Newhall Land & Farming Co /Ca/ Sample Contracts

1 EXHIBIT 10 VALENCIA MARKETPLACE PURCHASE AND SALE AGREEMENT
Purchase and Sale Agreement • May 12th, 1998 • Newhall Land & Farming Co /Ca/ • Land subdividers & developers (no cemeteries) • California
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WITNESSETH:
Shareholders' Agreement • August 4th, 2000 • Newhall Land & Farming Co /Ca/ • Land subdividers & developers (no cemeteries) • California
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EXTENSION AGREEMENT
Extension Agreement • August 4th, 2000 • Newhall Land & Farming Co /Ca/ • Land subdividers & developers (no cemeteries) • California
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SECOND AMENDMENT TO PARTNERSHIP AGREEMENT OF NEWHALL GENERAL PARTNERSHIP
Partnership Agreement • August 4th, 2000 • Newhall Land & Farming Co /Ca/ • Land subdividers & developers (no cemeteries) • California
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1- 2 3. CONSTRUCTION LETTERS OF CREDIT. Purchaser and Seller hereby agree that Seller shall deliver to Escrow Holder one (1) business day prior to the Closing Date, letters of credit in the amount equal to the total of the "Undisbursed Balance of the...
Purchase and Sale Agreement • June 19th, 1998 • Newhall Land & Farming Co /Ca/ • Land subdividers & developers (no cemeteries)
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Exhibit 10(w)
Newhall Land & Farming Co /Ca/ • March 25th, 1998 • Land subdividers & developers (no cemeteries) • California
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RETENTION AGREEMENT
Retention Agreement • November 13th, 2001 • Newhall Land & Farming Co /Ca/ • Land subdividers & developers (no cemeteries) • California

This Retention Agreement ("Agreement") is entered into and effective as of March 31, 2001 (“Effective Date”), between The Newhall Land and Farming Company (a California Limited Partnership) ("NLF") and Thomas E. Dierckman ("Employee"). NLF's ultimate managing general partner is Newhall Management Corporation ("NMC") and where appropriate will be referred together with NLF as the "Company." The Company and Employee are referred to in this Agreement as the "Parties."

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AGREEMENT AND PLAN OF MERGER by and among THE NEWHALL LAND AND FARMING COMPANY, LENNAR CORPORATION, LNR PROPERTY CORPORATION, NWHL INVESTMENT LLC, and NWHL ACQUISITION, L.P. Dated as of July 21, 2003
Agreement and Plan of Merger • July 24th, 2003 • Newhall Land & Farming Co /Ca/ • Land subdividers & developers (no cemeteries) • California

AGREEMENT AND PLAN OF MERGER, dated as of July 21, 2003 (this “Agreement”), by and among The Newhall Land and Farming Company, a California limited partnership (the “Company”), Lennar Corporation, a Delaware corporation, and LNR Property Corporation, a Delaware corporation (collectively, “Lima”), NWHL Investment LLC, a Delaware limited liability company, a directly or indirectly owned subsidiary of Lima (“Parent”), and NWHL Acquisition, L.P., a California limited partnership (“Acquisition”).

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AMENDED AND RESTATED PARTNERSHIP AGREEMENT OF NEWHALL GENERAL PARTNERSHIP
Partnership Agreement • May 8th, 2001 • Newhall Land & Farming Co /Ca/ • Land subdividers & developers (no cemeteries)

This AMENDED AND RESTATED PARTNERSHIP AGREEMENT is made and entered into as of April 1, 2001, by and among Newhall Management Limited Partnership, a California limited partnership, Gary M. Cusumano and Thomas E. Dierckman.

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SEVERANCE AGREEMENT
Severance Agreement • March 26th, 2003 • Newhall Land & Farming Co /Ca/ • Land subdividers & developers (no cemeteries) • California

This Severance Agreement ("Agreement") is entered into and effective as of March 1, 2003 ("Termination Date"), between The Newhall Land and Farming Company (a California Limited Partnership) ("NLF") and Stuart R. Mork ("Mr. Mork"). NLF's ultimate managing general partner is Newhall Management Corporation ("NMC") and where appropriate will be referred together with NLF as the "Company." The Company and Mr. Mork are referred to in this Agreement as the "Parties."

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RETENTION AGREEMENT
Retention Agreement • November 13th, 2001 • Newhall Land & Farming Co /Ca/ • Land subdividers & developers (no cemeteries) • California

This Retention Agreement ("Agreement") is entered into and effective as of March 31, 2001 (“Effective Date”), between The Newhall Land and Farming Company (a California Limited Partnership) ("NLF") and Gary M. Cusumano ("Cusumano"). NLF's ultimate managing general partner is Newhall Management Corporation ("NMC") and where appropriate will be referred together with NLF as the "Company." The Company and Cusumano are referred to in this Agreement as the "Parties."

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SEVERANCE AND CONSULTING AGREEMENT
Severance and Consulting Agreement • May 8th, 2001 • Newhall Land & Farming Co /Ca/ • Land subdividers & developers (no cemeteries) • California

This Severance and Consulting Agreement ("Agreement") is entered into and effective as of March 21, 2001, between The Newhall Land and Farming Company (a California Limited Partnership) ("NLF") and Thomas L. Lee ("Lee"). NLF's ultimate managing general partner is Newhall Management Corporation ("NMC") and where appropriate will be referred together with NLF as the "Company." The Company and Lee are referred to in this Agreement as the "Parties."

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AGREEMENT
Limited Partnership Agreement • August 4th, 2000 • Newhall Land & Farming Co /Ca/ • Land subdividers & developers (no cemeteries) • California
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