LENNAR CORPORATION. By: /s/ David McCain -------------------------------------------------- Title: Vice President FG ACQUISITION CORPORATION By: /s/ David McCain -------------------------------------------------- Title: Secretary PROMETHEUS HOMEBUILDERS LLC By: LF STRATEGIC REALTY INVESTORS II L.P., its managing member, By: LAZARD FRERES REAL ESTATE INVESTORS L.L.C., its general partner By: /s/ John A. Moore ------------------------------------- Title: Managing Principal and Chief Financial Officer /s/ Robert Short --------------------------------------------------------- ROBERT SHORT
LENNAR CORPORATION. By: /s/ DAVID MCCAIN ----------------------------------------- David McCain, Vice President Axxxxxx: Lennar Corporation 700 Northwest 107th Avenue Miamx, Xxxxxxx 00000 Xxxxxxxxx: Xxxxx Xxxxx, Chief Xxxxxxxxx Xfficer Fax No.: (305) 227-7115 with copies to: Lennar Corporation 700 Northwest 107th Avenue Miamx, Xxxxxxx 00000 Xxxxxxxxx: Xxxxx XxXxxx, Xxxxral Counsel Fxx Xx.: (005) 229-6650 Bilzin Sumberg Dunn Price & Axelrod LLP 0000 Fxxxx Union Fixxxxxxx Center 200 South Biscayne Boulevard Mixxx, XX 00000-0000 Xxxxxxxxx: Xxxxx Xxxxxx Fax No.: (305) 370-0000 Lenders: BANK ONE, NA, As Lender, Administrative Agent, Issuer and Swing Line Bank By: ----------------------------------------- Name: ------------------------------------ Its: ------------------------------------- Address: Bank One, NA 1 Bank One Plaza 14th Floor, Mail Suite IL1-0315 Xxxxxxx, Xxxxxxxx 00000-0000 Xxxxxxxxx: Xxxx Xxxxxxxxx Fax No.: (312) 000-0000 with a copy to: Bank One, NA 1 Bank One Plaza, Mail Suite 0801 Chicxxx, Xxxxxxxx 00000-0000 Xxxxxxxxx: Xxx Xxxxxxxxxx Fax No.: (312) 732-5144 BANKERS TRUST COMPANY, As Lender and Syndication Agent By: ----------------------------------------- Name: ------------------------------------ Its: ------------------------------------- Address: 113 SCHEDULE IV PERMITTED LIENS None SCHEDULE V REQUIRED CONSENTS None SCHEDULE VIII SUBORDINATED DEBT None SCHEDULE IX Loan Facilities Required to be Repaid Debt Off Fourth Amended and Restated Credit Agreement dated as of February 14, 2000 among U.S. Home Corporation, Bank One NA as Administrative Agent and the lenders party hereto. SCHEDULE X PERMITTED DISPOSITIONS None
LENNAR CORPORATION. By: ----------------------------------- Name: Title: Authorized signatory for each of the Guarantors listed on Schedule I hereto By: ----------------------------------- Name: Title:
LENNAR CORPORATION. Public Offering of Zero Coupon Convertible Senior Subordinated Notes Due 2021 ----------------------------------------------------------------------------- March 30, 2001 Xxxxxxx Xxxxx Barney Inc. As Representatives of the several Underwriters, c/o Xxxxxxx Xxxxx Xxxxxx Inc. 000 Xxxxxxxxx Xxxxxx Xxx Xxxx, Xxx Xxxx 00000 Ladies and Gentlemen: This letter is being delivered to you in connection with the proposed Underwriting Agreement (the "Underwriting Agreement"), between Lennar Corporation, a Delaware corporation (the "Company"), and you as representatives of a group of Underwriters named therein, relating to an underwritten public offering of Zero Coupon Convertible Senior Subordinated Notes Due 2021 (the "Notes") of the Company. In order to induce you and the other Underwriters to enter into the Underwriting Agreement, the undersigned will not, without the prior written consent of Xxxxxxx Xxxxx Barney Inc., offer, sell, contract to sell, pledge or otherwise dispose of, (or enter into any transaction which is designed to, or might reasonably be expected to, result in the disposition (whether by actual disposition or effective economic disposition due to cash settlement or otherwise) by the undersigned or any affiliate of the undersigned or any person in privity with the undersigned or any affiliate of the undersigned), directly or indirectly, or establish or increase a put equivalent position or liquidate or decrease a call equivalent position within the meaning of Section 16 of the Securities Exchange Act of 1934, as amended, and the rules and regulations of the Securities and Exchange Commission promulgated thereunder with respect to, any shares of capital stock of the Company or any securities convertible into, or exercisable or exchangeable for such capital stock for a period of 90 days after the date of the Underwriting Agreement, other than shares of Common Stock disposed of as bona fide gifts approved by Xxxxxxx Xxxxx Xxxxxx Inc. If for any reason the Underwriting Agreement shall be terminated prior to the Closing Date (as defined in the Underwriting Agreement), the agreement set forth above shall likewise be terminated. Yours very truly, [Signature of Xxxxxxx Xxxxxx/Xxxxxx X Xxxxxx]
LENNAR CORPORATION. By: -------------------------------------- Name: Title: Accepted as of the date first above written: BANK ONE TRUST COMPANY, N.A., as Exchange Agent
LENNAR CORPORATION. By: --------------------------------------- Name: ------------------------------------- Title: ------------------------------------ EXECUTIVE ------------------------------------------ Name: Isaax Xxxxxxxxxx
LENNAR CORPORATION. By: /s/ Stuaxx X. Xxxxxx ------------------------------ Title: President PACIFIC GREYSTONE CORPORATION By: /s/ Jack X. Xxxxxx ------------------------------ Title: President
LENNAR CORPORATION. By: ---------------------------------- Name: Title: EXECUTIVE
LENNAR CORPORATION. By: ---------------------------- Name: Title: By: ---------------------------- Name: Title: Dated: A-2 103 Certificate of Authentication This is one of the 9.95% Senior Notes due 2010, Series A, referred to in the within-mentioned Indenture. , as Trustee By: --------------------------------- Authorized Signatory Date of Authentication: A-3 104 (REVERSE OF SECURITY) 9.95% Senior Note due 2010, Series A Capitalized terms used and not otherwise defined herein shall have the meanings ascribed to them in the Indenture, dated as of May 3, 2000 (the "Indenture"), and as amended from time to time, among Lennar Corporation, a Delaware corporation (the "Company"), the Guarantors named therein and Bank One Trust Company, NA, as trustee (the "Trustee").
LENNAR CORPORATION. By: ------------------------- Name: Title: By: ------------------------- Name: Title: Dated:
