0001193125-10-073502 Sample Contracts

EMPLOYMENT AGREEMENT
Employment Agreement • March 31st, 2010 • Deer Valley Corp • Mobile homes • Alabama

Employment Agreement (the “Agreement”), dated as of January 18, 2006, by and between Deer Valley Homebuilders, Inc., an Alabama corporation, whose principal place of business is located at 205 Carriage Street, Guin Alabama 35563 (the “Company”) and John Steven Lawler (the “Employee”), an individual currently residing at the address set forth on the signature page to this Agreement.

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ESCROW AGREEMENT
Escrow Agreement • March 31st, 2010 • Deer Valley Corp • Mobile homes • Florida

This Escrow Agreement, dated as of February 26, 2010, among Joel Stephen Logan II, an individual (“Logan”); Charles L. Murphree Jr., an individual (“Murphree”); John Steven Lawler, an individual (“Lawler”); James David Shaw, an individual (“Shaw”); William Joseph Aycock, Jr., an individual (“Aycock”); Jerry Ray Cooper, Jr., an individual (“Cooper”); Timothy Wayne Gann, an individual (“Gann”); and Jimmy Ray Hawkins, an individual (“Hawkins”) (individually, a “Seller” and collectively, the “Sellers”) and Deer Valley Homebuilders, Inc., an Alabama corporation (“DVHB”) and Deer Valley Corporation, a Florida corporation (“Deer Valley”), as successor to DeerValley Acquisitions Corp., a Florida corporation (all previously listed entities, including the Sellers, are collectively the “Parties”); and Bush Ross, P.A. a Florida professional association, as escrow agent (“Escrow Agent”). Capitalized terms used in this Agreement not otherwise defined herein shall have the respective meanings given t

FIRST AMENDMENT TO EMPLOYMENT AGREEMENT
Employment Agreement • March 31st, 2010 • Deer Valley Corp • Mobile homes

This FIRST AMENDMENT to EMPLOYMENT AGREEMENT, dated effective as of February 26, 2010 (the “Amendment”), is made by and between by and between Deer Valley Homebuilders, Inc., an Alabama corporation, whose principal place of business is located at 205 Carriage Street, Guin Alabama 35563 (the “Company”) and John Steven Lawler (the “Employee”), an individual currently residing at the address set forth on the signature page to this Amendment.

FIRST AMENDMENT TO EMPLOYMENT AGREEMENT
Employment Agreement • March 31st, 2010 • Deer Valley Corp • Mobile homes

This FIRST AMENDMENT to EMPLOYMENT AGREEMENT, dated effective as of February 26, 2010 (the “Amendment”), is made by and between by and between Deer Valley Homebuilders, Inc., an Alabama corporation, whose principal place of business is located at 205 Carriage Street, Guin Alabama 35563 (the “Company”) and Joel Stephen Logan, II (the “Employee”), an individual currently residing at the address set forth on the signature page to this Amendment.

SECOND AMENDMENT TO EARNOUT AGREEMENT
Earnout Agreement • March 31st, 2010 • Deer Valley Corp • Mobile homes

This Second Amendment dated February 26, 2010 (the “Second Amendment”), amends the Earnout Agreement dated as of January 18, 2006, by and between Joel Stephen Logan, II, Charles L. Murphree, Jr., John Steven Lawler, James David Shaw, William Joseph Aycock, Jr., Jerry Ray Cooper, Jr., Timothy Wayne Gann, and Jimmy Ray Hawkins (individually, a “Seller” and collectively, the “Sellers”), Deer Valley Homebuilders, Inc., an Alabama corporation (“DVHB”), and Deer Valley Corporation, a Florida corporation (“Deer Valley”), as successor to DeerValley Acquisitions Corp., a Florida corporation, as such Earnout Agreement was amended by that certain First Amendment dated November 19, 2007 (the “First Amendment”) The term “Earnout Agreement”, as used herein, means the Earnout Agreement, as amended, modified or restated. All capitalized terms not otherwise defined herein have the meaning ascribed to them in the Earnout Agreement.

FIRST AMENDMENT TO EMPLOYMENT AGREEMENT
Employment Agreement • March 31st, 2010 • Deer Valley Corp • Mobile homes

This FIRST AMENDMENT to EMPLOYMENT AGREEMENT, dated effective as of February 26, 2010 (the “Amendment”), is made by and between by and between Deer Valley Homebuilders, Inc., an Alabama corporation, whose principal place of business is located at 205 Carriage Street, Guin Alabama 35563 (the “Company”) and Charles L. Murphree, Jr. (the “Employee”), an individual currently residing at the address set forth on the signature page to this Amendment.

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