Laurel Joint Venture Agreement

Managing Partner: Chris Colton

Partners: Mark Rivera, Elena Torres

The parties agree to participate as joint venturers in the acquisition, financing, development, and disposition of the Property (the "Project").

Address: 89 Laurel Avenue, Oakland, CA 94611

Parcel Size: 0.38 acres

Zoning: R-3 (Multi-Family Residential)

The total capital required for the Project is estimated at $2,400,000. Each Partner's contribution and ownership interest shall be as follows:

Net profits from the Project shall be distributed in proportion to each Partner's ownership interest after repayment of capital contributions and satisfaction of all Project liabilities. The Managing Partner shall receive an additional 5% development fee upon successful completion.

Major decisions (acquisitions, financing, sale, or dissolution) require approval of Partners holding at least 60% of the ownership interests. Day-to-day operational decisions shall be made by the Managing Partner.

This Joint Venture shall commence on the date of last signature and continue until the Project is completed and all assets are distributed, unless dissolved earlier by mutual agreement or as provided by law.