0001104659-12-067042 Sample Contracts

K. HOVNANIAN ENTERPRISES, INC., as Issuer HOVNANIAN ENTERPRISES, INC. and the other Guarantors party hereto and WILMINGTON TRUST, NATIONAL ASSOCIATION, as Trustee and Collateral Agent
Indenture • October 2nd, 2012 • Hovnanian Enterprises Inc • Operative builders • New York

INDENTURE, dated as of October 2, 2012, among K. HOVNANIAN ENTERPRISES, INC., a California corporation (the “Issuer”), HOVNANIAN ENTERPRISES, INC., a Delaware corporation (the “Company”), each of the other Guarantors (as defined hereafter) and WILMINGTON TRUST, NATIONAL ASSOCIATION, a national banking association, as Trustee (the “Trustee”) and as Collateral Agent (the “Collateral Agent”).

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FIRST LIEN SECURITY AGREEMENT made by K. HOVNANIAN ENTERPRISES, INC., HOVNANIAN ENTERPRISES, INC. and certain of their respective Subsidiaries in favor of WILMINGTON TRUST, NATIONAL ASSOCIATION as Collateral Agent Dated as of October 2, 2012
Security Agreement • October 2nd, 2012 • Hovnanian Enterprises Inc • Operative builders • New York

THIS FIRST LIEN SECURITY AGREEMENT (the “Agreement”), dated as of October 2, 2012, is made by K. Hovnanian Enterprises, Inc., a California corporation (the “Issuer”), Hovnanian Enterprises, Inc., a Delaware corporation (“Hovnanian”) and each of the signatories listed on Schedule A hereto (the Issuer, Hovnanian and such signatories, together with any other entity that may become a party hereto as provided herein, the “Grantors”), in favor of Wilmington Trust, National Association, as Collateral Agent (in such capacity, the “Agent”) for the benefit of itself, the Trustee (as defined below) and the Noteholders (as defined below).

Sample 1
FIRST LIEN PLEDGE AGREEMENT
First Lien Pledge Agreement • October 2nd, 2012 • Hovnanian Enterprises Inc • Operative builders • New York

THIS FIRST LIEN PLEDGE AGREEMENT, dated as of October 2, 2012 (as restated, amended, modified or supplemented from time to time, the “Agreement”), is given by K. HOVNANIAN ENTERPRISES, INC., a California corporation (the “Issuer”), HOVNANIAN ENTERPRISES, INC., a Delaware corporation (“Hovnanian”), EACH OF THE UNDERSIGNED PARTIES LISTED ON SCHEDULE A HERETO AND EACH OF THE OTHER PERSONS AND ENTITIES THAT BECOME BOUND HEREBY FROM TIME TO TIME BY JOINDER, ASSUMPTION OR OTHERWISE (together with the Issuer and Hovnanian, each a “Pledgor” and collectively the “Pledgors”), as a Pledgor of the equity interests in the Companies (as defined herein), as more fully set forth herein, to WILMINGTON TRUST, NATIONAL ASSOCIATION, in its capacity as collateral agent, for the benefit of itself, the Trustee (as defined below) and the Noteholders (as defined below) (the “Collateral Agent”).

Sample 1
SECOND LIEN SECURITY AGREEMENT made by K. HOVNANIAN ENTERPRISES, INC., HOVNANIAN ENTERPRISES, INC. and certain of their respective Subsidiaries in favor of WILMINGTON TRUST, NATIONAL ASSOCIATION as Collateral Agent Dated as of October 2, 2012
Second Lien Security Agreement • October 2nd, 2012 • Hovnanian Enterprises Inc • Operative builders • New York

THIS SECOND LIEN SECURITY AGREEMENT (the “Agreement”), dated as of October 2, 2012, is made by K. Hovnanian Enterprises, Inc., a California corporation (the “Issuer”), Hovnanian Enterprises, Inc., a Delaware corporation (“Hovnanian”) and each of the signatories listed on Schedule A hereto (the Issuer, Hovnanian and such signatories, together with any other entity that may become a party hereto as provided herein, the “Grantors”), in favor of Wilmington Trust, National Association, as Collateral Agent (in such capacity, the “Agent”) for the benefit of itself, the Trustee (as defined below) and the Noteholders (as defined below).

Sample 1
SECOND-LIEN INTELLECTUAL PROPERTY SECURITY AGREEMENT
Second-Lien Intellectual Property Security Agreement • October 2nd, 2012 • Hovnanian Enterprises Inc • Operative builders • New York

This Second-Lien Intellectual Property Security Agreement (the “Agreement”), dated as of October 2, 2012 is made by [·], a [·] (“the Grantor”) in favor of Wilmington Trust, National Association, as Collateral Agent (in such capacity, the “Agent”) for the benefit of itself, the Trustee (as defined below) and the Noteholders (as defined below).

Sample 1
SECOND LIEN PLEDGE AGREEMENT
Second Lien Pledge Agreement • October 2nd, 2012 • Hovnanian Enterprises Inc • Operative builders • New York

THIS SECOND LIEN PLEDGE AGREEMENT, dated as of October 2, 2012 (as restated, amended, modified or supplemented from time to time, the “Agreement”), is given by K. HOVNANIAN ENTERPRISES, INC., a California corporation (the “Issuer”), HOVNANIAN ENTERPRISES, INC., a Delaware corporation (“Hovnanian”), EACH OF THE UNDERSIGNED PARTIES LISTED ON SCHEDULE A HERETO AND EACH OF THE OTHER PERSONS AND ENTITIES THAT BECOME BOUND HEREBY FROM TIME TO TIME BY JOINDER, ASSUMPTION OR OTHERWISE (together with the Issuer and Hovnanian, each a “Pledgor” and collectively the “Pledgors”), as a Pledgor of the equity interests in the Companies (as defined herein), as more fully set forth herein, to WILMINGTON TRUST, NATIONAL ASSOCIATION, in its capacity as collateral agent, for the benefit of itself, the Trustee (as defined below) and the Noteholders (as defined below) (the “Collateral Agent”).

Sample 1
FIRST-LIEN INTELLECTUAL PROPERTY SECURITY AGREEMENT
Intellectual Property Security Agreement • October 2nd, 2012 • Hovnanian Enterprises Inc • Operative builders • New York

This First-Lien Intellectual Property Security Agreement (the “Agreement”), dated as of October 2, 2012 is made by [·], a [·] (“the Grantor”) in favor of Wilmington Trust, National Association, as Collateral Agent (in such capacity, the “Agent”) for the benefit of itself, the Trustee (as defined below) and the Noteholders (as defined below).

Sample 1
UNITS AGREEMENT Dated as of October 2, 2012 among HOVNANIAN ENTERPRISES, INC. and K. HOVNANIAN ENTERPRISES, INC. and WILMINGTON TRUST COMPANY, as Units Agent
Units Agreement • October 2nd, 2012 • Hovnanian Enterprises Inc • Operative builders • New York

UNITS AGREEMENT, dated as of October 2, 2012 among HOVNANIAN ENTERPRISES, INC., a Delaware corporation (the “Company”), K. HOVNANIAN ENTERPRISES, INC., a California corporation (the “Note Issuer”), and WILMINGTON TRUST COMPANY, a Delaware banking corporation acting as units agent (the “Units Agent”).

Sample 1
K. HOVNANIAN ENTERPRISES, INC. Issuer and HOVNANIAN ENTERPRISES, INC. Guarantor and SUBSIDIARY GUARANTORS OF HOVNANIAN THAT ARE PARTIES HERETO FROM TIME TO TIME WILMINGTON TRUST COMPANY, as Trustee
Fourth Supplemental Indenture • October 2nd, 2012 • Hovnanian Enterprises Inc • Operative builders • New York

FOURTH SUPPLEMENTAL INDENTURE dated as of October 2, 2012 (this “Supplemental Indenture”) among K. HOVNANIAN ENTERPRISES, INC., a California corporation (the “Issuer”, as more fully set forth in Section 1.01), HOVNANIAN ENTERPRISES, INC., a Delaware corporation (“Hovnanian”), each of the Guarantors (as defined herein) and WILMINGTON TRUST COMPANY, a Delaware banking corporation, as trustee (the “Trustee”, as more fully set forth in Section 1.01), supplementing the Senior Indenture dated as of February 14, 2011, among the Issuer, Hovnanian, the Guarantors and the Trustee (the “Base Indenture” and, as amended and supplemented by this Supplemental Indenture, and as it may be further amended or supplemented from time to time with respect to the Exchangeable Notes, the “Indenture”).

Sample 1
K. HOVNANIAN ENTERPRISES, INC. HOVNANIAN ENTERPRISES, INC. AND THE OTHER GUARANTORS PARTY HERETO 11.00% Senior Amortizing Notes due 2017 Fifth Supplemental Indenture Dated as of October 2, 2012 Supplement to Senior Indenture Dated as of February 14,...
Fifth Supplemental Indenture • October 2nd, 2012 • Hovnanian Enterprises Inc • Operative builders • New York

FIFTH SUPPLEMENTAL INDENTURE dated as of October 2, 2012 (“Supplemental Indenture”) by and among K. HOVNANIAN ENTERPRISES, INC., a California corporation (the “Issuer”), HOVNANIAN ENTERPRISES, INC., a Delaware corporation (“Hovnanian”), each of the Guarantors (as defined herein) and WILMINGTON TRUST COMPANY, a Delaware banking corporation, as trustee (the “Trustee”), supplementing the Senior Indenture dated as of February 14, 2011 by and among the Issuer, Hovnanian, the Guarantors and the Trustee (the “Base Indenture” and, as supplemented by this Supplemental Indenture, the “Indenture”).

Sample 1
INTERCREDITOR AGREEMENT
Intercreditor Agreement • October 2nd, 2012 • Hovnanian Enterprises Inc • Operative builders • New York

This INTERCREDITOR AGREEMENT, dated as of October 2, 2012, and entered into by and among HOVNANIAN ENTERPRISES, INC., K. HOVNANIAN ENTERPRISES, INC. each other Grantor (as defined below) from time to time party hereto, WILMINGTON TRUST, NATIONAL ASSOCIATION, in its capacities as trustee (in such capacity, together with its successors and assigns, the “Senior Trustee”) and as collateral agent (in such capacity, together with its successors and assigns, the “Senior Collateral Agent”) under the Senior Noteholder Documents (as defined below), WILMINGTON TRUST, NATIONAL ASSOCIATION, in its capacity as collateral agent for the Mortgage Tax Collateral (as defined below) (together with its successor and assigns, the “Mortgage Tax Collateral Agent”), and WILMINGTON TRUST, NATIONAL ASSOCIATION, in its capacities as trustee (in such capacity, together with its successors and assigns, the “Junior Trustee”) and as collateral agent (in such capacity, together with its successors and assigns, the “Ju

Sample 1
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