. Owner agrees to reimburse Manager for any legal or collection fees incurred in connection with any such matters upon presentation of the invoices, and to indemnify Manager against any legal or collection action taken against Manager while acting for and in behalf of Owner within the scope of the contract authority. Manager may collect from tenant any late rent administrative charges or nonnegotiable check charges. Any of the charges that are collected will be paid into the Owners Trust Account and disbursed as provided below. The Manager shall not be held responsible for rent when Property is vacant. Maintenance, Repairs, Replacement, Emergency: Manager agrees to keep the Property in good order and repair and in a first-class condition, subject to budget restraints, and to make all repairs within the obligations of the Owner to tenants of the Property. Manager shall be authorized to enter into service and labor contracts on behalf of Owner which are required in the ordinary course of business of operating the Property in a first-class manner, subject to budget restraints, including, without limitation, contracts for electricity, gas, telephone, cleaning, security, landscape care, vermin extermination and other services which Manager deems necessary; provided however, that no such service contract shall exceed a term of one year without the prior written approval of the Owner, and provided further that, except for emergencies, the cost of all such services shall not exceed $250.00 per occurrence or $750.00 in the aggregate without the prior written approval of the Owner. Maintenance services shall be engaged by Manager at Managers discretion at prevailing rates in the community with due regard for the competency of those engaged. Owner agrees that all expense will be paid out of the Propertys operating account, or the Owner agrees to reimburse Manager for any such approved expenses upon receipt of a monthly statement as hereinafter provided. Except for emergencies, all major repairs, maintenance, replacement, painting, substitutions, improvements and additions to the property in excess of $250.00 shall be undertaken or made by Manager only after securing Owners approval, which approval may be conditioned upon submission to a competitive bidding process. An emergency shall be deemed to exist if, exigent circumstances or governmental order necessitates proceeding immediately before the Owners approval can reasonably be obtained and in the opinion of the Manager, repairs are immediately necessary (i) to comply with applicable law, order or regulation where such compliance is necessary to keep the property operational, or (ii) to avoid the suspension of any necessary service to the property, or (iii) preservation of the integrity and well being of the property. Manager shall promptly report any emergency to Owner. Inspections by Manager: Manager agrees to fully inspect the property and to submit a written report to the Owner after the commencement of the basic term of this Agreement and periodically during the term of this Agreement, describing the existing condition of the property and recommending any repairs, reconditioning, painting, or other improvements reasonably necessary or desirable for the Property operation and maintenance. All Property information is recorded in the Residential Property Data form and attached to this Agreement. Governmental Requirements: Manager shall use reasonable effort to comply, when in its discretion such compliance is in the best interest of the Owner, with all building codes, zoning and licensing requirements and other legislative requirements of the duly constituted federal, state or local government authorities, including, without limitation, regulations pertaining to health and safety, working conditions, energy usage, and governing documents.

-2-

Signage: Subject to approval of OWNER, Manager agrees to promulgate and maintain from time to time a policy with respect to the installation and maintenance of signs on the Property. Manager shall be allowed to place a sign on the property displaying Managers name and contact information. Reporting: Manager shall promptly report any condition of the property that should reasonably be brought to the attention of the OWNER. Hours: At all times during regular business hours, (9:00am-5:00pm M-F) Manager agrees to be available to, or to cause a representative to be available to, Owner and any lessees of the property. Manager shall also have a representative available after hours and for emergency situations.

DUTIES OF OWNER Owner agrees to promptly furnish Manager with all documents and records to properly manage the Property, including without limitation, Declaration of Covenants, Conditions & Restrictions, Bylaws, Rules & Regulations, reports on the status of rental payments, copies of existing vendor contracts, and copies of all insurance policies and any required endorsements which are carried by Owner during the time of this Agreement. Owner may enter the Property for inspection after giving 24 hours notice to Manager. EXPENSES BORNE BY OWNER All expenses incurred by Manager in the management and operation of the Property shall be paid by Owner, or shall otherwise be reimbursed to Manager by Owner through collected dues, except any salaries, related costs and office expenses of Manager or its employees. UTILITIES Utilities will be setup on a rollover basis to the Owners name c/o Cedar Creek Realty LLC Realty, 3096 I-70 Business Loop, Suite E, Grand Junction, Colorado 81504, in the event that tenant fails to make payment. This insures that critical services to the Property are not interrupted. SUMMER AND WINTER SERVICES Summer and winter maintenance services for the following are to be performed as follows (if applicable), T indicates Tenant responsibility, O indicates Owner responsibility, M indicates Manager responsibility. Air Conditioner_____ Heater _____ Pool _____ Fireplace Chimney_____ Woodstove_____ Chimney_____ Swamp Cooler_____ Sprinkler System_____ Hot Tub _____ BANK ACCOUNTS AND DISBURSEMENTS OF FUNDS Manager agrees to deposit all moneys received in the operation of the Property in a trust account (the Manager Account) or as otherwise directed. Out of such Manager Account, Manager agrees to pay all operating expenses of the Property in accordance with the provisions of this Contract, including Manager fees and reimbursements. On the effective date of this Contract, Owner agrees to furnish funds sufficient in amount to constitute normal working capital for the operation of the Property and thereafter Owner shall maintain sufficient working capital for the Property. Manager shall not be obligated to advance any of its own funds to or for the account of Owner, nor to incur any liability unless Owner shall

-3-

have furnished Manager with funds necessary for the discharge thereof. The Manager shall not be required to make any disbursements from its own moneys for any purpose. In the event funds are disbursed in payment of a permitted expense for necessary maintenance or operation of the Property, Owner shall reimburse Manager upon receipt of itemized invoices or bills. In the event reimbursement is not made, Manager has the right to have lien against Property being managed by recording a statement of lien setting forth the lien. Past due accounts shall accrue interest at the rate of 1 % monthly payable to Manager. Manager will make disbursements from Owners funds in first to Management Fees, then to any and all repair bills, and/or utilities as required. Representatives of Manager shall sign checks or other documents or withdrawal on the Manager Account only. All remaining funds shall be immediately remitted to Owner at the address set forth below. Security Deposits: It is expressly understood by all parties to this Agreement that the Lessees Security Deposit is collected by Manager and held in an interest bearing escrow account. Manager is authorized to accept partial payment of the security deposit with the balance to follow in accordance with an agreement entered into with the Lessees if in the discretion of the Manager such payment plan seems advisable. Manager shall be responsible to remit or account for the security deposit to tenant in accordance with the lease and Colorado law. COMPLIANCE Manager agrees to make all reasonable efforts to comply with and abide by all laws, rules, regulations, requirements, orders, notices, determinations and ordinances of any federal, state, or municipal authority, and requirements of any insurance companies covering any of the risks against which the Property is insured. If the cost of such compliance exceeds two hundred dollars ($200.00) in any instance, Manager agrees to notify Owner promptly and to obtain Owners prior written approval. Neither Owner, Manager, nor anyone authorized to act for either shall in the provision of services or in any other manner discriminate against any person on the grounds of race, color, creed, religion, handicap, sex, national origin or family status, and Manager hereby agrees to comply with all laws, regulations and ordinances pertaining thereto. INSURANCE AND INDEMNIFICATION Workers Compensation: Manager agrees to maintain, pay for and keep in force all workers compensation or similar insurance required with respect to its EMPLOYEES who are employed in connection with the performance of its obligations under this Agreement and to comply with any Federal or State withholding tax, Social Security or employment laws existing or enacted in the future for the benefit of, or other laws affecting or respecting the employment of such employees. Casualty and Public Liability Insurance: Owner agrees to provide and maintain, at Owners cost and expense, insurance sufficient in Owners judgment to furnish to Owner and Manager reasonable and adequate protection in the management and operation of the Property. In the event such insurance policies with vandalism, malicious mischief and other appropriate endorsements on the building, equipment and other improvements in the Property. Owner shall be the primary named insured under such policies and Manager and its various affiliates and, at the discretion of the Owner, lender-providing financing for the property and certain tenants shall be named as additional insured under such policies. Owner shall deliver a certificate evidencing such public liability insurance to Manager. Manager agrees to report immediately to the local representative of the liability insurance company that insures the Property, and to Owner, any and all accidents, claims, or damage or destruction relating to the ownership, operation, or maintenance of the Property. Owner agrees to notify Manager in writing of any change in insuring agency and the policies shall name the Manager as an additional insured. Manager does not guarantee or warrant that the various tenants in the property will pay their rents or other occupancy charges or will otherwise perform the tenant obligations contained in

-4-

their various leases. Manager shall only be obligated to use reasonable efforts to enforce the rights of the Owner under such leases and shall only be obligated to use its best efforts in performing the other duties described in this contract. Manager shall not be liable to Owner for structural defects in the property, nor for any good faith act performed by Manager under this Agreement nor for any negligent act or omission of any employee of Owner or of any independent contractor employed on behalf of the Owner. Manager agrees to indemnify and save Owner, and Owners officers and employees, harmless from and against all loss, cost liability and expense, including but not limited to, reasonable attorney fees which may be occasioned by the breach by Manager of any of the provisions of the Agreement or by any acts of willful misconduct or negligence on the part of the Manager. Except as provided in the preceding sentence, Owner shall make no claim against Manager on account of any alleged errors of judgment made in good faith in connection with the management of the Property. Owner agrees to indemnify, defend and hold harmless Manager from any loss or damage relating to the Property which results from any acts of willful misconduct, gross negligence on the part of Owner, or from errors resulting from the representations and information supplied to Manager from Owner. MISCELLANEOUS

A.

Entire Agreement: This Agreement is the entire Agreement between the parties with respect to the subject matter hereof, and no alteration, modification, or interpretation hereof shall be binding unless in writing and signed by both parties. Disturbance on Property: Manager shall not be responsible for the handling of disturbances on said Property, nor shall Manager be responsible for damage done by disturbances. Manager shall however, notify authorities within a reasonable period of time after being made aware of such disturbances and shall see that any damage is repaired. Manager will periodically check vacant property. Manager shall not be responsible for the rent of the above-mentioned Property when vacant. Applicable Law: This Agreement shall be construed and enforced in accordance with the laws of the State of Colorado. Assignability: This Agreement may not be assigned or transferred by Owner or Manager without first obtaining other parties written consent, which consent may be withheld in the other partys sole discretion. Managers Authority Limited: Managers authority shall be derived wholly from this Agreement, and Manager has no authority to act for or represent Owner except as herein specified. Successors Bound: This Agreement shall be binding and inure to the benefit of Manager and its permitted assigns. Personal Property: Manager shall not be responsible for any items of personal property left on premises by the Owner. Relationship: Nothing contained in this Agreement shall be construed to create a relationship of employer and employee between Manager and Owner, it being the intent of the parties hereto that the relationship created hereby is, in fact and intent, that of an agent and independent contractor. Nothing contained herein shall be deemed to constitute Owner and Manager as partners or joint ventures. Notwithstanding the fact that Owner may exercise general supervision of the affairs of the Property and review

B.

C. D.

E.

F. G. H.

-5-

Managers efforts under this Agreement, Owner shall not control or direct the manner, method of specifics detains through which Manager performs its obligations hereunder.

I. J.

Time: Time is of the essence with respect to this Agreement. Attorneys Fees: In the event of any litigation arising out of this Agreement, the prevailing party shall be entitled to reasonable attorneys fees. The laws of the State of Colorado shall govern the validity, performance, and enforcement of this Agreement. Owner shall fully reimburse Manager for all legal and other fees associated with eviction proceedings if due as a result of breech of lease. Cancellation of Contract: In the event of cancellation of this Contract (other than Default by Manager), Manager shall be compensated as per the agreed upon monthly amount for the remainder of the the 30-day notice period. Owner agrees to reimburse Manager for any out of pocket expenses while managing the Property. NOTICES

K.

Any notice required or permitted to be delivered hereunder shall be deemed to be delivered when deposited in the United States mail, postage prepaid, registered or certified mail, return receipt requested, addressed to the parties at the following address: Manager: Cedar Creek Realty LLC 3096 I-70 Business Loop #E Grand Junction, CO 81504 Owner: _________________________ _________________________ _________________________ Tax ID: _________________________

COMPENSATION Owner agrees to pay Manager a fee or fees for services rendered as hereinafter set forth. Owner recognizes Cedar Creek Realty LLC as Manager in the negotiations relative to the Property or any part thereof, which may be initiated during the term thereof, and if consummated shall compensate Manager in accordance with the rates herein set forth. Such compensation is due and payable on demand and may be deducted by Manager from receipts. MANAGEMENT FEES BASE SERVICES In consideration of management services described in the body of this Agreement, Owner hereby grants to Manager the exclusive right to rent, manage, sign leases, maintain and operate said real property and improvements thereon. Owner agrees to pay Manager a rental and management fee of 50% of the first months rent collected (charged only upon initial rental) if the the property is vacant as of this contract, or 10% of the first months rent collected if the Property is tenant occupied as of this contract and 10% of monthly rents collected thereafter. Owner further agrees to pay Manager a rental and management fee of 25% of the first months rent for re-rental after a tenant vacates the Property (charged a maximum of once within a twelve month period). Owner agrees to pay Manager 100% of fees charged for service of legal notices, 100% of all late fees collected, and Owner waives any rights to re-inspection fees (when tenant fails to initial check out inspection). IMPROVEMENT SERVICES Manager will obtain, if requested by Owner and at direction of Owner, competitive bids for the Property and will coordinate, as Construction Manager, property improvements or alterations which are approved by Owner for a fee equal to ten percent (10%) of the total costs of such

-6-

improvements are stated below, and five percent (5%) of change orders. Improvements shall be defined as any alteration of the existing premises. LEASING SERVICES Manager shall have the authority to act as Owners Agent to execute on behalf of Owner all leases and month-to-month tenancies. Manager shall make reasonable efforts to negotiate with prospective and existing lessees for leases and month-to-month tenancies for each property desired to be leased. DISBURSEMENTS & FUNDING FEE Owner shall provide Manager with a funding fee of $250.00, which shall be used as working cash. Any working cash, which has been disbursed, shall be replaced by Owner on a monthly basis via deduction of rent collected. IN WITNESS WHEREOF, Owner and Manager have executed this Agreement in duplicate originals on this ____ day of _________________, 20____.

_________________________________________________________________ Cedar Creek Realty LLC Date _________________________________________________________________ Homeowner Date

_________________________________________________________________ Homeowner Date

-7-