JOINT VENTURE AGREEMENT
THIS JOINT VENTURE AGREEMENT is made and entered and effective as of July 7, 2005, between
BRENT FOUCH (“Fouch”) and PALOMAR ENTERPRISES, INC., a Nevada corporation (“Palomar”).
Fouch and Palomar are sometimes hereinafter severally referred to as a “Joint Venturer” and collectively referred
to as the “Joint Venturers.”
1. Organization . For and in consideration of the mutual covenants contained in this Agreement, the
Joint Venturers form, create and agree to associate themselves in a joint venture, referred to in this Agreement as
the “Venture.” Following the execution of this Agreement, the Joint Venturers shall execute or cause to be
executed and filed any documents and instruments with any appropriate authorities that may be necessary or
appropriate to comply with all requirements for the formation and operation of a joint venture in the State of
2. Name . The activities and business of the Venture shall be conducted under the name of “The
Havasu Project” in California and under any variations of this name that are necessary to comply with the laws of
other states within which the Venture may do business or make investments.
3. Place of Business . The principal place of business of the Venture shall be 120 Birmingham, Suite
110-G, Cardiff, California 92007. Additional places of business may be located elsewhere.
4. Address . The mailing address of the Venture shall be 120 Birmingham, Suite 110-G, Cardiff,
5. General Purposes . The general purposes of the Venture are to buy, sell, own and operate the real
property more fully described in Exhibit A attached hereto, including any additions thereto or any other property
which may be acquired by the Venture (the “Venture Property”) and to have and exercise all of the powers to
engage in any lawful business related or incidental to any of these purposes. The Venture shall not engage in any
business without the prior written consent of all of the Joint Ve