0000912057-14-000132 Sample Contracts

AMENDED AND RESTATED EMPLOYMENT AGREEMENT
Nonstatutory Stock Option Agreement • May 5th, 2014 • Woodside Homes, Inc. • Operative builders • Utah

This Amended and Restated Employment Agreement (this “Agreement”), dated as of March 14, 2014 (the “Execution Date”), is between Woodside Homes Company, LLC (formerly known as PH Holding LLC), a Delaware limited liability company; Woodside Group, LLC, a Nevada limited liability company (and post-initial public offering of Woodside Homes, Inc. (the “IPO”) d/b/a Woodside, Inc.), a Delaware corporation (the “Company”); and James Robideau (the “Executive”) (collectively, the “Parties” and each, a “Party”). In addition to the terms defined elsewhere herein, initial capitalized terms have the meanings given to them in Section 25.

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CREDIT AGREEMENT among WOODSIDE HOMES COMPANY, LLC, as Borrower, and The Several Lenders from Time to Time Parties Hereto, and JPMORGAN CHASE BANK, N.A., as Swingline Lender, an Issuing Lender and Administrative Agent Dated as of January 29, 2014 J.P....
Credit Agreement • May 5th, 2014 • Woodside Homes, Inc. • Operative builders • New York

CREDIT AGREEMENT (this “Agreement”), dated as of January 29, 2014, among WOODSIDE HOMES COMPANY, LLC, a Delaware limited liability company (the “Borrower”), the several banks and other financial institutions or entities from time to time parties to this Agreement (the “Lenders”) and JPMORGAN CHASE BANK, N.A., as Swingline Lender, an Issuing Lender and Administrative Agent (each as hereinafter defined).

FIRST AMENDMENT
First Amendment • May 5th, 2014 • Woodside Homes, Inc. • Operative builders • New York

FIRST AMENDMENT (this “Amendment”) dated as of April 22, 2014 to the Credit Agreement dated as of January 29, 2014 (the “Credit Agreement”) among WOODSIDE HOMES COMPANY, LLC, a Delaware limited liability company (the “Borrower”), the several banks and other financial institutions or entities from time to time parties to this Agreement (the “Lenders”) and JPMORGAN CHASE BANK, N.A., as administrative agent (in such capacity, the “Administrative Agent”).

SECOND SUPPLEMENTAL INDENTURE
Second Supplemental Indenture • May 5th, 2014 • Woodside Homes, Inc. • Operative builders • New York

Second Supplemental Indenture (this “Supplemental Indenture”), dated as of April 29, 2014, by and among Woodside Homes Company, LLC (the “Company”), Woodside Homes Finance Inc. (the “Corporate Issuer”, and together with the Company, the “Issuers”), each of the guarantors listed on Schedule I hereto and the other guarantors from time to time party hereto (each, a “Guarantor” and, collectively, the “Guarantors”) and Wells Fargo Bank, National Association, as trustee (the “Trustee”).

FIRST SUPPLEMENTAL INDENTURE
First Supplemental Indenture • May 5th, 2014 • Woodside Homes, Inc. • Operative builders • New York

This First Supplemental Indenture (this “First Supplemental Indenture”), dated as of April 23, 2014, among Woodside Homes of Fresno, Inc., a California corporation, Woodside Homes of Northern California, Inc., a Delaware corporation, and Woodside Homes of AZ, LLC, an Arizona limited liability company (each, a “Guaranteeing Subsidiary” and collectively, the “Guaranteeing Subsidiaries”), each a subsidiary of Woodside Homes Company, LLC, a Delaware limited liability company (the “Company”) and Wells Fargo Bank, National Association, as trustee (the “Trustee”).

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