INTELLECTUAL PROPERTY SECURITY AGREEMENT

Exhibit 10.10

INTELLECTUAL PROPERTY SECURITY AGREEMENT

This Intellectual Property Security Agreement (the “Agreement”), dated as of May 27, 2008 is made by each of the pledgors signatory hereto (together with any other entity that may become a party hereto as provided herein, each a “Pledgor” and collectively, the “Pledgors”), in favor of Deutsche Bank National Trust Company, as Collateral Agent (in such capacity, the “Agent”) for the benefit of itself, the Trustee (as defined below) and the Noteholders (as defined below).

WHEREAS, pursuant to the Seventh Amended and Restated Credit Agreement, dated as of March 7, 2008 (as amended, restated, supplemented or otherwise modified from time to time, the “Credit Agreement”) among X. Xxxxxxxxx Enterprises, Inc., a California corporation (the “Issuer”), Hovnanian Enterprises, Inc., a Delaware corporation (“Hovnanian”), the Lenders now or hereafter party thereto (the “Lenders”), and PNC Bank National Association, as administrative agent (the “Administrative Agent”), the Lenders have provided certain loans and other financial accommodations to the Issuer;

WHEREAS, the Issuer, Hovnanian and each of the other Guarantors (as defined in the Secured Note Indenture) have entered into the Indenture, dated as of May 27, 2008 (as amended, supplemented, amended and restated or otherwise modified from time to time, the “Secured Note Indenture”) with Deutsche Bank National Trust Company as trustee (in such capacity, the “Trustee”), pursuant to which the Issuer issued 11 1/2 % Senior Secured Notes due 2013 (collectively, the “Secured Notes”);

WHEREAS, the Issuer, Hovnanian, certain subsidiaries of Hovnanian party thereto, PNC Bank, National Association, as Senior Credit Agent, the Trustee and Wilmington Trust Company, as Mortgage Tax Collateral Agent have entered into the Intercreditor Agreement, dated as of May 27, 2008 (as amended, supplemented, amended or restated or otherwise modified from time to time, the “Intercreditor Agreement”);

WHEREAS, the Issuer is a member of an affiliated group of companies that includes Hovnanian, the Issuer’s parent company, and each other Pledgor;

WHEREAS, the proceeds of the issuance of Secured Notes under the Secured Note Indenture will be used in part to enable the Issuer to make valuable transfers to one or more of the other Pledgors in connection with the operation of their respective businesses;

WHEREAS, the Issuer and the other Pledgors are engaged in related businesses, and each Pledgor will derive substantial direct and indirect benefit from the issuance of the Secured Notes;

WHEREAS, pursuant to and under the Secured Note Indenture and the Second Lien Security Agreement dated as of May 27, 2008 (the “Security Agreement”) among the parties hereto, the Issuer and the other Pledgors have agreed to enter into this agreement in order to grant a security interest to the Agent in certain patents, trademarks, copyrights and other property as security for such loans and other obligations as more fully described herein.

NOW, THEREFORE, intending to be legally bound hereby, the parties hereto agree as follows:

1. Defined Terms.

(a) Except as otherwise expressly provided herein, (i) capitalized terms used in this Agreement shall have the respective meanings assigned to them in the Security Agreement and (ii) the

rules of construction set forth in Section 1.02 of the Secured Note Indenture shall apply to this Agreement. Where applicable and except as otherwise expressly provided herein, in the Secured Note Indenture or the Intercreditor Agreement, terms used herein (whether or not capitalized) shall have the respective meanings assigned to them in the Uniform Commercial Code as enacted in New York as amended from time to time (the “Code”).

(b) “Copyright Licenses” shall mean any written agreement naming any Pledgor as licensor or licensee, granting any right under any Copyright, including, without limitation, the grant of rights to distribute, exploit and sell materials derived from any Copyright, including, without limitation, any of the foregoing referred to in Schedule A.

(c) “Copyrights” shall mean (i) all copyrights arising under the laws of the United States, any other country or any political subdivision thereof, whether registered or unregistered and whether published or unpublished, all registrations and recordings thereof, and all applications in connection therewith, including, without limitation, all registrations, recordings and applications in the United States Copyright Office referred to in Schedule A, and (ii) the right to obtain all renewals thereof.

(d) “Intellectual Property” shall mean the collective reference to all rights, priorities and privileges, whether arising under United States, multinational or foreign laws, in, to and under the Copyrights, the Copyright Licenses, the Patents, the Patent Licenses, the Trademarks and the Trademark Licenses, and all rights to xxx at law or in equity for any infringement or other impairment thereof, including the right to receive all proceeds and damages therefrom.

(e) “Noteholder” means the “Holder” or “Holder of Notes” as defined in the Secured Note Indenture.

(f) “Patent License” shall mean all written agreements providing for the grant by or to any Pledgor of any right to manufacture, use or sell any invention covered in whole or in part by a Patent, including, without limitation, any of the foregoing referred to in Schedule A.

(g) “Patents” shall mean (i) all letters patent of the United States, any other country or any political subdivision thereof, all reissues and extensions thereof, including, without limitation, any of the foregoing referred to in Schedule A, (ii) all applications for letters patent of the United States or any other country and all divisions, continuations and continuations-in-part thereof, including, without limitation, any of the foregoing referred to in Schedule A, and (iii) all rights to obtain any reissues or extensions of the foregoing.

(h) “Secured Obligations” shall mean and include the following: all now existing and hereafter arising Second Priority Lien Obligations (as defined in the Secured Note Indenture) of the Issuer and every other Pledgor, together with any extensions, renewals, replacements or refundings thereof, and all costs and expenses of enforcement and collection, including reasonable attorney’s fees.

(i) “Secured Parties” shall mean the collective reference to the Agent, the Trustee and the Noteholders, in each case to which any Secured Obligations are owed.

(j) “Trademarks” shall mean (i) all trademarks, trade names, corporate names, company names, business names, fictitious business names, trade styles, service marks, logos and other source or business identifiers, and all goodwill associated therewith, now owned or hereafter acquired, all registrations and recordings thereof, and all applications in connection therewith, whether in the United States Patent and Trademark Office or in any similar office or agency of the United States, any State

thereof or any other country or any political subdivision thereof, and all common-law rights related thereto, including, without limitation, any of the foregoing referred to in Schedule A, and (ii) the right to obtain all renewals thereof.

(k) “Trademark License” shall mean any written agreement providing for the grant by or to any Pledgor of any right to use any Trademark, including, without limitation, any of the foregoing referred to in Schedule A.

2. To secure the full payment and performance of all Secured Obligations, each Pledgor hereby grants, and conveys a security interest to Agent in the entire right, title and interest of such Pledgor in and to all of its Intellectual Property; provided, however, that notwithstanding any of the other provisions set forth in this Section 2 (and notwithstanding any recording of the Agent’s Lien made in the U.S. Patent and Trademark Office, U.S. Copyright Office, or other registry office in any other jurisdiction), this Agreement shall not constitute a grant of a security interest in any property to the extent that such grant of a security interest is prohibited by any applicable Law of an Official Body, requires a consent not obtained of any Official Body pursuant to such Law or is prohibited by, or constitutes a breach or default under or results in the termination of or gives rise to any right of acceleration, modification or cancellation or requires any consent not obtained under, any contract, license, agreement, instrument or other document evidencing or giving rise to such property, except to the extent that such Law or the term in such contract, license, agreement, instrument or other document or similar agreement providing for such prohibition, breach, default or termination or requiring such consent is ineffective under applicable Law including 9-406, 9-407, 9-408 or 9-409 of the New York UCC (or any successor provision or provisions); provided, further, that no security interest shall be granted in any United States “intent-to-use” trademark or service xxxx application unless and until acceptable evidence of use of the trademark or service xxxx has been filed with and accepted by the U.S. Patent and Trademark Office pursuant to Section 1(c) or Section 1(d) of the Xxxxxx Act (U.S.C. 1051, et seq.), and to the extent that, and solely during the period in which, the grant of a security interest therein would impair the validity or enforceability of such “intent-to-use” trademark or service xxxx applications under applicable federal Law. After such period and after such evidence of use has been filed and accepted, each Pledgor acknowledges that such interest in such trademark or service xxxx applications will become part of the Collateral. The Agent agrees that, at any Pledgor’s reasonable request and expense, it will provide such Pledgor confirmation that the assets described in this paragraph are in fact excluded from the Collateral during such limited period only.

3. Each Pledgor covenants and warrants that:

(a) To the knowledge of such Pledgor, on the date hereof, all material Intellectual Property owned by such Pledgor is valid, subsisting and unexpired, has not been abandoned and does not, to the knowledge of such Pledgor, infringe the intellectual property rights of any other Person;

(b) Such Pledgor is the owner of each item of Intellectual Property, free and clear of any and all Liens or claims of others except for the Permitted Liens permitted to exist on the Collateral by the Secured Note Indenture (the “Permitted Encumbrances”). No financing statement or other public notice with respect to all or any part of the Collateral is on file or of record in any public office, except with respect to Permitted Encumbrances;

(c) Such Pledgor will within thirty (30) calendar days after any change in its jurisdiction of organization, or change in its legal name, provide written notice thereof to the Agent; and

(d) Such Pledgor shall execute and deliver, and have recorded, any and all agreements, instruments, documents and papers as the Agent may reasonably request to evidence the Agent’s and the Secured Parties’ security interest in such Intellectual Property and the goodwill of such Pledgors relating thereto or represented thereby.

4. Each of the obligations of each Pledgor under this Agreement is joint and several. Subject to the Intercreditor Agreement, the Agent and the other Secured Parties, or any of the them, may, in their sole discretion, elect to enforce this Agreement against any Pledgor without any duty or responsibility to pursue any other Pledgor and such an election by the Agent and the other Secured Parties, or any of them, shall not be a defense to any action the Agent and the other Secured Parties, or any of them, may elect to take against any Pledgor. Each of the Agent and the other Secured Parties hereby reserve all right against each Pledgor.

5. Pledgor agrees that, until all of the Secured Obligations shall have been indefeasibly satisfied in full, it will not enter into any agreement (for example, a license agreement) which is inconsistent with Pledgor’s obligations under this Agreement, without Agent’s prior written consent which shall not be unreasonably withheld except Pledgor may license technology in the ordinary course of business without the Agent’s consent to suppliers and customers to facilitate the manufacture and use of such Pledgor’s products.

6. Prior to the Discharge of Senior Lender Claims, each Pledgor, if requested to do so with respect to the Senior Lender Claims by the Administrative Agent pursuant to Section 4.4 of the First Lien Security Agreement, shall execute and deliver to Agent, and have recorded, any and all agreements, instruments, documents, and papers to evidence the Agent’s and the other Secured Parties’ second lien security interest in any Copyright, Patent or Trademark and the goodwill and General Intangibles of such Pledgor relating thereto or represented thereby. On and after the Discharge of Senior Lender Claims, such Pledgor shall promptly execute and deliver, and have recorded, any and all agreements, instruments, documents, and papers as may be necessary to create and perfect the Agent’s and the other Secured Parties’ security interest in any Copyright, Patent or Trademark and the goodwill and General Intangibles of such Pledgor relating thereto or represented thereby. In addition, if, before the Secured Obligations shall have been indefeasibly satisfied in full, any Pledgor shall own any new trademark applications or registrations or any new registered copyrights or patents, or any patent application or patent for any reissue, division, continuation, renewal, extension, or continuation in part of any Intellectual Property, the provisions of this Agreement shall automatically apply thereto and such Pledgor shall give to Agent prompt notice thereof in writing. Each Pledgor and Agent agree to modify this Agreement by amending Schedule A to include any future patents, patent applications, trademark applications, trademarks, copyrights or copyright applications and the provisions of this Agreement shall apply thereto.

7. Subject to the Intercreditor Agreement, Agent shall have, in addition to all other rights and remedies given it by this Agreement and those rights and remedies set forth in the Security Agreement and the Secured Note Indenture, those allowed by applicable Law and the rights and remedies of a secured party under the Uniform Commercial Code as enacted in any jurisdiction in which the Intellectual Property may be located and, without limiting the generality of the foregoing, solely if an Event of Default has occurred and is continuing and subject to the Intercreditor Agreement, Agent may immediately, without demand of performance and without other notice (except as set forth below) or demand whatsoever to Pledgors, all of which are hereby expressly waived, and without advertisement, sell at public or private sale or otherwise realize upon, in a city that the Agent shall designate by notice to the Pledgors, in Pittsburgh, Pennsylvania or elsewhere, the whole or from time to time any part of the Intellectual Property, or any interest which any Pledgor may have therein and, after deducting from the proceeds of sale or other disposition of the Intellectual Property all expenses (including fees and expenses

for brokers and attorneys), shall apply the remainder of such proceeds toward the payment of the Secured Obligations as the Agent, in its sole discretion, shall determine. Any remainder of the proceeds after payment in full of the Secured Obligations shall, subject to the Intercreditor Agreement, be paid over to Pledgors. Notice of any sale or other disposition of the Intellectual Property shall be given to Pledgors at least ten (10) days before the time of any intended public or private sale or other disposition of the Intellectual Property is to be made, which each Pledgor hereby agrees shall be reasonable notice of such sale or other disposition. At any such sale or other disposition, Agent may, to the extent permissible under applicable Law, purchase the whole or any part of the Intellectual Property sold, free from any right of redemption on the part of Pledgor, which right is hereby waived and released. The Agent shall endeavor to provide the Issuer with notice at or about the time of the exercise of remedies in the preceding sentence, provided that the failure to provide such notice shall not in any way compromise or adversely affect the exercise of such remedies or the Agent’s rights hereunder.

8. If any Event of Default shall have occurred and be continuing, Pledgor hereby authorizes and empowers Agent to make, constitute and appoint any officer or agent of Agent, as Agent may select in its exclusive discretion, as such Pledgor’s true and lawful attorney-in-fact, with the power to endorse such Pledgor’s name on all applications, documents, papers and instruments necessary for Agent to use the Intellectual Property, or to grant or issue, on commercially reasonable terms, any exclusive or nonexclusive license under the Intellectual Property to any third person, or necessary for Agent to assign, pledge, convey or otherwise transfer title in or dispose, on commercially reasonable terms, of the Intellectual Property to any third Person. Each Pledgor hereby ratifies all that such attorney shall lawfully do or cause to be done by virtue hereof. This power of attorney, being coupled with an interest, shall be irrevocable for the life of this Agreement.

9. Any and all fees, costs and expenses, of whatever kind or nature, including reasonable attorneys’ fees and expenses incurred by Agent in connection with the preparation of this Agreement and all other documents relating hereto and the consummation of this transaction, the filing or recording of any documents (including all taxes in connection therewith) in public offices, the payment or discharge of any taxes, counsel fees, maintenance fees, encumbrances, the protection, maintenance or preservation of the Intellectual Property, or the defense or prosecution of any actions or proceedings arising out of or related to the Intellectual Property, shall be borne and paid by Pledgor within fifteen (15) days of demand by Agent.

10. No course of dealing between Pledgor and Agent, nor any failure to exercise nor any delay in exercising, on the part of Agent, any right, power or privilege hereunder or under the Secured Note Indenture or other Noteholder Documents shall operate as a waiver of such right, power or privilege, nor shall any single or partial exercise of any right, power or privilege hereunder or thereunder preclude any other or further exercise thereof or the exercise of any other right, power or privilege.

11. All of Agent’s rights and remedies with respect to the Intellectual Property, whether established hereby, by the Security Agreement or by the Secured Note Indenture or by any other agreements or by Law, shall be cumulative and may be exercised singularly or concurrently. In the event of any irreconcilable inconsistency in the terms of this Agreement and the Security Agreement, the Security Agreement shall control.

12. The provisions of this Agreement are severable, and if any clause or provision shall be held invalid and unenforceable in whole or in part in any jurisdiction, then such invalidity or unenforceability shall affect only such clause or provision, or part thereof, in such jurisdiction, and shall not in any manner affect such clause or provision in any other jurisdiction, or any clause or provision of this Agreement in any jurisdiction.

13. This Agreement is subject to modification only by a writing signed by the parties, except as provided in Section 6 hereof.

14. The benefits and burdens of this Agreement shall inure to the benefit of and be binding upon the respective successors and permitted assigns of the parties, provided, however, that Pledgor may not assign or transfer any of its rights or obligations hereunder or any interest herein and any such purported assignment or transfer shall be null and void.

15. This Agreement and the rights and obligations of the parties under this agreement shall be governed by, and construed and interpreted in accordance with, the Law of the State of New York.

16. Each Pledgor (i) hereby irrevocably submits to the nonexclusive jurisdiction of the courts of the State of New York and the United States District Court for the Southern District of New York, or any successor to said court (hereinafter referred to as the “New York Courts”) for purposes of any suit, action or other proceeding which relates to this Agreement or any other Noteholder Document, (ii) to the extent permitted by applicable Law, hereby waives and agrees not to assert by way of motion, as a defense or otherwise in any such suit, action or proceeding, any claim that it is not personally subject to the jurisdiction of the New York Courts, that such suit, action or proceeding is brought in an inconvenient forum, that the venue of such suit, action or proceeding is improper, or that this Agreement or any Noteholder Document may not be enforced in or by the New York Courts, (iii) hereby agrees not to seek, and hereby waives, any collateral review by any other court, which may be called upon to enforce the judgment of any of the New York Courts, of the merits of any such suit, action or proceeding or the jurisdiction of the New York Courts, and (iv) waives personal service of any and all process upon it and consents that all such service of process be made by certified or registered mail addressed as provided in Section 19 hereof and service so made shall be deemed to be completed upon actual receipt thereof. Nothing herein shall limit any Secured Party’s right to bring any suit, action or other proceeding against any Pledgor or any of any Pledgor’s assets or to serve process on any Pledgor by any means authorized by Law.

17. This Agreement may be executed in any number of counterparts, and by different parties hereto in separate counterparts, each of which, when so executed, shall be deemed an original, but all such counterparts shall constitute one and the same instrument. Each Pledgor acknowledges and agrees that a telecopy transmission to the Agent or any Secured Party of the signature pages hereof purporting to be signed on behalf of any Pledgor shall constitute effective and binding execution and delivery hereof by such Pledgor.

18. EXCEPT AS PROHIBITED BY LAW, EACH PLEDGOR AND EACH OF THE COMPANIES HEREBY WAIVES ANY RIGHT IT MAY HAVE TO A TRIAL BY A JURY IN RESPECT OF ANY LITIGATION DIRECTLY OR INDIRECTLY ARISING OUT OF, UNDER, OR IN CONNECTION WITH THIS AGREEMENT OR ANY OTHER NOTEHOLDER DOCUMENTS OR TRANSACTIONS RELATING THERETO.

19. All notices, requests, demands, directions and other communications (collectively, “notices”) given to or made upon any party hereto under the provisions of this Agreement shall be as set forth in Section 13.03 of the Secured Note Indenture.

20. Each Pledgor acknowledges and agrees that, in addition to the other rights of the Agent hereunder and under the other Noteholder Documents, because the Agent’s remedies at law for failure of such Pledgor to comply with the provisions hereof relating to the Agent’s rights (i) to inspect the books

and records related to the Pledged Collateral, (ii) to receive the various notifications such Pledgor is required to deliver hereunder, (iii) to obtain copies of agreements and documents as provided herein with respect to the Pledged Collateral, (iv) to enforce the provisions hereof pursuant to which the such Pledgor has appointed the Agent its attorney-in-fact, and (v) to enforce the Agent’s remedies hereunder, would be inadequate and that any such failure would not be adequately compensable in damages, such Pledgor agrees that each such provision hereof may be specifically enforced.

21. Notwithstanding anything herein to the contrary, the lien and security interest granted to the Secured Party pursuant to this Agreement and the exercise of any right or remedy by the Secured Party hereunder are subject to the provisions of the Intercreditor Agreement. In the event of any conflict between the terms of the Intercreditor Agreement and this Agreement, the terms of the Intercreditor Agreement shall govern.

[SIGNATURES APPEAR ON FOLLOWING PAGE]

[SIGNATURE PAGE 1 OF 1 TO INTELLECTUAL PROPERTY SECURITY AGREEMENT]

IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed by their respective officers or agents thereunto duly authorized, as of the date first above written.

	DEUTSCHE BANK NATIONAL TRUST COMPANY, as Agent


	By:
	Name:
	Title:

	By:
	Name:
	Title:

[SIGNATURE PAGE 2 OF 54 TO THE INTELLECTUAL PROPERTY SECURITY AGREEMENT]

	Pledgors:

		X. XXXXXXXXX ENTERPRISES, INC.

		By:
		Name: Xxxxx X. Xxxx
		Title: Senior Vice-President — Finance and Treasurer

[SIGNATURE PAGE 3 OF 54 TO THE INTELLECTUAL PROPERTY SECURITY AGREEMENT]

	HOVNANIAN ENTERPRISES, INC.


	By:
	Name: Xxxxx X. Xxxx
	Title: Senior Vice-President — Finance and Treasurer


	EASTERN TITLE AGENCY, INC.

	FOUNDERS TITLE AGENCY, INC.

	GOVERNOR’S ABSTRACT CO., INC.

	HOVNANIAN DEVELOPMENTS OF FLORIDA, INC.

	K. HOV INTERNATIONAL, INC.

	K. HOV IP, II, INC.

	K. HOV IP, INC.

	X. XXXXXXXXX ACQUISITIONS, INC.

	X. XXXXXXXXX AT XXXXXXXX IV, INC.

	X. XXXXXXXXX AT BRANCHBURG III, INC. X. XXXXXXXXX AT BRIDGEPORT, INC.

	X. XXXXXXXXX AT BRIDGEWATER VI, INC. X. XXXXXXXXX AT BURLINGTON III, INC. X. XXXXXXXXX AT BURLINGTON, INC.

	X. XXXXXXXXX AT CALABRIA, INC.

	X. XXXXXXXXX AT XXXXXXX XXXXX, INC. X. XXXXXXXXX AT CARMEL DEL MAR, INC. X. XXXXXXXXX AT CASTILE, INC.

	By:
		Xxxxx X. Xxxx
		On behalf of, and as Senior Vice-President — Finance and Treasurer of each of the foregoing corporations

	Attest:
		Xxxxx X. Xxxxxxxx Secretary

[SIGNATURE PAGE 4 OF 54 TO THE INTELLECTUAL PROPERTY SECURITY AGREEMENT]

	X. XXXXXXXXX AT CHAPARRAL, INC.

	X. XXXXXXXXX AT CLARKSTOWN, INC.

	X. XXXXXXXXX AT CRESTLINE, INC.

	X. XXXXXXXXX AT XXXXXXXXX HILLS, INC. X. XXXXXXXXX AT EAST WHITELAND I, INC.

	X. XXXXXXXXX AT FREEHOLD TOWNSHIP I, INC. X. XXXXXXXXX AT HERSHEY’S MILL, INC.

	X. XXXXXXXXX AT HACKETTSTOWN, INC.

	X. XXXXXXXXX AT HIGHLAND VINEYARDS, INC. X. XXXXXXXXX AT HOPEWELL IV, INC.

	X. XXXXXXXXX AT HOPEWELL VI, INC.

	X. XXXXXXXXX AT XXXXXX TOWNSHIP, INC. X. XXXXXXXXX AT KINGS GRANT I, INC.

	X. XXXXXXXXX AT LA TERRAZA, INC.

	X. XXXXXXXXX AT LAKEWOOD, INC.

	X. XXXXXXXXX AT LOWER SAUCON, INC.

	X. XXXXXXXXX AT MAHWAH II, INC.

	X. XXXXXXXXX AT MAHWAH VI, INC.

	X. XXXXXXXXX AT MAHWAH VII, INC.

	X. XXXXXXXXX AT MANALAPAN, INC.

	X. XXXXXXXXX AT MARLBORO II, INC.

	X. XXXXXXXXX AT MARLBORO TOWNSHIP III, INC. X. XXXXXXXXX AT MARLBORO TOWNSHIP IV, INC. X. XXXXXXXXX AT XXXXXXXXXX I, INC.

	X. XXXXXXXXX AT XXXXXX XX, INC.

	By:
		Xxxxx X. Xxxx
		On behalf of, and as Senior Vice-President — Finance and Treasurer of each of the foregoing corporations


	Attest:	Xxxxx X. Xxxxxxxx
		Secretary

[SIGNATURE PAGE 5 OF 54 TO THE INTELLECTUAL PROPERTY SECURITY AGREEMENT]

	X. XXXXXXXXX AT NORTHERN WESTCHESTER, INC.

	X. XXXXXXXXX AT NORTHLAKE, INC. X.

	XXXXXXXXX AT OCEAN TOWNSHIP, INC. X. XXXXXXXXX AT OCEAN WALK, INC. X. XXXXXXXXX AT PERKIOMEN I, INC. X. XXXXXXXXX AT PERKIOMEN II, INC. X. XXXXXXXXX AT RANCHO CRISTIANITOS, INC. X. XXXXXXXXX AT RESERVOIR RIDGE, INC. X. XXXXXXXXX AT SAN SEVAINE, INC. X. XXXXXXXXX AT SARATOGA, INC.X. XXXXXXXXX AT SAWMILL, INC. X. XXXXXXXXX AT SCOTCH PLAINS II, INC. X. XXXXXXXXX AT SMITHVILLE, INC.

	X. XXXXXXXXX AT SOUTH BRUNSWICK V, INC.

	X. XXXXXXXXX AT STONE CANYON, INC. X. XXXXXXXXX AT STONY POINT, INC. X. XXXXXXXXX AT SYCAMORE, INC. X. XXXXXXXXX AT TANNERY HILL, INC. X. XXXXXXXXX AT THE BLUFF, INC. X. XXXXXXXXX AT THORNBURY, INC. X. XXXXXXXXX AT TIERRASANTA, INC. X. XXXXXXXXX AT TROVATA, INC.

	X. XXXXXXXXX AT TUXEDO, INC.

	X. XXXXXXXXX AT UNION TOWNSHIP I, INC.

	By:
		Xxxxx X. Xxxx
		On behalf of, and as Senior Vice-President — Finance and Treasurer of each of the foregoing corporations


	Attest:	Xxxxx X. Xxxxxxxx
		Secretary

[SIGNATURE PAGE 6 OF 54 TO THE INTELLECTUAL PROPERTY SECURITY AGREEMENT]

	X. XXXXXXXXX AT UPPER FREEHOLD TOWNSHIP I, INC.

	X. XXXXXXXXX AT UPPER MAKEFIELD I, INC. X. XXXXXXXXX AT XXXX RANCH, INC. X. XXXXXXXXX AT WALL TOWNSHIP VI, INC. X. XXXXXXXXX AT WALL TOWNSHIP VIII, INC. X. XXXXXXXXX AT WASHINGTONVILLE, INC. X. XXXXXXXXX AT XXXXX III, INC.

	X. XXXXXXXXX AT XXXXX V, INC.

	X. XXXXXXXXX AT WILDROSE, INC.

	X. XXXXXXXXX COMMUNITIES, INC.

	X. XXXXXXXXX COMPANIES NORTHEAST, INC.

	X. XXXXXXXXX COMPANIES OF CALIFORNIA, INC. X. XXXXXXXXX COMPANIES OF MARYLAND, INC. X. XXXXXXXXX COMPANIES OF NEW YORK, INC.

	X. XXXXXXXXX COMPANIES OF PENNSYLVANIA, INC.

	X. XXXXXXXXX COMPANIES OF SOUTHERN CALIFORNIA, INC.

	X. XXXXXXXXX COMPANIES OF VIRGINIA, INC. X. XXXXXXXXX CONSTRUCTION II, INC.

	X. XXXXXXXXX CONSTRUCTION III, INC.

	X. XXXXXXXXX CONSTRUCTION MANAGEMENT, INC. X. XXXXXXXXX DEVELOPMENTS OF VIRGINIA, INC. X. XXXXXXXXX DEVELOPMENTS OF ARIZONA, INC.

	X. XXXXXXXXX DEVELOPMENTS OF CALIFORNIA, INC.

	By:
		Xxxxx X. Xxxx
		On behalf of, and as Senior Vice-President — Finance and Treasurer of each of the foregoing corporations


	Attest:	Xxxxx X. Xxxxxxxx
		Secretary

[SIGNATURE PAGE 7 OF 54 TO THE INTELLECTUAL PROPERTY SECURITY AGREEMENT]

	X. XXXXXXXXX DEVELOPMENTS OF CONNECTICUT, INC.

	X. XXXXXXXXX DEVELOPMENTS OF D.C., INC.

	X. XXXXXXXXX DEVELOPMENTS OF DELAWARE, INC. X. XXXXXXXXX DEVELOPMENTS OF GEORGIA, INC. X. XXXXXXXXX DEVELOPMENTS OF ILLINOIS, INC. X. XXXXXXXXX DEVELOPMENTS OF INDIANA, INC. X. XXXXXXXXX DEVELOPMENTS OF KENTUCKY, INC. X. XXXXXXXXX DEVELOPMENTS OF MARYLAND, INC. X. XXXXXXXXX DEVELOPMENTS OF MICHIGAN, INC. X. XXXXXXXXX DEVELOPMENTS OF MINNESOTA, INC.

	X. XXXXXXXXX DEVELOPMENTS OF NEW JERSEY II, INC.

	X. XXXXXXXXX DEVELOPMENTS OF NEW JERSEY, INC. X. XXXXXXXXX DEVELOPMENTS OF NEW YORK, INC.

	X. XXXXXXXXX DEVELOPMENTS OF NORTH CAROLINA, INC.

	X. XXXXXXXXX DEVELOPMENTS OF OHIO, INC.

	X. XXXXXXXXX DEVELOPMENTS OF PENNSYLVANIA, INC.

	X. XXXXXXXXX DEVELOPMENTS OF SOUTH CAROLINA, INC.

	X. XXXXXXXXX DEVELOPMENTS OF TEXAS, INC.

	X. XXXXXXXXX DEVELOPMENTS OF WEST VIRGINIA, INC.

	X. XXXXXXXXX FORECAST HOMES NORTHERN, INC. X. XXXXXXXXX HOMES OF NORTH CAROLINA, INC.

	By:
		Xxxxx X. Xxxx
		On behalf of, and as Senior Vice-President — Finance and Treasurer of each of the foregoing corporations


	Attest:	Xxxxx X. Xxxxxxxx
		Secretary

[SIGNATURE PAGE 8 OF 54 TO THE INTELLECTUAL PROPERTY SECURITY AGREEMENT]

	X. XXXXXXXXX HOMES OF VIRGINIA, INC. X. XXXXXXXXX PA REAL ESTATE, INC.

	X. XXXXXXXXX PORT IMPERIAL URBAN RENEWAL, INC.

	X. XXXXXXXXX PROPERTIES OF NORTH BRUNSWICK V, INC.

	X. XXXXXXXXX PROPERTIES OF RED BANK, INC.

	KHC ACQUISITION, INC.

	LANDARAMA, INC.

	M&M AT LONG BRANCH, INC.

	MCNJ, INC.

	SEABROOK ACCUMULATION CORPORATION

	STONEBROOK HOMES, INC.

	THE MATZEL & MUMFORD ORGANIZATION, INC.

	WASHINGTON HOMES, INC.

	WH LAND I, INC.

	WH PROPERTIES, INC.

	By:
		Xxxxx X. Xxxx
		On behalf of, and as Senior Vice-President — Finance and Treasurer of each of the foregoing corporations


	Attest:	Xxxxx X. Xxxxxxxx
		Secretary

[SIGNATURE PAGE 9 OF 54 TO THE INTELLECTUAL PROPERTY SECURITY AGREEMENT]

X. XXXXXXXXX HOMES OF D.C., L.L.C.

By: X. Xxxxxxxxx Developments of D.C., Inc., as the sole member of the foregoing limited liability company

	By:
			Xxxxx X. Xxxx
			Senior Vice-President — Finance and Treasurer

	Attest:
			Xxxxx X. Xxxxxxxx Secretary


FOUNDERS TITLE AGENCY OF MARYLAND, L.L.C. GREENWAY FARMS UTILITY ASSOCIATES, L.L.C. HOMEBUYERS FINANCIAL SERVICES, L.L.C.

HOVNANIAN LAND INVESTMENT GROUP OF MARYLAND, L.L.C.

HOVNANIAN LAND INVESTMENT GROUP, L.L.C.

X. XXXXXXXXX AT XXXX FARM, L.L.C. K. HOVNANIAN AT RODERUCK. L.L.C.

X. XXXXXXXXX AT WILLOW BROOK, L.L.C.

X. XXXXXXXXX COMPANIES OF METRO D.C. NORTH, L.L.C.

X. XXXXXXXXX HOMES AT CAMP SPRINGS, L.L.C. K. HOVNANIAN HOMES AT CIDER MILL, L.L.C.

By: X. Xxxxxxxxx Developments of Maryland, Inc., as the sole member of each of the foregoing limited liability companies.


	By:
		Xxxxx X. Xxxx
		Senior Vice-President — Finance and Treasurer

	Attest:
		Xxxxx X. Xxxxxxxx Secretary

[SIGNATURE PAGE 10 OF 54 TO THE INTELLECTUAL PROPERTY SECURITY AGREEMENT]

X. XXXXXXXXX HOMES AT FOREST RUN, L.L.C.

X. XXXXXXXXX HOMES AT GREENWAY FARM PARK TOWNS, L.L.C.

X. XXXXXXXXX HOMES AT GREENWAY FARM, L.L.C.

X. XXXXXXXXX HOMES AT RENAISSANCE PLAZA, L.L.C.

X. XXXXXXXXX HOMES AT XXXXXXX, L.L.C.

X. XXXXXXXXX HOMES OF MARYLAND, L.L.C.

X. XXXXXXXXX’X FOUR SEASONS AT KENT ISLAND CONDOMINIUMS, L.L.C.

X. XXXXXXXXX’X FOUR SEASONS AT KENT ISLAND, L.L.C.

X. XXXXXXXXX’X FOUR SEASONS AT ST. MARGARETS LANDING, L.L.C.

RIDGEMORE UTILITY, L.L.C.

WASHINGTON HOMES AT COLUMBIA TOWN CENTER, L.L.C.

WH/PR LAND COMPANY, LLC

WOODLAND LAKES CONDOS AT BOWIE NEWTOWN, L.L.C.

By:	X. Xxxxxxxxx Developments of Maryland, Inc., as the sole member of each of the foregoing limited liability companies.

	By:
		Xxxxx X. Xxxx
		Senior Vice-President — Finance and Treasurer


	Attest:
		Xxxxx X. Xxxxxxxx
		Secretary

[SIGNATURE PAGE 11 OF 54 TO THE INTELLECTUAL PROPERTY SECURITY AGREEMENT]

XXXXXX, L.L.C.

DULLES COPPERMINE, L.L.C.

HOVNANIAN LAND INVESTMENT GROUP OF VIRGINIA, L.L.C.

X. XXXXXXXXX AT LAKE RIDGE CROSSING, L.L.C. K. HOVNANIAN AT LAKE TERRAPIN, L.L.C.

X. XXXXXXXXX FOUR SEASONS @ HISTORIC VIRGINIA, L.L.C.

X. XXXXXXXXX FRANCUSCUS HOMES, L.L.C.

X. XXXXXXXXX HOMES AT CAMERON STATION, L.L.C.

X. XXXXXXXXX HOMES AT BELMONT OVERLOOK, L.L.C.

X. XXXXXXXXX HOMES AT XXXXX STREET, L.L.C.

X. XXXXXXXXX HOMES AT VICTORIA STATION, L.L.C. K. HOVNANIAN SUMMIT HOLDINGS, L.L.C.

X. XXXXXXXXX’X FOUR SEASONS AT ASHBURN VILLAGE, L.L.C.

X. XXXXXXXXX’X FOUR SEASONS AT CHARLOTTESVILLE, L.L.C.

X. XXXXXXXXX’X FOUR SEASONS AT DULLES DISCOVERY CONDOMINIUM, L.L.C.

X. XXXXXXXXX’X FOUR SEASONS AT DULLES DISCOVERY, L.L.C.

X. XXXXXXXXX’X FOUR SEASONS AT NEW KENT, L.L.C. K. HOVNANIAN’S FOUR SEASONS AT VINT HILL, L.L.C.

By:	X. Xxxxxxxxx Developments of Virginia, Inc., as the sole member of each of the foregoing limited liability companies.


	By:
		Xxxxx X. Xxxx
		Senior Vice-President — Finance and Treasurer

	Attest:
		Xxxxx X. Xxxxxxxx
		Secretary

[SIGNATURE PAGE 12 OF 54 TO THE INTELLECTUAL PROPERTY SECURITY AGREEMENT]

AUDDIE ENTERPRISES, L.L.C. BUILDER SERVICES NJ, L.L.C.

HOVNANIAN LAND INVESTMENT GROUP OF NEW JERSEY, L.L.C.

X. XXXXXXXXX AT ABERDEEN URBAN RENEWAL, L.L.C.

X. XXXXXXXXX AT ALLENDALE, L.L.C. K. HOVNANIAN AT BARNEGAT I, L.L.C. K. HOVNANIAN AT BARNEGAT II, L.L.C. K. HOVNANIAN AT BARNEGAT III, L.L.C. K. HOVNANIAN AT BERKELEY, L.L.C. K. HOVNANIAN AT BERNARDS V, L.L.C.

By:	X. Xxxxxxxxx Holdings NJ, L.L.C., as the sole member of each of the foregoing limited liability companies.

	By:	X. Xxxxxxxxx Developments of New Jersey, Inc., as member


		By:
			Xxxxx X. Xxxx
			Senior Vice-President — Finance and Treasurer

		Attest:
			Xxxxx X. Xxxxxxxx Secretary

			AND

	By:	X. Xxxxxxxxx Developments of New Jersey II, Inc., as member

		By:
			Xxxxx X. Xxxx
			Senior Vice-President — Finance and Treasurer

		Attest:
			Xxxxx X. Xxxxxxxx
			Secretary

[SIGNATURE PAGE 13 OF 54 TO THE INTELLECTUAL PROPERTY SECURITY AGREEMENT]

X. XXXXXXXXX AT BLUE HERON PINES, L.L.C. K. HOVNANIAN AT BRIDGEWATER I, L.L.C X. XXXXXXXXX AT CAMDEN I, L.L.C. K. HOVNANIAN AT CEDAR GROVE III, L.L.C. K. HOVNANIAN AT CEDAR GROVE IV, L.L.C. K. HOVNANIAN AT XXXXXXX I, L.L.C. K. HOVNANIAN AT CHESTERFIELD, L.L.C. K. HOVNANIAN AT CHESTERFIELD II, L.L.C. K. HOVNANIAN AT XXXXXXX XX, L.L.C. K. HOVNANIAN AT CLIFTON, L.L.C.

X. XXXXXXXXX AT CRANBURY, L.L.C.

X. XXXXXXXXX AT CURRIES XXXXX, L.L.C.

By: X. Xxxxxxxxx Holdings NJ, L.L.C., as the sole member of
each of the foregoing limited liability companies.

	By:	X. Xxxxxxxxx Developments of New Jersey, Inc., as member


		By:
			Xxxxx X. Xxxx
			Senior Vice-President — Finance and Treasurer

		Attest:
			Xxxxx X. Xxxxxxxx
			Secretary

		AND

	By:	X. Xxxxxxxxx Developments of New Jersey II, Inc., as member

		By:
			Xxxxx X. Xxxx
			Senior Vice-President — Finance and Treasurer

		Attest:
			Xxxxx X. Xxxxxxxx Secretary

[SIGNATURE PAGE 14 OF 54 TO THE INTELLECTUAL PROPERTY SECURITY AGREEMENT]

X. XXXXXXXXX AT DENVILLE, L.L.C.

X. XXXXXXXXX AT DEPTFORD TOWNSHIP, L.L.C. K. HOVNANIAN AT DOVER, L.L.C.

X. XXXXXXXXX AT EDGEWATER II, L.L.C. K. HOVNANIAN AT EDGEWATER, L.L.C.

X. XXXXXXXXX AT EGG HARBOR TOWNSHIP, L.L.C. K. HOVNANIAN AT EGG HARBOR TOWNSHIP II, L.L.C.

X. XXXXXXXXX AT ELK TOWNSHIP, L.L.C. K. HOVNANIAN AT FIFTH AVENUE, L.L.C.

By:	X. Xxxxxxxxx Holdings NJ, L.L.C., as the sole member of each of the foregoing limited liability companies.


	By:	X. Xxxxxxxxx Developments of New Jersey, Inc., as member

		By:
			Xxxxx X. Xxxx
			Senior Vice-President — Finance and Treasurer

		Attest:
			Xxxxx X. Xxxxxxxx Secretary

			AND

	By:	X. Xxxxxxxxx Developments of New Jersey II, Inc., as member

		By:
			Xxxxx X. Xxxx
			Senior Vice-President — Finance and Treasurer

		Attest:
			Xxxxx X. Xxxxxxxx Secretary

[SIGNATURE PAGE 15 OF 54 TO THE INTELLECTUAL PROPERTY SECURITY AGREEMENT]

X. XXXXXXXXX AT XXXXXXXX I, L.L.C. K. HOVNANIAN AT XXXXXXXX XX, L.L.C.

X. XXXXXXXXX AT FOREST XXXXXXX, L.L.C. K. HOVNANIAN AT FRANKLIN, L.L.C.

X. XXXXXXXXX AT FREEHOLD TOWNSHIP, L.L.C. K. HOVNANIAN AT XXXXXXXX, L.L.C. K. HOVNANIAN AT GREAT NOTCH, L.L.C. K. HOVNANIAN AT GUTTENBERG, L.L.C. K. HOVNANIAN AT HACKETTSTOWN II, L.L.C.

X. XXXXXXXXX AT HAMBURG CONTRACTORS, L.L.C. K. HOVNANIAN AT HAMBURG, L.L.C.

X. XXXXXXXXX AT HAWTHORNE, L.L.C

By:	X. Xxxxxxxxx Holdings NJ, L.L.C., as the sole member of each of the foregoing limited liability companies.

	By:	X. Xxxxxxxxx Developments of New Jersey, Inc., as member


		By:
			Xxxxx X. Xxxx
			Senior Vice-President — Finance and Treasurer

		Attest:
			Xxxxx X. Xxxxxxxx Secretary

			AND

	By:	X. Xxxxxxxxx Developments of New Jersey II, Inc., as member

		By:
			Xxxxx X. Xxxx
			Senior Vice-President — Finance and Treasurer

		Attest:
			Xxxxx X. Xxxxxxxx
			Secretary

[SIGNATURE PAGE 16 OF 54 TO THE INTELLECTUAL PROPERTY SECURITY AGREEMENT]

X. XXXXXXXXX AT HAZLET, L.L.C.

X. XXXXXXXXX AT HILLTOP, L.L.C. K. HOVNANIAN AT XXXXXXX I, L.L.C. K. HOVNANIAN AT XXXXXXX, L.L.C.

X. XXXXXXXXX AT JERSEY CITY IV, L.L.C.

X. XXXXXXXXX AT JERSEY CITY V URBAN RENEWAL COMPANY, L.L.C.

X. XXXXXXXXX AT KEYPORT, L.L.C.

X. XXXXXXXXX AT LAFAYETTE ESTATES, L.L.C. K. HOVNANIAN AT XXXXXXXX V, L.L.C. K. HOVNANIAN AT LINWOOD, L.L.C.

X. XXXXXXXXX AT LITTLE EGG HARBOR TOWNSHIP II, L.L.C.

By:	X. Xxxxxxxxx Holdings NJ, L.L.C., as the sole member of each of the foregoing limited liability companies.

	By:	X. Xxxxxxxxx Developments of New Jersey, Inc., as member


		By:
			Xxxxx X. Xxxx
			Senior Vice-President — Finance and Treasurer

		Attest:
			Xxxxx X. Xxxxxxxx
			Secretary

	By:	X. Xxxxxxxxx Developments of New Jersey II, Inc., as member

		By:
			Xxxxx X. Xxxx
			Senior Vice-President — Finance and Treasurer

		Attest:
			Xxxxx X. Xxxxxxxx Secretary

[SIGNATURE PAGE 17 OF 54 TO THE INTELLECTUAL PROPERTY SECURITY AGREEMENT]

X. XXXXXXXXX AT LITTLE EGG HARBOR

CONTRACTORS, L.L.C.

X. XXXXXXXXX AT LITTLE EGG HARBOR, L.L.C.

X. XXXXXXXXX AT LITTLE EGG HARBOR III, L.L.C.

X. XXXXXXXXX AT LONG BRANCH I, L.L.C. K.

HOVNANIAN AT MANALAPAN III, L.L.C. K.

HOVNANIAN AT MANSFIELD I, L.L.C. K.

HOVNANIAN AT MANSFIELD II, L.L.C. K.

HOVNANIAN AT MANSFIELD III, L.L.C. K.

HOVNANIAN AT MAPLE AVENUE, L.L.C.

X. XXXXXXXXX AT MARLBORO TOWNSHIP IX, L.L.C. K.

HOVNANIAN AT MARLBORO TOWNSHIP V, L.L.C. K.

HOVNANIAN AT MARLBORO TOWNSHIP VIII, L.L.C.

By:	X. Xxxxxxxxx Holdings NJ, L.L.C., as the sole member of each of the foregoing limited liability companies.

	By:	X. Xxxxxxxxx Developments of New Jersey, Inc., as member

		By:
			Xxxxx X. Xxxx
			Senior Vice-President — Finance and Treasurer

		Attest:
			Xxxxx X. Xxxxxxxx Secretary

			AND

	By:	X. Xxxxxxxxx Developments of New Jersey II, Inc., as member

		By:
			Xxxxx X. Xxxx
			Senior Vice-President — Finance and Treasurer

		Attest:
			Xxxxx X. Xxxxxxxx
			Secretary

[SIGNATURE PAGE 18 OF 54 TO THE INTELLECTUAL PROPERTY SECURITY AGREEMENT]

X. XXXXXXXXX AT MARLBORO VI, L.L.C.

X. XXXXXXXXX AT MARLBORO VII, L.L.C.

X. XXXXXXXXX AT MENDHAM TOWNSHIP, L.L.C.

K. HOVNANIAN AT MIDDLE TOWNSHIP, L.L.C. K.

HOVNANIAN AT MIDDLE TOWNSHIP II, L.L.C. K.

HOVNANIAN AT MIDDLETOWN II, L.L.C. K.

HOVNANIAN AT MIDDLETOWN, L.L.C.

X. XXXXXXXXX AT MILLVILLE I, L.L.C.

X. XXXXXXXXX AT MILLVILLE II, L.L.C.

X. XXXXXXXXX AT MILLVILLE III, L.L.C.

X. XXXXXXXXX AT XXXXXX III, L.L.C.

By:	X. Xxxxxxxxx Holdings NJ, L.L.C., as the sole member of each of the foregoing limited liability companies.

	By:	X. Xxxxxxxxx Developments of New Jersey, Inc., as member

		By:
			Xxxxx X. Xxxx
			Senior Vice-President — Finance and Treasurer

		Attest:
			Xxxxx X. Xxxxxxxx Secretary

			AND

	By:	X. Xxxxxxxxx Developments of New Jersey II, Inc., as member

		By:
			Xxxxx X. Xxxx
			Senior Vice-President — Finance and Treasurer

		Attest:
			Xxxxx X. Xxxxxxxx
			Secretary

[SIGNATURE PAGE 19 OF 54 TO THE INTELLECTUAL PROPERTY SECURITY AGREEMENT]

X. XXXXXXXXX AT XXXXXX XX, L.L.C.

K. HOVNANIAN AT MONROE NJ, L.L.C.

K. HOVNANIAN AT MONTVALE, L.L.C.

X. XXXXXXXXX AT MT. OLIVE TOWNSHIP, L.L.C.

X. XXXXXXXXX AT NEW BRUNSWICK URBAN

RENEWAL, L.L.C.

X. XXXXXXXXX AT NORTH BERGEN, L.L.C.

X. XXXXXXXXX AT NORTH BRUNSWICK VI, L.L.C.

X. XXXXXXXXX AT NORTH XXXXXXXX II, L.L.C.

X. XXXXXXXXX AT NORTH XXXXXXXX III, L.L.C. K.

HOVNANIAN AT NORTH XXXXXXXX, L.L.C. K.

HOVNANIAN AT NORTH HALEDON, L.L.C.

By:	X. Xxxxxxxxx Holdings NJ, L.L.C., as the sole member of each of the foregoing limited liability companies.

	By:	X. Xxxxxxxxx Developments of New Jersey, Inc., as member

		By:
			Xxxxx X. Xxxx
			Senior Vice-President — Finance and Treasurer

		Attest:
			Xxxxx X. Xxxxxxxx Secretary

			AND

	By:	X. Xxxxxxxxx Developments of New Jersey II, Inc., as member

		By:
			Xxxxx X. Xxxx
			Senior Vice-President — Finance and Treasurer

		Attest:
			Xxxxx X. Xxxxxxxx
			Secretary

[SIGNATURE PAGE 20 OF 54 TO THE INTELLECTUAL PROPERTY SECURITY AGREEMENT]

X. XXXXXXXXX AT NORTH WILDWOOD, L.L.C.

X. XXXXXXXXX AT NORTHFIELD, L.L.C. K.

HOVNANIAN AT OCEANPORT, L.L.C. K.

HOVNANIAN AT OLD BRIDGE, L.L.C. K.

HOVNANIAN AT PARAMUS, L.L.C.

X. XXXXXXXXX AT PARSIPPANY-XXXX HILLS, L.L.C.

X. XXXXXXXXX AT PEAPACK-GLADSTONE, L.L.C.

X. XXXXXXXXX AT PITTSGROVE, L.L.C.

X. XXXXXXXXX AT PORT IMPERIAL URBAN RENEWAL

VII, L.L.C.

X. XXXXXXXXX AT PORT IMPERIAL URBAN RENEWAL

VIII, L.L.C.

By:	X. Xxxxxxxxx Holdings NJ, L.L.C., as the sole member of each of the foregoing limited liability companies.

	By:	X. Xxxxxxxxx Developments of New Jersey, Inc., as member

		By:
			Xxxxx X. Xxxx
			Senior Vice-President — Finance and Treasurer

		Attest:
			Xxxxx X. Xxxxxxxx Secretary

			AND

	By:	X. Xxxxxxxxx Developments of New Jersey II, Inc., as member

		By:
			Xxxxx X. Xxxx
			Senior Vice-President — Finance and Treasurer

		Attest:
			Xxxxx X. Xxxxxxxx
			Secretary

[SIGNATURE PAGE 21 OF 54 TO THE INTELLECTUAL PROPERTY SECURITY AGREEMENT]

X. XXXXXXXXX AT PRINCETON LANDING, L.L.C.

X. XXXXXXXXX AT PRINCETON NJ, L.L.C. K.

HOVNANIAN AT XXXXXXXX I, L.L.C. K.

HOVNANIAN AT READINGTON II, L.L.C. K.

HOVNANIAN AT RED BANK, L.L.C. K.

HOVNANIAN AT RIDGEMONT, L.L.C. K.

HOVNANIAN AT SAYREVILLE, L.L.C. K.

HOVNANIAN AT SCOTCH PLAINS, L.L.C. K.

HOVNANIAN AT SMITHVILLE III, L.L.C. K.

HOVNANIAN AT XXXXXX POINT, L.L.C.

By:	X. Xxxxxxxxx Holdings NJ, L.L.C., as the sole member of each of the foregoing limited liability companies.

	By:	X. Xxxxxxxxx Developments of New Jersey, Inc., as member

		By:
			Xxxxx X. Xxxx
			Senior Vice-President — Finance and Treasurer

		Attest:
			Xxxxx X. Xxxxxxxx Secretary

			AND

	By:	X. Xxxxxxxxx Developments of New Jersey II, Inc., as member

		By:
			Xxxxx X. Xxxx
			Senior Vice-President — Finance and Treasurer

		Attest:
			Xxxxx X. Xxxxxxxx
			Secretary

[SIGNATURE PAGE 22 OF 54 TO THE INTELLECTUAL PROPERTY SECURITY AGREEMENT]

X. XXXXXXXXX AT SOUTH BRUNSWICK, L.L.C.

X. XXXXXXXXX AT SPARTA, L.L.C.

X. XXXXXXXXX AT SPRINGCO, L.L.C.

X. XXXXXXXXX AT SPRINGFIELD, L.L.C.

X. XXXXXXXXX AT TEANECK, L.L.C.

X. XXXXXXXXX AT THE MONARCH, L.L.C.

X. XXXXXXXXX AT TRENTON, L.L.C.

X. XXXXXXXXX AT TRENTON URBAN RENEWAL, L.L.C.

X. XXXXXXXXX AT UNION TOWNSHIP II, L.L.C.

X. XXXXXXXXX AT UPPER FREEHOLD TOWNSHIP II,
L.L.C.

X. XXXXXXXXX AT UPPER FREEHOLD TOWNSHIP III,

L.L.C.

By:	X. Xxxxxxxxx Holdings NJ, L.L.C., as the sole member of each of the foregoing limited liability companies.

	By:	X. Xxxxxxxxx Developments of New Jersey, Inc., as member

		By:
			Xxxxx X. Xxxx
			Senior Vice-President — Finance and Treasurer

		Attest:
			Xxxxx X. Xxxxxxxx Secretary

			AND

	By:	X. Xxxxxxxxx Developments of New Jersey II, Inc., as member

		By:
			Xxxxx X. Xxxx
			Senior Vice-President — Finance and Treasurer

		Attest:
			Xxxxx X. Xxxxxxxx
			Secretary

[SIGNATURE PAGE 23 OF 54 TO THE INTELLECTUAL PROPERTY SECURITY AGREEMENT]

X. XXXXXXXXX AT XXXXXX XXXXX RENEWAL, L.L.C.

X. XXXXXXXXX AT VINELAND, L.L.C. K.

HOVNANIAN AT WANAQUE, L.L.C. K. HOVNANIAN

AT XXXXXX TOWNSHIP, L.L.C.

X. XXXXXXXXX AT WASHINGTON, L.L.C.

X. XXXXXXXXX AT XXXXX IX, L.L.C. K.

HOVNANIAN AT XXXXX VIII, L.L.C.

X. XXXXXXXXX AT WEST MILFORD, L.L.C.

X. XXXXXXXXX AT WEST WINDSOR, L.L.C.

X. XXXXXXXXX AT WILDWOOD BAYSIDE, L.L.C.

X. XXXXXXXXX AT WOODHILL ESTATES, L.L.C.

X. XXXXXXXXX AT WOOLWICH I, L.L.C.

By:	X. Xxxxxxxxx Holdings NJ, L.L.C., as the sole member of each of the foregoing limited liability companies.

	By:	X. Xxxxxxxxx Developments of New Jersey, Inc., as member

		By:
			Xxxxx X. Xxxx
			Senior Vice-President — Finance and Treasurer

		Attest:
			Xxxxx X. Xxxxxxxx Secretary

			AND

	By:	X. Xxxxxxxxx Developments of New Jersey II, Inc., as member

		By:
			Xxxxx X. Xxxx
			Senior Vice-President — Finance and Treasurer

		Attest:
			Xxxxx X. Xxxxxxxx
			Secretary

[SIGNATURE PAGE 24 OF 54 TO THE INTELLECTUAL PROPERTY SECURITY AGREEMENT]

X. XXXXXXXXX CENTRAL ACQUISITIONS, L.L.C.

X. XXXXXXXXX CHESTERFIELD INVESTMENT, L.L.C.

X. XXXXXXXXX CLASSICS, L.L.C.

X. XXXXXXXXX CLASSICS CIP, L.L.C.

X. XXXXXXXXX XXXXXX POINTE INVESTMENTS, L.L.C.

X. XXXXXXXXX HOMES – DFW, L.L.C.

X. XXXXXXXXX HOMES OF HOUSTON, L.L.C.

X. XXXXXXXXX OF HOUSTON II, L.L.C.

X. XXXXXXXXX INVESTMENTS II, L.L.C.

X. XXXXXXXXX NORTH CENTRAL ACQUISITIONS,
L.L.C.

X. XXXXXXXXX NORTH JERSEY ACQUISITIONS, L.L.C.

By:	X. Xxxxxxxxx Holdings NJ, L.L.C., as the sole member of each of the foregoing limited liability companies.

	By:	X. Xxxxxxxxx Developments of New Jersey, Inc., as member

		By:
			Xxxxx X. Xxxx
			Senior Vice-President — Finance and Treasurer

		Attest:
			Xxxxx X. Xxxxxxxx Secretary

			AND

	By:	X. Xxxxxxxxx Developments of New Jersey II, Inc., as member

		By:
			Xxxxx X. Xxxx
			Senior Vice-President — Finance and Treasurer

		Attest:
			Xxxxx X. Xxxxxxxx
			Secretary

[SIGNATURE PAGE 25 OF 54 TO THE INTELLECTUAL PROPERTY SECURITY AGREEMENT]

X. XXXXXXXXX NORTHEAST SERVICES, L.L.C. K.

HOVNANIAN SHORE ACQUISITIONS, L.L.C. K.

HOVNANIAN SOUTHERN NEW JERSEY, X.XX.

X. XXXXXXXXX SOUTH JERSEY ACQUISITIONS, L.L.C.

X. XXXXXXXXX T&C INVESTMENT, L.L.C.

X. XXXXXXXXX VENTURE I, L.L.C.

X. XXXXXXXXX’X PRIVATE HOME PORTFOLIO, L.L.C.

TERRAPIN REALTY, L.L.C.

KHIP, L.L.C.

By:	X. Xxxxxxxxx Holdings NJ, L.L.C., as the sole member of each of the foregoing limited liability companies.

	By:	X. Xxxxxxxxx Developments of New Jersey, Inc., as member

		By:
			Xxxxx X. Xxxx
			Senior Vice-President — Finance and Treasurer

		Attest:
			Xxxxx X. Xxxxxxxx Secretary

			AND

	By:	X. Xxxxxxxxx Developments of New Jersey II, Inc., as member

		By:
			Xxxxx X. Xxxx
			Senior Vice-President — Finance and Treasurer

		Attest:
			Xxxxx X. Xxxxxxxx
			Secretary

[SIGNATURE PAGE 26 OF 54 TO THE INTELLECTUAL PROPERTY SECURITY AGREEMENT]

F&W MECHANICAL SERVICES, L.L.C.

By:	X. Xxxxxxxxx Holdings NJ, L.L.C., as the managing member of the foregoing limited liability companies.

	By:	X. Xxxxxxxxx Developments of New Jersey, Inc., as member

		By:
			Xxxxx X. Xxxx
			Senior Vice-President — Finance and Treasurer

		Attest:
			Xxxxx X. Xxxxxxxx Secretary

			AND

	By:	X. Xxxxxxxxx Developments of New Jersey II, Inc., as member

		By:
			Xxxxx X. Xxxx
			Senior Vice-President — Finance and Treasurer

		Attest:
			Xxxxx X. Xxxxxxxx
			Secretary

[SIGNATURE PAGE 27 OF 54 TO THE INTELLECTUAL PROPERTY SECURITY AGREEMENT]

XXXXXX POINTE JOINT DEVELOPMENT, L.L.C.

By:	X. Xxxxxxxxx Xxxxxx Pointe Investments L.L.C., its sole member

By:	X. Xxxxxxxxx Holdings NJ, L.L.C., its sole member

	By:	X. Xxxxxxxxx Developments of New Jersey, Inc., as member

		By:
			Xxxxx X. Xxxx
			Senior Vice-President — Finance and Treasurer

		Attest:
			Xxxxx X. Xxxxxxxx Secretary

			AND

	By:	X. Xxxxxxxxx Developments of New Jersey II, Inc., as member

		By:
			Xxxxx X. Xxxx
			Senior Vice-President — Finance and Treasurer

		Attest:
			Xxxxx X. Xxxxxxxx
			Secretary

[SIGNATURE PAGE 28 OF 54 TO THE INTELLECTUAL PROPERTY SECURITY AGREEMENT]

X. XXXXXXXXX AT XXXXXX POINTE, L.L.C.

By:	Xxxxxx Pointe Joint Development, L.L.C., its sole member

	By:		X. Xxxxxxxxx Xxxxxx Pointe Investments, L.L.C., its sole member

			By:		X. Xxxxxxxxx Holdings NJ, L.L.C., its sole member

					By:	X. Xxxxxxxxx Developments of New Jersey, Inc., as member

					By:
						Xxxxx X. Xxxx
						Senior Vice-President — Finance and Treasurer

					Attest:
						Xxxxx X. Xxxxxxxx Secretary

						AND

	By:	X. Xxxxxxxxx Developments of New Jersey II, Inc., as member

		By:
				Xxxxx X. Xxxx
				Senior Vice-President — Finance and Treasurer

		Attest:
				Xxxxx X. Xxxxxxxx
				Secretary

[SIGNATURE PAGE 29 OF 54 TO THE INTELLECTUAL PROPERTY SECURITY AGREEMENT]

PARK TITLE COMPANY, L.L.C.

By:	X. Xxxxxxxxx Houston II, L.L.C., its sole member

	By:	X. Xxxxxxxxx Holdings NJ, L.L.C., its sole member

		By:	X. Xxxxxxxxx Developments of New Jersey, Inc., as member

		By:
			Xxxxx X. Xxxx
			Senior Vice-President — Finance and Treasurer

		Attest:
			Xxxxx X. Xxxxxxxx Secretary

			AND

	By:	X. Xxxxxxxxx Developments of New Jersey II, Inc., as member

		By:
			Xxxxx X. Xxxx
			Senior Vice-President — Finance and Treasurer

		Attest:
			Xxxxx X. Xxxxxxxx
			Secretary

[SIGNATURE PAGE 30 OF 54 TO THE INTELLECTUAL PROPERTY SECURITY AGREEMENT]

PI INVESTMENTS II, L.L.C.

By:	X. Xxxxxxxxx Investments II, L.L.C., its sole member

	By:	X. Xxxxxxxxx Holdings NJ, L.L.C., its sole member

		By:		X. Xxxxxxxxx Developments of New Jersey, Inc., as member

			By:
					Xxxxx X. Xxxx
					Senior Vice-President — Finance and Treasurer

		Attest:
				Xxxxx X. Xxxxxxxx Secretary

				AND

	By:	X. Xxxxxxxxx Developments of New Jersey II, Inc., as member

		By:
				Xxxxx X. Xxxx
				Senior Vice-President — Finance and Treasurer

		Attest:
				Xxxxx X. Xxxxxxxx
				Secretary

[SIGNATURE PAGE 31 OF 54 TO THE INTELLECTUAL PROPERTY SECURITY AGREEMENT]

X. XXXXXXXXX AT PORT IMPERIAL URBAN RENEWAL

IV, L.L.C.

X. XXXXXXXXX AT PORT IMPERIAL URBAN RENEWAL

V, L.L.C.

X. XXXXXXXXX AT PORT IMPERIAL URBAN RENEWAL

VI, L.L.C.

By:	PI Investments II, L.L.C., its sole member

	By:	X. Xxxxxxxxx Investments II, L.L.C., its sole member

		By:		X. Xxxxxxxxx Holdings NJ, L.L.C., its sole member

			By:		X. Xxxxxxxxx Developments of New Jersey, Inc., as member

			By:
					Xxxxx X. Xxxx
					Senior Vice-President — Finance and Treasurer

		Attest:
				Xxxxx X. Xxxxxxxx Secretary

				AND

	By:	X. Xxxxxxxxx Developments of New Jersey II, Inc., as member

		By:
				Xxxxx X. Xxxx
				Senior Vice-President — Finance and Treasurer

		Attest:
				Xxxxx X. Xxxxxxxx
				Secretary

[SIGNATURE PAGE 32 OF 54 TO THE INTELLECTUAL PROPERTY SECURITY AGREEMENT]

HOVNANIAN LAND INVESTMENT GROUP OF

CALIFORNIA, L.L.C.

X. XXXXXXXXX AT 3 XXXXXXX, L.L.C.

X. XXXXXXXXX AT 4S, L.L.C.

X. XXXXXXXXX AT ACQUA VISTA, L.L.C.

X. XXXXXXXXX AT ALISO, L.L.C.

X. XXXXXXXXX AT ARBOR HEIGHTS, L.L.C.

X. XXXXXXXXX AT AVENUE ONE, L.L.C. K.

HOVNANIAN AT BELLA LAGO, L.L.C. K.

HOVNANIAN AT BRIDLEWOOD, L.L.C. K.

HOVNANIAN AT CAPISTRANO, L.L.C.

X. XXXXXXXXX AT CARMEL VILLAGE, L.L.C.

X. XXXXXXXXX AT CIELO, L.L.C.

X. XXXXXXXXX AT COASTLINE, L.L.C.

X. XXXXXXXXX AT XXXXXX XXXX, L.L.C.

X. XXXXXXXXX AT EASTLAKE, L.L.C.

X. XXXXXXXXX AT ENCINITAS RANCH, L.L.C.

X. XXXXXXXXX AT EVERGREEN, L.L.C.

X. XXXXXXXXX AT GASLAMP SQUARE, L.L.C.

X. XXXXXXXXX AT HIGHWATER, L.L.C. K.

HOVNANIAN AT LA COSTA, L.L.C.

X. XXXXXXXXX AT XX XXXXX GREENS, L.L.C.

By:	X. Xxxxxxxxx Developments of California, Inc., as the sole member of each of the foregoing limited liability companies.

		By:
			Xxxxx X. Xxxx
			Senior Vice-President — Finance and Treasurer

		Attest:
			Xxxxx X. Xxxxxxxx Secretary

[SIGNATURE PAGE 33 OF 54 TO THE INTELLECTUAL PROPERTY SECURITY AGREEMENT]

X. XXXXXXXXX AT LA HABRA KNOLLS, L.L.C.

X. XXXXXXXXX AT LAKE HILLS, L.L.C.

X. XXXXXXXXX AT LAKE RANCHO VIEJO, L.L.C.

X. XXXXXXXXX AT MATSU, L.L.C.

X. XXXXXXXXX AT MENIFEE, L.L.C.

X. XXXXXXXXX AT MOCKINGBIRD CANYON, L.L.C.

X. XXXXXXXXX AT MOSAIC, L.L.C.

X. XXXXXXXXX AT OLDE ORCHARD, L.L.C.

X. XXXXXXXXX AT ORANGE HEIGHTS, L.L.C.

X. XXXXXXXXX AT PACIFIC BLUFFS, L.L.C.

X. XXXXXXXXX AT PARK LANE, L.L.C. K.

HOVNANIAN AT PIAZZA D’ORO, L.L.C. K.

HOVNANIAN AT XXXXX, L.L.C.

X. XXXXXXXXX AT RANCHO SANTA XXXXXXXXX,
L.L.C.

X. XXXXXXXXX AT RIVERBEND, L.L.C.

X. XXXXXXXXX AT XXXXXXXX XXXXXX, L.L.C.

X. XXXXXXXXX AT XXXXXXX HEIGHTS, L.L.C.

X. XXXXXXXXX AT SAGE, L.L.C.

X. XXXXXXXXX AT SKYE ISLE, L.L.C.

X. XXXXXXXXX AT SUNSETS, L.L.C.

X. XXXXXXXXX AT THE XXXXXX, L.L.C.

By:	X. Xxxxxxxxx Developments of California, Inc., as the sole member of each of the foregoing limited liability companies.

		By:
			Xxxxx X. Xxxx
			Senior Vice-President — Finance and Treasurer

		Attest:
			Xxxxx X. Xxxxxxxx Secretary

[SIGNATURE PAGE 34 OF 54 TO THE INTELLECTUAL PROPERTY SECURITY AGREEMENT]

X. XXXXXXXXX AT THE GABLES, L.L.C.

X. XXXXXXXXX AT THE PRESERVE, L.L.C.

X. XXXXXXXXX AT XXXXXXXX RANCH, L.L.C.

X. XXXXXXXXX AT TRAIL RIDGE, L.L.C.

X. XXXXXXXXX AT WINCHESTER, L.L.C.

X. XXXXXXXXX INTERNATIONAL, L.L.C.

X. XXXXXXXXX T&C MANAGEMENT CO., L.L.C.

X. XXXXXXXXX’X FOUR SEASONS AT BAKERSFIELD,
L.L.C.

X. XXXXXXXXX’X FOUR SEASONS AT BEAUMONT,
L.L.C.

X. XXXXXXXXX’X FOUR SEASONS AT HEMET, L.L.C.

X. XXXXXXXXX’X FOUR SEASONS AT MENIFEE
VALLEY, L.L.C.

X. XXXXXXXXX’X FOUR SEASONS AT PALM SPRINGS,
L.L.C.

X. XXXXXXXXX’X FOUR SEASONS, L.L.C.

X. XXXXXXXXX’X PARKSIDE AT TOWNGATE, L.L.C.

NATOMAS CENTRAL NEIGHBORHOOD HOUSING, L.L.C.

By:	X. Xxxxxxxxx Developments of California, Inc., as the sole member of each of the foregoing limited liability companies.

		By:
			Xxxxx X. Xxxx
			Senior Vice-President — Finance and Treasurer

		Attest:
			Xxxxx X. Xxxxxxxx Secretary

[SIGNATURE PAGE 35 OF 54 TO THE INTELLECTUAL PROPERTY SECURITY AGREEMENT]

X. XXXXXXXXX HOLDINGS NJ, L.L.C.

By:	X. Xxxxxxxxx Developments of New Jersey, Inc., as member of the foregoing limited liability company.


	By:
		Xxxxx X. Xxxx
		Senior Vice-President — Finance and Treasurer

		AND


By:	X. Xxxxxxxxx Developments of New Jersey II, Inc., as member of the foregoing limited liability company.

	By:
		Xxxxx X. Xxxx
		Senior Vice-President — Finance and Treasurer

	Attest:
		Xxxxx X. Xxxxxxxx
		Secretary

[SIGNATURE PAGE 36 OF 54 TO THE INTELLECTUAL PROPERTY SECURITY AGREEMENT]

BUILDER SERVICES, PA, L.L.C.

HOVNANIAN LAND INVESTMENT GROUP OF

PENNSYLVANIA, L.L.C.

X. XXXXXXXXX AT ALLENBERRY, L.L.C.

X. XXXXXXXXX AT ALLENTOWN, L.L.C.

X. XXXXXXXXX AT BROAD AND WALNUT, L.L.C.

X. XXXXXXXXX AT CAMPHILL, L.L.C.

K HOVNANIAN AT EAST BRANDYWINE, L.L.C. K

HOVNANIAN AT FORKS TWP. I, L.L.C.

X. XXXXXXXXX AT LOWER MACUNGIE TOWNSHIP I,

L.L.C.

X. XXXXXXXXX AT LOWER MACUNGIE TOWNSHIP II,

L.L.C.

X. XXXXXXXXX AT LOWER MAKEFIELD TOWNSHIP I,

L.L.C.

X. XXXXXXXXX AT LOWER XXXXXXXX I, L.L.C. K.

HOVNANIAN AT LOWER MORELAND II, L.L.C. K.

HOVNANIAN AT LOWER XXXXXXXX III, L.L.C. K.

HOVNANIAN AT MACUNGIE, L.L.C. K.

HOVNANIAN AT NORTHAMPTON, L.L.C. K.

HOVNANIAN AT PHILADELPHIA II, L.L.C. K.

HOVNANIAN AT PHILADELPHIA III, L.L.C. K.

HOVNANIAN AT PHILADELPHIA IV, L.L.C. K.

HOVNANIAN AT RAPHO, L.L.C.

By:	X. Xxxxxxxxx Companies of Pennsylvania, Inc., as the sole member of each of the foregoing limited liability companies.

		By:
			Xxxxx X. Xxxx
			Senior Vice-President — Finance and Treasurer

		Attest:
			Xxxxx X. Xxxxxxxx Secretary

[SIGNATURE PAGE 37 OF 54 TO THE INTELLECTUAL PROPERTY SECURITY AGREEMENT]

X. XXXXXXXXX AT SILVER SPRING, L.L.C.

X. XXXXXXXXX AT UPPER UWCHLAN II, L.L.C.

X. XXXXXXXXX AT UPPER UWCHLAN, L.L.C.

X. XXXXXXXXX AT WEST BRADFORD, L.L.C.

X. XXXXXXXXX HOMES OF PENNSYLVANIA, L.L.C.

X. XXXXXXXXX PENNSYLVANIA ACQUISITIONS, L.L.C.

X. XXXXXXXXX SUMMIT HOMES OF PENNSYLVANIA, L.L.C.

MIDWEST BUILDING PRODUCTS & CONTRACTOR

SERVICES OF PENNSYLVANIA, L.L.C.

RIDGEMORE UTILITY ASSOCIATES OF

PENNSYLVANIA, L.L.C.

By:	X. Xxxxxxxxx Companies of Pennsylvania, Inc., as the sole member of each of the foregoing limited liability companies.

		By:
			Xxxxx X. Xxxx
			Senior Vice-President — Finance and Treasurer

		Attest:
			Xxxxx X. Xxxxxxxx Secretary

[SIGNATURE PAGE 38 OF 54 TO THE INTELLECTUAL PROPERTY SECURITY AGREEMENT]

HOVNANIAN LAND INVESTMENT GROUP OF FLORIDA,

L.L.C.

X. XXXXXXXXX CAMBRIDGE HOMES, L.L.C.

X. XXXXXXXXX FIRST HOMES, L.L.C.

X. XXXXXXXXX FLORIDA REALTY, L.L.C.

X. XXXXXXXXX STANDING ENTITY, L.L.C.

X. XXXXXXXXX T&C HOMES AT FLORIDA, L.L.C.

X. XXXXXXXXX WINDWARD HOMES, L.L.C.

By:	Hovnanian Developments of Florida, Inc., as the sole member of each of the foregoing limited liability companies.

		By:
			Xxxxx X. Xxxx
			Senior Vice-President — Finance and Treasurer

		Attest:
			Xxxxx X. Xxxxxxxx Secretary

[SIGNATURE PAGE 39 OF 54 TO THE INTELLECTUAL PROPERTY SECURITY AGREEMENT]

X. XXXXXXXXX COMPANIES, LLC

By:	X. Xxxxxxxxx Enterprises, Inc., as member of the foregoing limited liability company.

	By:
		Xxxxx X. Xxxx
		Senior Vice-President — Finance and Treasurer

		AND

By:	X. Xxxxxxxxx Developments of New Jersey II, Inc., as member of the foregoing limited liability company.

	By:
		Xxxxx X. Xxxx
		Senior Vice-President — Finance and Treasurer

	Attest:
		Xxxxx X. Xxxxxxxx
		Secretary

X. XXXXXXXXX EASTERN PENNSYLVANIA, L.L.C.

By:	K. Hovnanian at Perkiomen II, Inc., as the sole member of the foregoing limited liability company.

	By:
		Kevin C. Hake
		Senior Vice-President — Finance and Treasurer

	Attest:
		Peter S. Reinhart
		Secretary

[SIGNATURE PAGE 40 OF 54 TO THE INTELLECTUAL PROPERTY SECURITY AGREEMENT]

K. HOVNANIAN CRAFTBUILT HOMES OF SOUTH

CAROLINA, L.L.C.

K. HOVNANIAN FOUR SEASONS AT GOLD HILL, L.L.C.

K. HOVNANIAN HOMES OF SOUTH CAROLINA, L.L.C.

By:	K. Hovnanian Developments of South Carolina, Inc., as the sole member of each of the foregoing limited liability companies.

		By:
			Kevin C. Hake
			Senior Vice-President — Finance and Treasurer

		Attest:
			Peter S. Reinhart Secretary

K. HOVNANIAN GREAT WESTERN BUILDING COMPANY, L.L.C.

K. HOVNANIAN GREAT WESTERN HOMES, L.L.C.

NEW LAND TITLE AGENCY, L.L.C.

By:	K. Hovnanian Developments of Arizona, Inc., as the sole member of each of the foregoing limited liability companies.

		By:
			Kevin C. Hake
			Senior Vice-President — Finance and Treasurer

		Attest:
			Peter S. Reinhart Secretary

[SIGNATURE PAGE 41 OF 54 TO THE INTELLECTUAL PROPERTY SECURITY AGREEMENT]

K. HOVNANIAN AT HIGHLAND SHORES, L.L.C.

K. HOVNANIAN AT RIDGESTONE, L.L.C.

K. HOVNANIAN HOMES OF MINNESOTA, L.L.C.

K. HOVNANIAN’S FOUR SEASONS AT RUSH CREEK,
L.L.C.

K. HOVNANIAN T&C HOMES AT MINNESOTA, L.L.C.

By:	K. Hovnanian Developments of Minnesota, Inc., as the sole member of each of the foregoing limited liability companies.

		By:
			Kevin C. Hake
			Senior Vice-President — Finance and Treasurer

		Attest:
			Peter S. Reinhart Secretary

[SIGNATURE PAGE 42 OF 54 TO THE INTELLECTUAL PROPERTY SECURITY AGREEMENT]

	K. HOVNANIAN OHIO REALTY, L.L.C.

	K. HOVNANIAN OSTER HOMES, L.L.C. K.

	HOVNANIAN SUMMIT HOMES, L.L.C.

	MIDWEST BUILDING PRODUCTS & CONTRACTOR SERVICES, L.L.C.

	By:	K. Hovnanian Developments of Ohio, Inc., as the sole member of each of the foregoing limited liability companies.

	By:
		Kevin C. Hake
		Senior Vice-President — Finance and Treasurer

	Attest:
		Peter S. Reinhart
		Secretary

MILLENNIUM TITLE AGENCY, LTD.

By:	K. Hovnanian Oster Homes, L.L.C., its sole member

	By:	K. Hovnanian Developments of Ohio, Inc., as member

		By:
			Kevin C. Hake
			Senior Vice-President — Finance and Treasurer

		Attest:
			Peter S. Reinhart Secretary

[SIGNATURE PAGE 43 OF 54 TO THE INTELLECTUAL PROPERTY SECURITY AGREEMENT]

	K. HOVNANIAN HOMES OF WEST VIRGINIA, L.L.C.

	K. HOVNANIAN’S FOUR SEASONS AT HUNTFIELD, L.L.C.

	K. HOVNANIAN SUMMIT HOMES OF WEST VIRGINIA, L.L.C.

	MIDWEST BUILDING PRODUCTS & CONTRACTOR SERVICES OF WEST VIRGINIA, L.L.C.

	By:	K. Hovnanian Developments of West Virginia, Inc., as the sole member of each of the foregoing limited liability companies.

	By:
		Kevin C. Hake
		Senior Vice-President — Finance and Treasurer

	Attest:
		Peter S. Reinhart Secretary

	K. HOVNANIAN SUMMIT HOMES OF MICHIGAN, L.L.C.

	MIDWEST BUILDING PRODUCTS & CONTRACTOR SERVICES OF MICHIGAN, L.L.C.

	By:	K. Hovnanian Developments of Michigan, Inc., as the sole member of the foregoing limited liability company.

	By:
		Kevin C. Hake
		Senior Vice-President — Finance and Treasurer

	Attest:
		Peter S. Reinhart Secretary

[SIGNATURE PAGE 44 OF 54 TO THE INTELLECTUAL PROPERTY SECURITY AGREEMENT]

M&M AT CHESTERFIELD, L.L.C.

M&M AT APPLE RIDGE, L.L.C.

M&M AT EAST MILL, L.L.C.

M&M AT MORRISTOWN, L.L.C.

M&M AT SHERIDAN, L.L.C.

M&M AT SPINNAKER POINTE, L.L.C.

M&M AT SPRUCE HOLLOW, L.L.C.

M&M AT SPRUCE RUN, L.L.C.

M&M AT THE HIGHLANDS, L.L.C.

MATZEL & MUMFORD AT EGG HARBOR, L.L.C.

MATZEL & MUMFORD AT MONTGOMERY, L.L.C.

THE LANDINGS AT SPINNAKER POINTE, L.L.C.

By: The Matzel & Mumford Organization, Inc., as the sole
member of each of the foregoing limited liability
companies.

	By:
		Kevin C. Hake
		Senior Vice-President — Finance and Treasurer

	Attest:
		Peter S. Reinhart Secretary

[SIGNATURE PAGE 45 OF 54 TO THE INTELLECTUAL PROPERTY SECURITY AGREEMENT]

M & M AT COPPER BEECH, L.L.C.

M & M AT CRESCENT COURT, L.L.C.

M&M AT EAST RUTHERFORD, L.L.C.

M&M AT KENSINGTON WOODS, L.L.C.

M & M AT STATION SQUARE, L.L.C.

M & M AT UNION, L.L.C.

M&M AT TAMARACK HOLLOW, L.L.C.

M&M AT THE CHATEAU, X.XX.

M&M AT WEST ORANGE, L.L.C.

M&M AT WESTPORT, L.L.C.

M&M AT WHEATENA URBAN RENEWAL, L.L.C.

MATZEL & MUMFORD AT SOUTH BOUND BROOK
URBAN RENEWAL, L.L.C.

MMIP, L.L.C.

By: M&M Investments, L.P., as the sole member of each of
the foregoing limited liability companies.

	By:
		Kevin C. Hake
		Senior Vice-President — Finance and Treasurer

	Attest:
		Peter S. Reinhart Secretary

[SIGNATURE PAGE 46 OF 54 TO THE INTELLECTUAL PROPERTY SECURITY AGREEMENT]

K. HOVNANIAN HOMES AT FAIRWOOD, L.L.C.

K. HOVNANIAN HOMES AT JONES STATION 1, L.L.C.

K. HOVNANIAN HOMES AT JONES STATION 2, L.L.C.

K. HOVNANIAN HOMES AT MAXWELL PLACE. L.L.C.

K. HOVNANIAN HOMES AT PRIMERA, L.L.C.

PADDOCKS, L.L.C.

PINE AYR, L.L.C.

By: K. Hovnanian Homes of Maryland, L.L.C., as the sole
member of each of the foregoing limited liability
companies.

	By:
		Kevin C. Hake
		Senior Vice-President — Finance and Treasurer

	Attest:
		Peter S. Reinhart Secretary

HOVNANIAN LAND INVESTMENT GROUP OF TEXAS, L.L.C.

By: K. Hovnanian Homes - DFW, L.L.C., as the sole
member of the foregoing limited liability company.

By:	K. Hovnanian Holdings NJ, L.L.C., as the sole member of the foregoing limited liability company.


		By:
			Kevin C. Hake
			Senior Vice-President — Finance and Treasurer

		Attest:
			Peter S. Reinhart Secretary

[SIGNATURE PAGE 47 OF 54 TO THE INTELLECTUAL PROPERTY SECURITY AGREEMENT]

K. HOVNANIAN AT NEW WINDSOR, L.L.C.

BUILDER SERVICES NY, L.L.C.

K. HOVNANIAN’S FOUR SEASONS AT

HAMPTONBURGH, L.L.C.

By: K. Hovnanian at Northern Westchester, Inc., as the sole
member of each of the foregoing limited liability
companies.

	By:
		Kevin C. Hake
		Senior Vice-President — Finance and Treasurer

	Attest:
		Peter S. Reinhart Secretary

K. HOVNANIAN DELAWARE ACQUISITIONS, L.L.C.

K. HOVNANIAN HOMES OF DELAWARE, L.L.C.

K. HOVNANIAN HOMES AT NASSAU GROVE, L.L.C.

By: K. Hovnanian Developments of Delaware, Inc., as the
sole member of the foregoing limited liability company.

	By:
		Kevin C. Hake
		Senior Vice-President — Finance and Treasurer

	Attest:
		Peter S. Reinhart Secretary

[SIGNATURE PAGE 48 OF 54 TO THE INTELLECTUAL PROPERTY SECURITY AGREEMENT]

K. HOVNANIAN AT MENIFEE VALLEY

CONDOMINIUMS, L.L.C.

By: K. Hovnanian’s Four Seasons At Menifee Valley, L.L.C.

	By:
		Kevin C. Hake
		Senior Vice-President — Finance and Treasurer

	Attest:
		Peter S. Reinhart Secretary

HOVNANIAN LAND INVESTMENT GROUP OF NORTH

CAROLINA, L.L.C.

By: K. Hovnanian Developments of North Carolina, Inc., as
the sole member of the foregoing limited liability
company.

	By:
		Kevin C. Hake
		Senior Vice-President — Finance and Treasurer

	Attest:
		Peter S. Reinhart Secretary

[SIGNATURE PAGE 49 OF 54 TO THE INTELLECTUAL PROPERTY SECURITY AGREEMENT]

K. HOVNANIAN’S FOUR SEASONS AT BAILEY’S GLENN, L.L.C.

K. HOVNANIAN’S FOUR SEASONS AT OLDE LIBERTY, L.L.C.

K. HOVNANIAN’S FOUR SEASONS AT RENAISSANCE, L.L.C.

By: K. Hovnanian Homes of North Carolina, Inc. as the sole
member of the foregoing limited liability companies

	By:
		Kevin C. Hake
		Senior Vice-President — Finance and Treasurer

	Attest:
		Peter S. Reinhart Secretary

[SIGNATURE PAGE 50 OF 54 TO THE INTELLECTUAL PROPERTY SECURITY AGREEMENT]

K. HOVNANIAN HOMES OF INDIANA, L.L.C.

By: K. Hovnanian Developments of Indiana, Inc., as the sole
member of the foregoing limited liability company.

	By:
		Kevin C. Hake
		Senior Vice-President — Finance and Treasurer

	Attest:
		Peter S. Reinhart Secretary

K. HOVNANIAN SUMMIT HOMES OF KENTUCKY, L.L.C.

MIDWEST BUILDING PRODUCTS & CONTRACTOR

SERVICES OF KENTUCKY, L.L.C.

By: K. Hovnanian Developments of Kentucky, Inc., as the
sole member of the foregoing limited liability companies.

	By:
		Kevin C. Hake
		Senior Vice-President — Finance and Treasurer

	Attest:
		Peter S. Reinhart Secretary

[SIGNATURE PAGE 51 OF 54 TO THE INTELLECTUAL PROPERTY SECURITY AGREEMENT]

K. HOVNANIAN CONNECTICUT ACQUISITIONS, L.L.C.

By: K. Hovnanian Developments of Connecticut, Inc., as the
sole member of the foregoing limited liability company.

	By:
		Kevin C. Hake
		Senior Vice-President — Finance and Treasurer

	Attest:
		Peter S. Reinhart Secretary

K. HOVNANIAN T&C HOMES AT ILLINOIS, L.L.C.

By: K. Hovnanian Developments of Illinois, Inc., as the sole member of the foregoing limited liability company.

	By:
		Kevin C. Hake
		Senior Vice-President — Finance and Treasurer

	Attest:
		Peter S. Reinhart Secretary

HOVNANIAN LAND INVESTMENT GROUP OF GEORGIA,
L.L.C

K. HOVNANIAN HOMES OF GEORGIA, L.L.C.

By: K. Hovnanian Developments of Georgia, Inc., as the sole
member of each of the foregoing limited liability companies.

	By:
		Kevin C. Hake
		Senior Vice-President — Finance and Treasurer

	Attest:
		Peter S. Reinhart Secretary

[SIGNATURE PAGE 52 OF 54 TO THE INTELLECTUAL PROPERTY SECURITY AGREEMENT]

WESTMINSTER HOMES OF ALABAMA, L.L.C.

WESTMINSTER HOMES OF MISSISSIPPI, L.L.C.

By: Washington Homes, Inc., as sole member of each of the
foregoing limited liability companies.

By:
	Kevin C. Hake
	Senior Vice-President — Finance and Treasurer

	Attest:
		Peter S. Reinhart Secretary

K. HOVNANIAN AT EWING, L.L.C.

By: K. Hovnanian at Lakewood, Inc., as sole
member of the foregoing limited liability
company

	By:
		Kevin C. Hake
		Senior Vice-President — Finance and Treasurer

	Attest:
		Peter S. Reinhart Secretary

[SIGNATURE PAGE 53 OF 54 TO THE INTELLECTUAL PROPERTY SECURITY AGREEMENT]

K. HOVNANIAN POLAND, SP. Z.O.O.

By: Hovnanian Enterprises, Inc., as member.

	By:
		Kevin C. Hake
		Senior Vice-President — Finance and Treasurer

	Attest:
		Peter S. Reinhart Secretary

AND

By: K. Hovnanian International, Inc., as member.

	By:
		Kevin C. Hake
		Senior Vice-President — Finance and Treasurer

	Attest:
		Peter S. Reinhart Secretary

[SIGNATURE PAGE 54 OF 54 TO THE INTELLECTUAL PROPERTY SECURITY AGREEMENT]

M&M INVESTMENTS, L.P.

By: The Matzel & Mumford Organization, Inc., as general
partner of the foregoing limited partnership.

	By:
		Kevin C. Hake
		Senior Vice-President — Finance and Treasurer

	Attest:

		Peter S. Reinhart Secretary

Address for Notices for each of the foregoing Debtors:

c/o K. Hovnanian Enterprises, Inc. 110
West Front St., P.O. Box 500 Red Bank, NJ
07701

Attention: Kevin C. Hake

Telephone: (732) 747-7800

Telecopy: (732) 747-6835

SCHEDULE A

INTELLECTUAL PROPERTY SECURITY AGREEMENT

LIST OF REGISTERED PATENTS, TRADEMARKS AND COPYRIGHTS

1. Registered Patents: None.

2. Trademarks: [see attached]

Document Metadata

Table of Contents

INTELLECTUAL PROPERTY SECURITY AGREEMENT

Document Metadata