RESERVATION AGREEMENT

BAREFOOT RIDGE

THIS RESERVATION AGREEMENT dated this ____ day of ______________, 2006, by and between, MOUNTAIN PROJECTS, INC., a North Carolina nonprofit corporation, hereinafter referred to as “Seller” and _______________________________________________, hereinafter referred to as “Buyer”.

WHEREAS, the Seller is developing that certain residential subdivision in Clyde, Haywood County, North Carolina, known as BAREFOOT RIDGE DEVELOPMENT, which will have approximately 46 lots; and

WHEREAS, the Seller is in the process of: a) preparing a plat of the property showing the exact dimensions and location of each lot; and b) completing septic and sewer evaluations for each lot; and c) Building the infrastructure for the property; and

WHEREAS, the Buyer desires to reserve the right to purchase one of the lots in the subdivision; and

WHEREAS, Buyer and Seller wish to enter into an agreement whereby Buyer, upon payment of a reservation deposit, reserves a right to purchase a lot.

NOW, THEREFORE, for valuable consideration, receipt of which is acknowledged, the parties agree as follows:

1. RESERVATION OF LOT. Buyer reserves the right to purchase Lot ___, BAREFOOT RIDGE DEVELOPMENT, for the price of $_________________________.

2.  DEPOSIT. Buyer shall pay to Seller as a deposit toward the purchase of the lot in the amount of $1000.00. The deposit shall be made payable to Coward, Hicks & Siler, P.A., Trust Account, P.O. Box 1918, Cashiers, NC 28717.

3. CONTRACT. Within ten (10) days of receipt of notice of the completion of the infrastructure for the development and of receipt of the final survey of the above-described lot and the covenants and restrictions, Buyer shall enter into an Offer to Purchase and Contract (North Carolina Bar Form Number 2) for the lot with Seller. Closing shall take place no later than ninety (90) days from execution of the Contract by both parties. In the event the parties fail to enter into an agreement within said time, this agreement shall expire and the deposit referenced in paragraph 2, above, shall immediately be refunded to Buyer.

4. CANCELLATION. Buyer at any time prior to the 11th day following notice of completion of the infrastructure and of the receipt of the final survey and the covenants and restrictions may terminate this agreement and the deposit described in paragraph 2, above, shall immediately be refunded to Buyer.

5. DEFAULT. In the event of default by Seller, Buyer shall have a right to terminate this agreement and the deposit described in paragraph 2, above, shall immediately be refunded Buyer.

6. ASSIGNMENT. Buyer shall have no right to assign this Agreement.

7. NOTICES. Any notices permitted or required under this Agreement shall be Deemed to have been delivered (if deposited in writing in the United States mail, postage prepaid, certified or registered mail, return receipt requested) at the addresses set forth below.

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