FIRST SUPPLEMENTAL GUARANTEE dated as of September 10, 2018 among
Exhibit 10(uuu)
FIRST SUPPLEMENTAL GUARANTEE
dated as of September 10, 2018
among
X. XXXXXXXXX ENTERPRISES, INC.,
HOVNANIAN ENTERPRISES, INC.,
The Other Guarantors Party Hereto
and
WILMINGTON TRUST, NATIONAL ASSOCIATION
as Administrative Agent
THIS FIRST SUPPLEMENTAL GUARANTEE (this “First Supplemental Guarantee”), entered into as of September 10, 2018, among X. Xxxxxxxxx Enterprises, Inc., a California corporation (the “Borrower”), Hovnanian Enterprises, Inc., a Delaware corporation (“Holdings”), each of the guarantors listed in Schedule I hereto (each an “Undersigned”) and Wilmington Trust, National Association, a national banking association, as Administrative Agent (the “Administrative Agent”).
RECITALS
WHEREAS, the Borrower, Holdings, the other Guarantors party thereto and the Administrative Agent entered into a credit agreement, dated as of January 29, 2018 (the “Credit Agreement”);
WHEREAS, in consideration of the extensions of credit made pursuant to the Credit Agreement, Holdings agreed pursuant to the Credit Agreement to cause any newly acquired or created Restricted Subsidiaries (other than any Excluded Subsidiary) to provide Guarantees.
AGREEMENT
NOW, THEREFORE, in consideration of the premises and mutual covenants herein contained and intending to be legally bound, the parties hereto hereby agree as follows:
Section 1. Capitalized terms used herein and not otherwise defined herein are used as defined in the Credit Agreement.
Section 2. Each Undersigned, by its execution of this First Supplemental Guarantee, agrees to be a Guarantor under the Credit Agreement and to be bound by the terms of the Credit Agreement applicable to Guarantors, including, but not limited to, Article X thereof.
Section 3. This First Supplemental Guarantee shall be governed by and construed in accordance with the laws of the State of New York.
Section 4. This First Supplemental Guarantee may be signed in various counterparts which together shall constitute one and the same instrument.
Section 5. This First Supplemental Guarantee is an amendment supplemental to the Credit Agreement and the Credit Agreement and this First Supplemental Guarantee shall henceforth be read together.
Section 6. The Administrative Agent shall not be responsible in any manner whatsoever for or in respect of the validity or sufficiency of this Supplemental Guarantee or for or in respect of the Recitals contained herein, all of which are made solely by the Borrower, Holdings and each of the undersigned.
IN WITNESS WHEREOF, the parties hereto have caused this First Supplemental Guarantee to be duly executed as of the date first above written.
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X. XXXXXXXXX ENTERPRISES, INC., as Borrower |
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By: |
/s/ J. Xxxxx Xxxxxx |
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Name:J. Xxxxx Xxxxxx |
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Title:Executive Vice President and Chief Financial Officer |
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HOVNANIAN ENTERPRISES, INC. |
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By: |
/s/ J. Xxxxx Xxxxxx |
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Name:J. Xxxxx Xxxxxx |
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Title:Executive Vice President and Chief Financial Officer |
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On behalf of each of the entities listed on Schedule I hereto |
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By: |
/s/ J. Xxxxx Xxxxxx |
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Name:J. Xxxxx Xxxxxx |
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Title:Executive Vice President and Chief Financial Officer |
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WILMINGTON TRUST, NATIONAL ASSOCIATION, as Administrative Agent |
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By: |
/s/ Xxxxxxx Xxxx |
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Name:Xxxxxxx Xxxx |
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Title:Vice President |
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Schedule I
X. XXXXXXXXX AT ASHLEY POINTE LLC
X. XXXXXXXXX AT XXXXXXXXX FARMS LLC
X. XXXXXXXXX AT CRESTVIEW, LLC
X. XXXXXXXXX AT LIBERTY HILL FARM, LLC
X. XXXXXXXXX AT XXXX VISTA, LLC
X. XXXXXXXXX AT RETREAT AT MILLSTONE, LLC
X. XXXXXXXXX AT VILLAGES AT COUNTRY VIEW, LLC
X. XXXXXXXXX AT WALL QUAIL RIDGE, LLC
X. XXXXXXXXX DFW THE PARKS AT ROSEHILL, LLC
X. XXXXXXXXX FLORIDA OLD GC, LLC
X. XXXXXXXXX FOUR SEASONS AT CHESTNUT RIDGE, LLC
X. XXXXXXXXX SOLA VISTA, LLC
KHOV WINDING BAY II, LLC
X. XXXXXXXXX LAKE XXXXXXX RESERVE, LLC
X. XXXXXXXXX OSPREY RANCH, LLC
X. XXXXXXXXX'X FOUR SEASONS AT BELLA VISTA, LLC
X. XXXXXXXXX DFW VILLAS AT THE STATION, LLC
X. XXXXXXXXX AT ROCKLAND VILLAGE GREEN, LLC
