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[LETTERHEAD OF XXXXXXX XXXX HOMES, INC.]
July 15, 1999
The Xxxxxxx Companies
00 Xxxxxxxxx Xxxxx
Xxxxxxx Xxxxx, Xxxxxxxxxx 00000
Attention: General Xxxxx Xxxxxx
Chairman, Special Committee of the Board of Directors
Re: EXTENSION OF REVISED AGREEMENT IN PRINCIPLE CONCERNING
THE XXXXXXX COMPANIES AND XXXXXXX XXXX HOMES, INC.
Ladies and Gentlemen:
This letter amends the Revised Agreement in Principle, dated May 3,
1999 (the "Letter of Intent"), among Xxxxxxx Xxxx Homes, Inc., a California
corporation, The Xxxxxxx Companies, a Delaware corporation, and Xxxxxxx Homes,
a California corporation. Capitalized terms not otherwise defined herein shall
have the meanings set forth in the Letter of Intent.
The parties to the Letter of Intent hereby extend the term of the
Letter of Intent (as referenced in Section 2(h) and Section 11 thereof) and the
Exclusivity Period (as referenced in Section 4 thereof) to 11:59 p.m. Pacific
time on October 15, 1999. In addition, the parties agree that the references in
Section 3 of the Letter of Intent to the termination date of any Definitive
Agreement shall be changed from August 31, 1999 to November 30, 1999.
If the foregoing is consistent with your understanding and is
satisfactory to you as a basis for proceeding toward a Definitive Agreement,
please so signify on the enclosed copy of this letter and return it to us at
the address indicated hereon.
XXXXXXX XXXX HOMES, INC.,
A CALIFORNIA CORPORATION
By: /s/ XXXXXXX XXXX
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Xxxxxxx Xxxx
Chairman, President & CEO
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The Xxxxxxx Companies -- July 15, 1999 - Page 2
AGREED, AS OF JULY 14, 1999:
THE XXXXXXX COMPANIES,
A DELAWARE CORPORATION
By: /s/ XXXXX XXXXXX
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Xxxxx Xxxxxx
Senior Vice President and General Counsel
By: /s/ XXXXX X. XXXXXX
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Xxxxx X. Xxxxxx
Vice President and Corporate Secretary
XXXXXXX HOMES,
A CALIFORNIA CORPORATION
By: /s/ XXXXX XXXXXX
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Xxxxx Xxxxxx
Senior Vice President and General Counsel
By: /s/ XXXXX X. XXXXXX
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Xxxxx X. Xxxxxx
Vice President and Corporate Secretary
