0001193125-13-031624 Sample Contracts

SEVENTH AMENDMENT TO MASTER REPURCHASE AGREEMENT
Master Repurchase Agreement • January 31st, 2013 • MDC Holdings Inc • Operative builders • New York

THIS SEVENTH AMENDMENT TO MASTER REPURCHASE AGREEMENT (this “Amendment”), dated as of December 21, 2012, is made and entered into between and among HomeAmerican Mortgage Corporation, a Colorado corporation (the “Seller”), and U.S. Bank National Association, as administrative agent and representative of itself as a Buyer and the other Buyers (in such capacity, the “Agent”) and as a Buyer (in such capacity, “U.S. Bank”).

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SECOND SUPPLEMENTAL INDENTURE
Second Supplemental Indenture • January 31st, 2013 • MDC Holdings Inc • Operative builders • New York

SECOND SUPPLEMENTAL INDENTURE, dated as of January 3, 2013, (this “Second Supplemental Indenture”), by and among M.D.C. Holdings, Inc., a Delaware corporation (the “Company”), U.S. Bank National Association, as Trustee (the “Trustee”), and Richmond American Homes of Washington, Inc., a Colorado corporation and a wholly owned subsidiary of the Company (the “Additional Guarantor”, and together with the Current Guarantors, as defined below, the “Guarantors”). Capitalized terms not defined herein shall have the meanings given to them in the Indenture (as defined below).

SECOND SUPPLEMENTAL INDENTURE
Second Supplemental Indenture • January 31st, 2013 • MDC Holdings Inc • Operative builders • New York

SECOND SUPPLEMENTAL INDENTURE, dated as of January 3, 2013, (this “Second Supplemental Indenture”), by and among M.D.C. Holdings, Inc., a Delaware corporation (the “Company”), U.S. Bank National Association, as Trustee (the “Trustee”), and Richmond American Homes of Washington, Inc., a Colorado corporation and a wholly owned subsidiary of the Company (the “Additional Guarantor”, and together with the Current Guarantors, as defined below, the “Guarantors”). Capitalized terms not defined herein shall have the meanings given to them in the Indenture (as defined below).

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