0001104659-07-002117 Sample Contracts

SECOND AMENDED AND RESTATED CHANGE OF CONTROL AGREEMENT Effective January 1, 2007 (Original Date: February 1, 2000)
Change of Control Agreement • January 11th, 2007 • Meritage Homes CORP • Operative builders • Arizona

The Board of Directors believes that it is in the best interests of Meritage Homes Corporation (“Meritage”), and its shareholders to take appropriate steps to allay any concerns you (sometimes referred to herein as “Executive”) may have about your future employment opportunities with Meritage and its subsidiaries (Meritage and its subsidiaries are collectively referred to as the “Company”). As a result, the Board has decided to offer to you the benefits described below.

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LARRY W. SEAY SECOND AMENDED AND RESTATED EMPLOYMENT AGREEMENT (Effective as of January 1, 2007)
Employment Agreement • January 11th, 2007 • Meritage Homes CORP • Operative builders • Arizona

This Employment Agreement (“Agreement”) is entered into on January 10, 2007 by and between Meritage Homes Corporation, a Maryland corporation (“Company”) and Larry W. Seay, an individual (“Executive”) effective as of January 1, 2007 (“Effective Date”).

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