AMENDED AND RESTATED CONTRIBUTION AND SALE AGREEMENT Dated as of July 2, 2015 Amended and Restated as of December 17, 2015Contribution and Sale Agreement • December 21st, 2015 • Lennar Corp /New/ • General bldg contractors - residential bldgs • Delaware
THIS AMENDED AND RESTATED CONTRIBUTION AND SALE AGREEMENT (including all exhibits and schedules, this “Agreement”) is dated as of July 2, 2015, and amended and restated as of December 17, 2015, by and among FIVE POINT HOLDINGS, INC., a Delaware corporation (“FPH”), NEWHALL HOLDING COMPANY, LLC, a Delaware limited liability company (the “Company” or “Newhall Holding”), NEWHALL INTERMEDIARY HOLDING COMPANY, LLC, a Delaware limited liability company (the “Operating Company”), NEWHALL LAND DEVELOPMENT, LLC, a Delaware limited liability company (“Newhall Land”), THE SHIPYARD COMMUNITIES, LLC, a Delaware limited liability company (the “Hunters Point Venture”), UST LENNAR HW SCALA SF JOINT VENTURE, a Delaware general partnership (“UST Lennar”), HPSCP OPPORTUNITIES, L.P., a Delaware limited partnership (“Castlelake HP”), HERITAGE FIELDS LLC, a Delaware limited liability company (the “El Toro Venture”), LENNAR HERITAGE FIELDS, LLC, a California limited liability company (“Lennar HF”), MSD HERIT
