Del Mar Income Partners Ltd – CONSULTING/FINDER COMPENSATION AGREEMENT (November 18th, 2005)EXHIBIT 10.6 CONSULTING/FINDER COMPENSATION AGREEMENT This agreement is entered into by and between Philip D. Miller (Miller) and Del Mar Income Partners, Ltd., a Maryland corporation (Del Mar). WHEREAS, Del Mar and its affiliates, agents, and representative have, from time to time, benefited Miller by making commercial loans available to Miller for various real estate projects; WHEREAS, Miller has further benefited by, from time to time, receiving compensation for bringing transactions to affiliates, agents, and representatives of Del Mar; WHEREAS, neither Del Mar nor any of its affiliates has ever received any compensation from Miller for making various loans as well as giving guidance and advice on the mechanics of putting commercial loan transactions together; and WHEREAS, the parties wish to create a mechanism whereby Del Mar and its affiliates will be compensate
Del Mar Income Partners Ltd – MANAGEMENT AGREEMENT (June 20th, 2005)EXHIBIT 10.2 MANAGEMENT AGREEMENT MANAGEMENT AGREEMENT dated as of June 24, 2004, by and among DEL MAR INCOME PARTNERS LTD., a Maryland corporation (the "Company"), and PORT FUNDING, LTD., a Colorado corporation (the "Manager"), with respect to the following: WITNESSETH: WHEREAS, the Company intends to invest in mortgage loans and plans to qualify to be taxed as a REIT; and WHEREAS, the Company desires to retain the Manager to manage the Company's loans and to perform certain administrative services for the Company in the manner and on the terms set forth herein; NOW, THEREFORE, in consideration of the mutual agreements herein set forth, the parties hereto agree as follows: SECTION 1. DEFINITIONS. Terms used but not defined herein shall have the respective meanings assigned them below: (a) "Affiliate"
Del Mar Income Partners Ltd – ESCROW AGREEMENT (August 10th, 2004)EXHIBIT 10.1 ESCROW AGREEMENT THIS ESCROW AGREEMENT, dated as of ___________, 2004 (this "Escrow Agreement"), is by and between Del Mar Income Partners, Ltd., a Maryland corporation ("Issuer"), and American National Bank, as Escrow Agent ("Escrow Agent"). For purposes of this Escrow Agreement, each of Issuer and Escrow Agent is individually referred to as a "Party", and Issuer and Escrow Agent are referred to collectively as the "Parties". BACKGROUND A. Certain persons will purchase shares (the "Shares") of the common stock of Issuer pursuant to a subscription agreement, the form of which is attached as Exhibit A to this Escrow Agreement (the "Subscription Agreement"). B. In accordance with the Subscription Agreement, the Subscribers will be required to submit full payment for their investment at the t
Del Mar Income Partners Ltd – MANAGEMENT AGREEMENT (August 10th, 2004)EXHIBIT 10.2 MANAGEMENT AGREEMENT MANAGEMENT AGREEMENT dated as of June 24, 2004, by and among DEL MAR INCOME PARTNERS LTD., a Maryland corporation (the "Company"), and PORT FUNDING, LTD., a Colorado corporation (the "Manager"), with respect to the following: WITNESSETH: WHEREAS, the Company intends to invest in mortgage loans and plans to qualify to be taxed as a REIT; and WHEREAS, the Company desires to retain the Manager to manage the Company's loans and to perform certain administrative services for the Company in the manner and on the terms set forth herein; NOW, THEREFORE, in consideration of the mutual agreements herein set forth, the parties hereto agree as follows: SECTION 1. DEFINITIONS. Terms used but not defined herein shall have the respective meanings assigned them below: (a) "Affiliate"
Del Mar Income Partners Ltd – 2003 STOCK INCENTIVE PLAN (August 10th, 2004)EXHIBIT 10.4 DEL MAR INCOME PARTNERS, LTD. 2003 STOCK INCENTIVE PLAN This 2003 Stock Incentive Plan (the "Plan") is adopted in consideration for services rendered and to be rendered Del Mar Income Partners, Ltd. and related companies. 1. Definitions. The terms used in this Plan shall, unless otherwise indicated or required by the particular context, have the following meanings: Board: The Board of Directors of Del Mar Income Partners, Ltd. Change in Control: (i) The acquisition, directly or indirectly, by any person or group (within the meaning of Section 13(d)(3) of the Securities Exchange Act of 1934) of the beneficial ownership of more than fifty percent of the outstanding securities of the Company, (ii) a merger or consolidation in which the Company is not the surviving entity, except for a transaction th
Del Mar Income Partners Ltd – SUBSCRIPTION AGREEMENT (August 10th, 2004)EXHIBIT 10.3 SUBSCRIPTION AGREEMENT Del Mar Income Partners, Ltd. 222 Milwaukee Street, Ste. 304 Denver, CO 80206 Gentlemen and Ladies: The undersigned desires to invest in Del Mar Income Partners, Ltd. (the "Company") on the terms and conditions described in this subscription agreement (the "Subscription Agreement") and the Company's Prospectus dated _______________. The undersigned acknowledges that the undersigned has received the Prospectus. 1. Subscription The undersigned hereby offers to purchase, in the aggregate dollar amount set forth later in this Subscription Agreement, shares of Common Stock, at $7.25 per share, that are offered by the Company pursuant to the Prospectus. A check in that amount payable to "Del Mar Income Partners, Ltd. Escrow" is enclosed. 2. Miscellaneous (a) This subscription shall be irrevocable, and
