The debtor, Cordillera Golf Club, LLC, filed a motion seeking authorization to retain and pay certain professionals utilized in the ordinary course of business without requiring each professional to file a formal application for employment. The motion proposed procedures for retaining ordinary course professionals, including requiring the professionals to file declarations of disinterestedness, limiting monthly payments to $25,000 per professional absent a fee application, and requiring the debtor to file quarterly reports on payments to the professionals. The debtor argued this relief was necessary to avoid disruption to its business operations and pending litigation matters.

1. IN THE UNITED STATES BANKRUPTCY COURT
FOR THE DISTRICT OF DELAWARE
In re: Chapter 11
Cordillera Golf Club, LLC, 1 Case No. 12-11893 (CSS)
dba The Club at Cordillera,
Hearing Date: July 27, 2012 at 1:00 p.m. (ET)
Debtor. Objection Deadline: July 20, 2012 4:00 p.m. (ET)
DEBTOR'S MOTION FOR AN ORDER AUTHORIZING THE DEBTOR TO RETAIN,
EMPLOY, AND COMPENSATE CERTAIN PROFESSIONALS
UTILIZED IN THE ORDINARY COURSE OF BUSINESS
The above-captioned debtor and debtor in possession (the "Debtor") files this
motion (the "Motion") for entry of an order, substantially in the form attached hereto as Exhibit
A (the "Proposed Order"), pursuant to sections 105(a), 327, 328, and 330 of title 11 of the United
States Code, 11 U.S.C. §§ 101-1532 (the "Bankruptcy Code"), authorizing, but not directing, the
Debtor to retain, employ, and compensate certain professionals utilized in the ordinary course of
business. In support of this Motion, the Debtor respectfully states as follows:
JURISDICTION
1. The Court has jurisdiction over this matter pursuant to 28 U.S.C. §§ 157
and 1334 and the Amended Standing Order ofReference from the United States District Court
for the District of Delaware, dated as of February 29, 2012. This is a core proceeding pursuant
to 28 U.S.C. § 157(b)(2), and the Court may enter a final order consistent with Article III of the
United States Constitution. Venue is proper in this Court pursuant to 28 U.S.C. §§ 1408 and
1
The Debtor in this chapter 11 case, and the last four digits of its employer tax identification number, is: XX-
XXX:l317. The corporate headquarters address for the Debtor is 97 Main Street, Suite E202, Edwards, CO 81632.
01:12261385.5

2. 1409. The statutory bases for the relief requested herein are sections 105(a), 327, 328, and 330
of the Bankruptcy Code, Rules 2014 and 2016 of the Federal Rules of Bankruptcy Procedure (the
"Bankruptcy Rules"), and Rule 2014-1 ofthe Local Rules of Bankruptcy Practice and Procedure
of the United States Bankruptcy Court for the District of Delaware (the "Local Rules").
BACKGROUND
2. On June 26, 2012 (the "Petition Date"), the Debtor filed a voluntary
petition for relief under chapter 11 of the Bankruptcy Code. The Debtor has continued in
possession of its properties and has continued to operate and maintain its business as a debtor in
possession pursuant to sections 11 07(a) and 1108 of the Bankruptcy Code.
3. On July 6, 2012, the Office of the United States Trustee for the District of
Delaware (the "U.S. Trustee") appointed an official committee of unsecured creditors (the
"Committee") [Docket No. 86]. No request has been made for the appointment of a trustee or
examiner in this case.
4. A description of the Debtor's business, the reasons for commencing this
chapter 11 case, and the relief sought from the Court to allow for a smooth transition into chapter
11 are set forth in the Declaration ofDanielL. Fitchett, Jr. in support of Chapter 11 Petitions
and First Day Relief[Docket No.2] (the "First Day Declaration"), filed on the Petition Date and
incorporated by reference herein.
RELIEF REQUESTED
5. The Debtor customarily retains the services of various attorneys and other
professionals in the ordinary course of its business operations (each an "Ordinary Course
Professional" or "OCP" and, collectively, the "OCPs")_2 The OCPs provide services to the
2
A listing of the OCPs is attached hereto as Exhibit B. The Debtor reserves the right to supplement the list of
OCPs. Gordon & Rees LLP ("Gordon Rees") is paid in the ordinary course by the Debtor's insurance provider and
2

3. Debtor in a variety of discrete matters unrelated to this chapter 11 case, including, but not limited
to, general corporate, litigation, water rights, tax, and other matters.
6. The Debtor seeks permission to continue to employ the OCPs post-petition
without each OCP having to file a formal application for employment and compensation
pursuant to sections 327 through 331 of the Bankruptcy Code. Due to the geographic diversity
of the OCPs regularly retained by the Debtor and the relatively modest amount of fees that the
OCPs bill to the Debtor, it would be inefficient and burdensome to the Debtor to request that
each OCP apply separately for approval of its employment and compensation. Additionally, the
Debtor does not believe that section 327 of the Bankruptcy Code requires court approval for
retention and employment of all of the OCPs. However, out of an abundance of caution, the
Debtor requests the relief sought herein.
7. The Debtor requests that it be permitted to employ and retain the OCPs,
effective as of the Petition Date, on terms substantially similar to those in effect prior to the
Petition Date, but subject to the terms described below. The Debtor represents that (a) it desires
to employ the OCPs as necessary for the day-to-day operations of the Debtor's business and
pending litigation, as applicable, (b) the expenses for the OCPs are anticipated to be kept to a
minimum, and (c) the OCPs will not perform substantial services relating to bankruptcy matters
without permission of this Court.
8. Although some of the OCPs may have an unsecured claim against the
Debtor in respect ofprepetition services rendered, the Debtor does not believe that any of the
OCPs have an interest materially adverse to the Debtor, its creditors, or other parties in interest.
By this Motion, the Debtor is not requesting authority to pay prepetition amounts owed to OCPs.
is included in this Motion out of an abundance of caution. The procedures in this Motion shall apply to Gordon &
Rees in the event that the Debtor becomes directly obligated to Gordon Rees for any fees or expenses.
3

4. COMPENSATION PROCEDURES
9. The Debtor proposes the following procedures for the retention and
compensation of the OCPs (the "OCP Procedures") 3 :
(a) Prior to the receipt of payment for postpetition services rendered to the
Debtor and expenses incurred, each OCP shall file, or caused to be filed,
with the Court a declaration of disinterestedness (the "Declaration of
Disinterestedness"), substantially in the form attached as Exhibit C to the
Motion, stating that such OCP does not represent or hold an interest
materially adverse to the Debtor or its estate regarding the matters upon
which such OCP is to be retained.
(b) Each OCP shall serve, or cause to be served, a copy of the relevant
Declaration of Disinterestedness on: (i) proposed counsel for the Debtor,
Foley & Lardner LLP, 402 West Broadway, Suite 2100, San Diego, CA
92101, Attn: Christopher Celentino and Young Conaway Stargatt &
Taylor, LLP, 1000 North King St., Rodney Square, Wilmington, Delaware
19801, Attn: Justin P. Duda; (ii) the U.S. Trustee, 844 King Street, Suite
2207, Wilmington, DE 19801, Attn: Mark Kenney; and (iii) counsel for
the Committee (collectively, the "Notice Parties").
(c) Any objections to the retention of any OCP by any party in interest in this
chapter 11 case must be filed with the Court and at the same time served
upon the affected OCP and the Notice Parties within fifteen (15) days of
service of the relevant Declaration of Disinterestedness (the "OCP
Objection Deadline"). If no objection is received on or before the
applicable OCP Objection Deadline with respect to any particular OCP,
the Debtor shall be authorized to retain and pay such OCP in the manner
provided for in these OCP Procedures.
(d) The Debtor is authorized, but not directed, in its sole discretion, without
formal applications being filed with the Court, to compensate and
reimburse the OCPs for one-hundred (100%) percent oftheir postpetition
fees and expenses incurred upon the submission to the Debtor of an
invoice setting forth in reasonable detail the nature of the services
rendered and the disbursements actually incurred by the particular OCP
without prejudice to the Debtor's right to dispute any such invoice;
provided, however, that subject to further order of the Court, the Debtor
shall not pay any individual OCP in excess of $25,000 per month, on
average, over the prior rolling three-month period, for postpetition
compensation and reimbursement ofpostpetition expenses (the "OCP
3
The OCP Procedures will not apply to attorneys or other professionals retained or to be retained by the Debtor
pursuant to separate orders of this Court.
4

5. Cap"); provided, however, that the Debtor's rights to seek to increase the
OCP Cap are reserved.
(e) In the event that an OCP seeks more than $25,000 per month, on average,
over the prior rolling three-month period for its postpetition fees and
expenses, such OCP shall be required to file with the Court a fee
application for the amount of its fees and expenses in excess of the OCP
Cap in accordance with sections 330 and 331 ofthe Bankruptcy Code, the
Bankruptcy Rules, the Local Rules, and any applicable orders of the
Court.
(f) Within thirty (30) days of the close of each calendar quarter (each, a
"Quarter") in this chapter 11 case prior to the entry of an order confirming
any chapter 11 plan or plans, the Debtor shall file with the Court and serve
on the Notice Parties a statement (an "OCP Fees and Expenses
Statement") identifying the aggregate amounts paid to each OCP in the
reported Quarter. The first Quarter for which the Debtors shall be
required to file and serve an OCP Fees and Expenses Statement shall be
the calendar quarter beginning July 1, 2012 and ending September 30,
2012; provided, however, that any compensation and reimbursement for
postpetition fees and expenses paid by the Debtors to the OCPs from the
Petition Date through and including June 30, 2012 shall be included in
such report.
(g) In the event the Debtor supplements the OCP List, the Debtor shall file a
supplemental list (a "Supplemental OCP List") with this Court and serve it
on the Notice Parties. If no objections are filed to any Supplemental OCP
List within ten (10) days after service thereof, such Supplemental OCP
List shall be deemed approved by the Court without the need for a hearing
or further notice or order of this Court.
BASIS FOR RELIEF
10. Section 327(a) of the Bankruptcy Code provides, in relevant part, as
follows:
Except as otherwise provided in this section, the trustee, with the
court's approval, may employ one or more attorneys, accountants,
appraisers, auctioneers, or other professional persons, that do not
hold or represent an interest adverse to the estates, and that are
disinterested persons, to represent or assist the trustee in carrying
out the trustee's duties under the title.
11 U.S.C. § 327(a).
5

6. 11. Section 327(e) of the Bankruptcy Code provides, in relevant part, as
follows:
The trustee, with the court's approval, may employ, for a specified
special purpose ... an attorney that has represented the debtor, if
in the best interest of the estate, and if such attorney does not
represent or hold any interest adverse to the debtor or to the estate
with respect to the matter on which such attorney is to be
employed.
11 U.S.C. § 327(e).
12. Section 328(a) of the Bankruptcy Code provides, in relevant part, as
follows:
The trustee ... with the court's approval, may employ or authorize
the employment of a professional person under section 327 ... on
any reasonable terms and conditions of employment, including on
a retainer, on an hourly basis, on a fixed or percentage fee basis, or
on a contingent fee basis.
11 U.S.C. § 328(a).
13. Section 330 of the Bankruptcy Code provides, in relevant part, as follows:
After notice to the parties in interest and the United States Trustee
and a hearing ... the court may award to a ... professional person
employed under section 327 ... (A) reasonable compensation for
actual, necessary services rendered ... and ... (B) reimbursement
for actual, necessary expenses.
11 U.S.C. § 330(a)(l).
14. Section 105(a) of the Bankruptcy Code provides, in relevant part, that
"[t]he court may issue any order, process, or judgment that is necessary or appropriate to carry
out the provisions of this title." 11 U.S.C. § 105(a).
15. In the instant case, the Debtor expects that the need will arise to call upon
the OCPs to assist with corporate, litigation, and other matters in the ordinary course of the
Debtor's business. The Debtor's reorganization would be hindered if the Debtor was required to
6

7. submit to the Court an application, affidavit, and proposed retention order for each OCP, and if
each OCP were required to apply for approval of its employment and compensation. The costs
of preparing separate applications for each professional would substantially outweigh any benefit
to the bankruptcy estate. Further, most, if not all of the OCPs will be unfamiliar with the fee
application procedures employed in this chapter 11 case. Given the relatively small monthly fees
expected for each OCP, some of the OCPs may be unwilling to render services to the Debtor if
these requirements were imposed.
16. If the background knowledge, expertise, and familiarity that the OCPs
have with the Debtor and its operations are lost, the Debtor will undoubtedly incur additional and
unnecessary expenses in getting replacement professionals "up to speed." The Debtor relies on
the assistance of OCPs for essential functions which are not bankruptcy related and would be
unable to operate without the OCPs' services. The Debtor's estate and its creditors are best
served by avoiding any disruption in the professional services required in their day-to-day
operations and pending litigation.
17. Moreover, a requirement that the Ordinary Course Professionals each file
retention pleadings and follow the usual fee application process required of other bankruptcy
professionals would burden the Clerk of the Court's office, the Court, and the U.S. Trustee's
office with unnecessary fee applications. The OCP Procedures will alleviate such a burden.
18. Retention and payment plans similar to that proposed herein have been
approved by this Court in numerous other chapter 11 cases. See, e.g., In re Buffets Rests.
Holdings, Inc., Case No. 12-10237 (MFW) (Bankr. D. Del. Feb. 14, 2012); In re Lee Enters.,
Inc., Case No. 11-13918 (KG) (Bankr. D. Del. Jan. 12, 2012); In re Pure Beauty Salons &
Boutiques, Inc., Case No. 11-13159 (MFW) (Bankr. D. Del. Oct. 28, 2011); In re Friendly Ice
7

8. Cream Corp., Case No. 11-13167 (KG) (Bankr. D. Del. Oct. 24, 2011); In re Neb. Book Co.,
Inc., Case No. 11-12005 (PJW) (Bankr. D. Del. July 21, 2011); In re Perkins & Marie
Callender's Inc., Case No. 11-11795 (KG) (Bankr. D. Del. July 12, 2011). The Debtor submits
that similar authorization is appropriate in this chapter 11 case.
19. The Debtor and its estate would be well served by the continued retention
of the OCPs because of their prior relationships with the Debtor and their understanding of the
Debtor and its operations and pending litigation. It is in the best interest of all creditors and
parties in interest to avoid any disruption in the OCPs' services.
NOTICE
20. Notice of this Motion has been provided to: (i) the Office of the United
States Trustee; (ii) the Office of the United States Attorney for the District of Delaware; (iii)
counsel to the Official Committee ofUnsecured Creditors; (iv) counsel to prepetition secured
lenders; (v) counsel to proposed post-petition secured lender; and (vi) all parties requesting
notice pursuant to Bankruptcy Rule 2002. In light of the nature of the relief requested herein, the
Debtor submits that no other or further notice is necessary.
8

9. WHEREFORE, the Debtor respectfully request that this Court enter the Proposed
Order, substantially in the form attached hereto as Exhibit A, authorizing the Debtor to retain,
employ, and compensate certain professionals used in the ordinary course of business.
Dated: Wilmington, Delaware FOLEY & LARDNER LLP
July 10, 2012 Christopher Celentino
Erika Moribita
Mikel Bistrow
Admitted Pro Hac Vice
402 West Broadway, Suite 2100
San Diego, California 92101
Telephone: (619) 234-6655
Facsimile: (619) 234-3510
-and-
YOUNG CONAWAY STARGATT & TAYLOR, LLP
Is/ Donald J Bowman Jr.
Michael R. Nestor (No. 3526)
Joseph M. Barry (No. 4221)
Donald J. Bowman, Jr. (No. 4383)
Justin P. Duda (No. 5478)
Rodney Square
1000 N. King Street
Wilmington, Delaware 19801
Telephone: (302) 571-6600
Facsimile: (302) 571-1253
Proposed Counsel for Debtor and Debtor in Possession
9

10. IN THE UNITED STATES BANKRUPTCY COURT
FOR THE DISTRICT OF DELAWARE
In re: Chapter 11
Cordillera Golf Club, LLC, 1 Case No. 12-11893 (CSS)
dba The Club at Cordillera,
Hearing Date: July 27, 2012 at 1:00 p.m. (ET)
Objection Deadline: July 20, 2012 at 4:00 p.m. (ET)
Debtor.
NOTICE OF MOTION
TO: (A) THE OFFICE OF THE UNITED STATES TRUSTEE; (B) THE OFFICE OF THE
UNITED STATES ATTORNEY FOR THE DISTRICT OF DELAWARE; (C)
COUNSEL TO THE OFFICIAL COMMITTEE OF UNSECURED CREDITORS; (D)
COUNSEL TO PREPETITION SECURED LENDERS; (E) COUNSEL TO PROPOSED
POST-PETITION SECURED LENDER; AND (F) ALL PARTIES THAT HAVE
REQUESTED NOTICE PURSUANT TO FEDERAL RULE OF BANKRUPTCY
PROCEDURE 2002
PLEASE TAKE NOTICE that the above-captioned debtor and debtor in
possession (the "Debtor") filed the attached Debtor's Motionfor an Order Authorizing the
Debtor to Retain, Employ, and Compensate Certain Professionals Utilized in the Ordinary
Course of Business (the "Motion").
PLEASE TAKE FURTHER NOTICE that responses, if any, to the Motion
must be filed with the United States Bankruptcy Court for the District of Delaware, 824 N.
Market Street, 3rd Floor, Wilmington, Delaware 19801 on or before July 20,2012 at 4:00P.M.
(ET) (the "Objection Deadline"). At the same time, you must serve a copy of your response
upon the undersigned counsel.
PLEASE TAKE FURTHER NOTICE THAT A HEARING ON THE
MOTION WILL BE HELD ON JULY 27, 2012 AT 1:00 P.M. (ET) BEFORE THE
HONORABLE CHRISTOPHER S. SONTCHI, IN THE UNITED STATES BANKRUPTCY
COURT FOR THE DISTRICT OF DELAWARE, 824 N. MARKET STREET, 5TH FLOOR,
COURTROOM NO.6, WILMINGTON, DELAWARE 19801.
1
The Debtor in this chapter 11 case, and the last four digits of its employer tax identification number, is: XX-
XXX1317. The corporate headquarters address for the Debtor is 97 Main Street, Suite E202, Edwards, CO 81632.
01:12261385.5

11. PLEASE TAKE FURTHER NOTICE THAT IF YOU FAIL TO RESPOND
TO THE MOTION IN ACCORDANCE WITH THIS NOTICE, THE COURT MAY GRANT
THE RELIEF REQUESTED THEREIN WITHOUT FURTHER NOTICE OR A HEARING.
Dated: Wilmington, Delaware FOLEY & LARDNER LLP
July 10, 2012 Christopher Celentino
Erika Moribita
Mikel Bistrow
Admitted Pro Hac Vice
402 West Broadway, Suite 2100
San Diego, California 921 01
Telephone: (619) 234-6655
Facsimile: (619) 234-3510
-and-
YOUNG CONAWAY STARGATT & TAYLOR, LLP
Is/ Donald J Bowman, Jr.
Michael R. Nestor (No. 3526)
Joseph M. Barry (No. 4221)
Donald J. Bowman, Jr. (No. 4383)
Justin P. Duda (No. 5478)
Rodney Square
1000 N. King Street
Wilmington, Delaware 19801
Telephone: (302) 571-6600
Facsimile: (302) 571-1253
Proposed Counsel for Debtor and Debtor in Possession
2

12. Exhibit A
Proposed Order
01:12261385.5

13. IN THE UNITED STATES BANKRUPTCY COURT
FOR THE DISTRICT OF DELAWARE
In re: Chapter 11
Cordillera Golf Club, LLC, 1 Case No. 12-11893 (CSS)
dba The Club at Cordillera,
Ref. Docket No.
Debtor.
ORDER AUTHORIZING THE DEBTOR TO RETAIN,
EMPLOY, AND COMPENSATE CERTAIN PROFESSIONALS
UTILIZED IN THE ORDINARY COURSE OF BUSINESS
Upon consideration of the motion (the "Motion"i of the above-captioned debtor
and debtor-in-possession (the "Debtor") for entry of an order authorizing the Debtor to employ
and compensate certain professionals utilized in the ordinary course of business; and it appearing
that this Court has jurisdiction over this matter pursuant to 28 U.S.C. §§ 157 and 1334; and it
appearing that this Motion is a core proceeding pursuant to 28 U.S.C. § 157; and adequate notice
of the Motion and opportunity for objection having been given, with no objections or requests for
hearing having been filed, or all objections having been overruled, as the case may be; and it
appearing that no other notice need be given; and after due deliberation and sufficient cause
therefore,
IT IS HEREBY ORDERED THAT:
1. The Motion is GRANTED.
2. The Debtor is authorized, but not directed, to employ and pay reasonable
fees and expenses of the OCPs listed on Exhibit B to the Motion (the "OCP List") to assist and
1
The Debtor in this chapter 11 case, and the last four digits of its employer tax identification number, is: XX-
XXX1317. The corporate headquarters address for the Debtor is 97 Main Street, Suite E202, Edwards, CO 81632.
2
Capitalized terms used but not defined herein shall have the meanings ascribed to them in the Motion.
01:12261385.5

14. advise the Debtor in the operation of its business and to represent the Debtor in matters arising in
the ordinary course of the Debtor's business as described in the Motion.
3. The Debtor shall serve a copy of this Order and the OCP List on the OCPs
within five (5) business days after entry of this Order.
4. Prior to the receipt of payment for postpetition services rendered to the
Debtor and expenses incurred, each OCP shall file, or caused to be filed, with the Court a
declaration of disinterestedness (the "Declaration of Disinterestedness"), substantially in the
form attached as Exhibit C to the Motion, stating that such OCP does not represent or hold an
interest materially adverse to the Debtor or its estate regarding the matters upon which such OCP
is to be retained.
5. Each OCP shall serve, or cause to be served, a copy of the relevant
Declaration of Disinterestedness on: (i) proposed counsel for the Debtor, Foley & Lardner LLP,
402 West Broadway, Suite 2100, San Diego, CA 92101, Attn: Christopher Celentino andYoung
Conaway Stargatt & Taylor, LLP, 1000 North King St., Rodney Square, Wilmington, Delaware
19801, Attn: Justin P. Duda; (ii) the U.S. Trustee, 844 King Street, Suite 2207, Wilmington, DE
19801, Attn: Mark Kenney; and (iii) counsel for the Committee (collectively, the "Notice
Parties").
6. Any objections to the retention of any OCP by any party in interest in this
chapter 11 case must be filed with the Court and at the same time served upon the affected OCP
and the Notice Parties within fifteen (15) days of service of the relevant Declaration of
Disinterestedness (the "OCP Objection Deadline"). If no objection is received on or before the
applicable OCP Objection Deadline with respect to any particular OCP, the Debtor shall be
authorized to retain and pay such OCP in the manner provided for in this Order.
2

15. 7. The Debtor is authorized, but not directed, in its sole discretion, without
formal applications being filed with the Court, to compensate and reimburse the OCPs for one-
hundred (100%) percent of their postpetition fees and expenses incurred upon the submission to
the Debtor of an invoice setting forth in reasonable detail the nature of the services rendered and
the disbursements actually incurred by the particular OCP without prejudice to the Debtor's right
to dispute any such invoice; provided, however, that subject to further order of the Court, the
Debtor shall not pay any individual OCP in excess of $25,000 per month, on average, over the
prior rolling three-month period, for postpetition compensation and reimbursement of
postpetition expenses (the "OCP Cap"); provided, however, that the Debtor's rights to seek to
increase the OCP Cap are reserved.
8. In the event that an OCP seeks more than $25,000 per month, on average,
over the prior rolling three-month period for its postpetition fees and expenses, such OCP shall
be required to file with the Court a fee application for the amount of its fees and expenses in
excess of the OCP Cap in accordance with sections 330 and 331 of the Bankruptcy Code, the
Bankruptcy Rules, the Local Rules, and any applicable orders of the Court.
9. Within thirty (30) days of the close of each calendar quarter (each, a
"Quarter") in this chapter 11 case prior to the entry of an order confirming any chapter 11 plan or
plans, the Debtor shall file with the Court and serve on the Notice Parties a statement (an "OCP
Fees and Expenses Statement") identifying the aggregate amounts paid to each OCP in the
reported Quarter. The first Quarter for which the Debtors shall be required to file and serve an
OCP Fees and Expenses Statement shall be the calendar quarter beginning July 1, 2012 and
ending September 30, 2012; provided, however, that any compensation and reimbursement for
3

16. postpetition fees and expenses paid by the Debtors to the OCPs from the Petition Date through
and including June 30, 2012 shall be included in such report.
10. In the event the Debtor supplements the OCP List, the Debtor shall file a
supplemental list (a "Supplemental OCP List") with this Court and serve it on the Notice Parties.
If no objections are filed to any Supplemental OCP List within ten (10) days after service
thereof, such Supplemental OCP List shall be deemed approved by the Court without the need
for a hearing or further notice or order of this Court and shall be governed by this Order.
11. The procedures set forth in this Order shall not apply to the payment of the
fees and expenses of Gordon & Rees LLP ("Gordon Rees") by one or more of the Debtor's
insurance providers. The procedures set forth in this Order shall apply to Gordon & Rees LLP
("Gordon Rees") only to the extent that the Debtor becomes directly obligated to Gordon Rees
for the payment of fees and expenses.
12. The Debtor is authorized to take all actions necessary to effectuate the
relief granted pursuant to this Order in accordance with the Motion.
13. This Court shall retain jurisdiction with respect to any and all matters
arising from or related to the interpretation or implementation of this Order.
Dated: Wilmington, Delaware
July _ _, 2012
Christopher S. Sontchi
United States Bankruptcy Judge
4

17. Exhibit B
Ordinary Course Professionals List

18. Ordinary Course Professional Service Provided
Dickenson, Prud'Homme, Adams & Ingram Legal representation
730 17th St. regarding various corporate
Ste. 730 matters
Denver, CO 80202
Ehrhardt, Keefe, Steiner, Hottman PC Accounting and tax services.
7979 E. Tufts. Ave.
Ste. 400
Denver, CO 80237
Gordon & Rees LLP Legal representation
555 17th St. regarding litigation matters 1
Ste. 3400
Denver, CO 80202
Greenberg Traurig Legal representation
5100 Town Center Circle regarding corporate matters
Ste. 400
Boca Raton, FL 33486
Harvey W. Curtis & Assoc. Legal representation
8310 S. Valley Highway regarding water rights
Ste. 230
Englewood, CO 80112
Peeples Ink Public relations
12 Vail Road
Ste. 400
Vail, Colorado 81657
Thomas Genshaft, LLP Legal representation
Aspen Highlands regarding litigation matters
0039 Boomerang Road
Ste. 8130
Aspen, CO 81611
1
The fees of Gordon & Rees are paid by the Debtor's insurance provider, but the Debtor includes Gordon & Rees
in this chart out of an abundance of caution, in the event the Debtor incurs direct fees in relation to the work
performed by Gordon & Rees.

19. Exhibit C
Declaration of Disinterestedness

20. IN THE UNITED STATES BANKRUPTCY COURT
FOR THE DISTRICT OF DELAWARE
In re: Chapter 11
Cordillera Golf Club, LLC/ Case No. 12-11893 (CSS)
dba The Club at Cordillera,
Ref. Docket No.
Debtor.
DECLARATION OF DISINTERESTEDNESS
I, [Declarant], do hereby declare under penalty of perjury:
1. I am a [position] of[Firm], located at [Street, City, State Zip Code] (the "Firm").
2. The above-captioned debtor and debtor-in-possession (the "Debtor") has
requested that the Firm provide ~___ _ _ _ _ _ _ ___] services to the Debtor, and the Firm
has agreed to provide such services.
3. The Firm may have performed services in the past, may currently perform
services, and may perform services in the future, in matters unrelated to the above-captioned
case, for persons that are parties in interest in the Debtor's chapter 11 case. The Firm does not
perform services for any such person in connection with this chapter 11 case, or have any
relationship with any such person, their attorneys, or accountants that would be adverse to the
Debtor or its estate.
4. As part of its customary practice, the Firm is retained in cases,
proceedings, and transactions involving many different parties, some of whom may represent or
be employed by the Debtor, claimants, and parties in interest in this chapter 11 case.
1
The Debtor in this chapter 11 case, and the last four digits of its employer tax identification number, is: XX-
XXX1317. The corporate headquarters address for the Debtor is 97 Main Street, Suite E202, Edwards, CO 81632.

21. 5. Neither I nor any principal, partner, director or officer of, or professional
employed by, the Firm has agreed to share or will share any portion of the compensation to be
received from the Debtor with any other person other than the principal and regular employees of
the Firm.
6. Neither I nor any principal, partner, director or officer of, or professional
employed by, the Firm, insofar as I have been able to ascertain, holds, or represents any interest
adverse to the Debtor or its estate with respect to the matter(s) upon which this Firm is to be
employed.
7. The Debtor owes the Firm [$_ _ _ _ ___, for prepetition services, the
payment of which is subject to limitations contained in title 11 of the United States Code, 11
U.S.C. §§ 101-1532 (the "Bankruptcy Code").
8. As of the date the chapter 11 case was commenced (the "Petition Date"),
the Firm [was/was not] party to an agreement for indemnification with the Debtor. [If there is
such an agreement, a copy of such agreement is attached as Exhibit A to this Declaration].
9. The Firm is conducting further inquiries regarding its retention by any
creditors of the Debtor, and upon conclusion of that inquiry, or at any time during the period of
its employment, if the Firm should discover any facts bearing on the matters described herein,
the Firm will supplement the information contained in this Declaration.
I declare under penalty of perjury that the foregoing is true and correct.
Executed on [L__ __,], 2012
By: --------------------------
[DECLARANT]
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