Exclusive Sales Contract

EXCLUSIVE SALES CONTRACT

th THIS AGREEMENT is made and entered into this November 27 , 2012, between Property Solutions International, Gary Spence, hereinafter referred to as the “Agent”, and ______, referred to as the “Owner”(s) of the Vacation Ownership property,” named as Paradise Village located at Nuevo Vallarta, Nayarit, Mexico. WITNESSETH:

WHEREAS, the Agent holds all licenses required to perform the services herein agreed to be performed and maintains an office, properly equipped and staffed by employees suitable to render the services contracted for herein; and

WHEREAS, the Owner(s) desire(s) to employ the Agent to sell the vacation ownership property of the Owner(s), hereinafter referred to as the “Property”, as described hereto and made a part hereof by reference; and

WHEREAS, the Agent desires to accept such employment and to secure buyers for the Owner´s property;

NOW, THEREFORE, in consideration of covenants and agreements contained herein, the Owner(s) and the Agent agree as follows:

1. ALL “WHEREAS” clauses set out hereinabove are hereinafter incorporated by reference.

2. The Owner (owners) ______represent(s) and warrant(s) that there are multiple owners of the property and that they have good right and lawful authority to sell and convey their weeks or points of their property; said Property is free of encumbrance and not subject to limitation of any kind, unless stated in the vacation ownership contract.

3. In consideration of the Agreement, the Agent has secured a buyer(s) for the vacation property of the Owner(s) and the further agreement to sell the Property, the Owner(s) hereby give(s) the Agent the exclusive right to sell the vacation property at the price and upon the terms as are set out in clause #12 hereinafter, accepted by the Owner(s), without regard to the race, creed, color or place of national origin of any purchaser.

4. This Agreement shall be for the sale of Paradise Village; Contract #______, Two Bedrooms, One Week, Every Odd Year, under the name(s) of the registered owner(s) ______beginning on the same day from said Owner(s) signing and dating the contract.

410 South Spring. Suite 310. Los Angeles C A. 90013. Phone: (213) 784 2050. Fax: (213) 947 5550 www.propertysolutionsinternational.com 5. The Owner(s) agree(s) that interest on encumbrances, taxes, maintenance fees, or transaction fees, if applicable, shall be prorated at the time of closing and existing liens shall be paid by the Owner(s).

6. The Owner(s) hereby represent(s) and warrant(s) that the property description is correct and the Owner(s) agree(s) to indemnify and hold the Agent and any and all others relying there on, harmless as to any errors therein.

7. The Agent has found a purchaser for the Property. The usual and customary procedures for the examination of and providing of merchantable title, and for the closing of transactions of this nature, shall apply, and the Owner(s) agree(s) to deliver to the purchaser, all the rights and benefits of the vacation ownership property, and any and all other documents normally associated therewith, free and clear of all encumbrances.

8. The Agent declares that he has secured purchasers. Owner shall supply complete information and assist cooperating agents in any closing of transaction on the Property, when requested; and to take all reasonable precautions to protect the Property of the Owner(s) during the term of the agreement.

9. PSI guarantees, if applicable, to reimburse 100% (one hundred percent) of all taxes and fees incurred during the transaction of this agreement to the owner(s): ______.

10. The Owner(s), agree(s) to pay to the Agent, once Owners(s) receive(s) the payment, a commission of 6% (six percent) of the sales price for the Property , in the event of sale or exchange of the Property during the term of this Agreement, which is (45) days from date signed by Owner, irrespective of whether said sale is affected by the Agent, any cooperating agent, any third party, or the Owner, or in the event that within 45 (forty-five) days after the termination of this Agreement, the Owner agrees to sell the Property to a purchaser to whom the property was submitted during the term of this Agreement. The Owner(s) hereby grant(s) Agent permission to represent and receive commissions from both parties in any exchange of the Property.

11. Within 3 Business days of initial contact with any prospective purchaser or other representative, the Owner(s) agree(s) to provide the Agent with the name, address and the telephone number of any such prospective purchaser, and Agent will handle all future contacts with the prospective purchaser.

12. It is expressly understood that a buyer has been secured for the sale of Paradise Village for the price of $25,283.00 USD that can be used, One Week, Every Odd Year, providing the new owner pays the corresponding maintenance fees associated therein.

410 South Spring. Suite 310. Los Angeles C A. 90013. Phone: (213) 784 2050. Fax: (213) 947 5550 www.propertysolutionsinternational.com 13. Should the Buyer renege, breach the contract, fail to make a required payment, retract/dispute payment(s)/deposits(s) already

completed, the Buyer acknowledges and agrees that Property Solutions International shall have contractual rights to immediately and

without further legal process, seize and withdraw all funds from Buyer’s escrow account and to distribute said funds as follows: all out

of pocket expenses of all opposing parties related to this transaction including Property Solutions International, the Agent, the Escrow

Company, the Escrow Agent, and the Owners of the Property shall be immediately reimbursed; the 6% Buyer’s commission and the 6%

Owner’s commission which would have been paid at the completion of this transaction shall be paid to Property Solutions

International; all outstanding fees/payments due to the Escrow Company/Agent shall be paid; any and all legal fees and expenses

incurred by any and all opposing Parties to enforce this action shall be paid/reimbursed; and the remaining balance shall be paid to the

Owner of the Property as liquidated damages.

14. Should the Seller renege, breach the contract, fail to make a required payment, retract/dispute payment(s)/deposits(s) already

completed, the Seller acknowledges and agrees that Property Solutions International shall have contractual rights to immediately and

without further legal process invoice the 6% Buyer’s commission and the 6% Seller’s commission which would have been paid at the

completion of this transaction to Property Solutions International.

15. The Agent may, or may not use the name(s) of the Owner(s) in connection with marketing or advertising the Property.

16. The Owner(s) hereby authorize(s) the Agent to solicit and obtain any and all information concerning the Paradise Village, and all the encumbrances thereon, and the Owner(s) agree(s) to execute any and all documents required for this purpose.

17. In the event of any one or more provision of the Agreement shall for any reason be held to be invalid, such invalidity shall not affect any other provision of this Agreement.

18. This Agreement contains the entire agreement of the parties and oral statements or prior agreements shall not have any force and effect. This Agreement shall not be modified except by a writing executed by both parties hereto.

19. This Agreement and all the transactions contemplated hereby, shall be governed by, construed and enforced in accordance with the laws of the State of California. The parties herein waive trial by jury and agree to submit to the jurisdiction and venue of a court of subject matter jurisdiction located in Los Angeles, state of California In the event that litigation results from or arises out of this Agreement of the performance thereof, the Parties agrees to reimburse the prevailing party´s reasonable attorney´s fees, court costs, 410 South Spring. Suite 310. Los Angeles C A. 90013. Phone: (213) 784 2050. Fax: (213) 947 5550 www.propertysolutionsinternational.com and all other expenses, whether or not taxable by the court as costs, in addition to any other relief to which the prevailing party may be entitled. In such event, no action shall be entertained by said court or any court of competent jurisdiction if filed more the one year subsequent to the date the cause(s) of action actually accrued regardless of whether damages were otherwise of said time calculable.

20. The covenants and agreements contained herein are binding upon the parties hereto and their respective heirs, successors, legal representative and assigns, as the case may be.

21. Neither party may assign this Agreement without the express written consent of the other.

22. Payment of the Sales Price will be released to Owner from escrow by Agent no later than 45 days after the signature by purchaser. Payment will be wire transferred to Owner at account information which will be provided to the Agent within subsequent communication.

23. The transfer of title will take place after funding. The Owner agrees to send in all original documents PSI.

24. It is expressly understood that this agreement is confidential between Property Solutions International the Owner(s), and any breach of confidentiality will render the agreement null and void.

______OWNER (S) SIGNATURE

DATE______

410 South Spring. Suite 310. Los Angeles C A. 90013. Phone: (213) 784 2050. Fax: (213) 947 5550 www.propertysolutionsinternational.com

______

GARY SPENCE TODD ROWAN

PRESIDENT VICE PRESIDENT

410 South Spring. Suite 310. Los Angeles C A. 90013. Phone: (213) 784 2050. Fax: (213) 947 5550 www.propertysolutionsinternational.com