AMENDMENT TO PROJECT MANAGER AGREEMENT DATED: AUGUST 21, 1996 PARTIES: GARY L. MCDONALD REAL ESTATE AND DEVELOPMENT CO. (PROJECT MANAGER) REGENCY SERVICE CORPORATION (RSC) AGREEMENT Exhibit C of the Agreement shall be amended as follows: In the event that total commissions paid to all parties exceed 6% of the total sales price, net of incentives, the Project Manager's 3% commission will be reduced to an amount so that total commissions paid to all parties do not exceed 6% of the total sales price, net of incentives. Said reduction shall in no way cause the Project Manager's commission to go negative. By: /s/ STEVEN HERTEL Pres ------------------------------------- Regency Service Corporation, a California Corporation By: /s/ GARY L. MCDONALD ------------------------------------- Gary L. McDonald Real Estate and Development Co., Inc., a California Corporation