Insert letterhead for The New Home Company Inc.]Confidentiality Agreement • August 10th, 2021 • Apollo Management IX, L.P. • Operative builders • New York
In connection with the consideration by Apollo Management IX, L.P. (“you”) of a possible negotiated business combination between you or your affiliates and The New Home Company Inc. and/or its subsidiaries (collectively, with such subsidiaries, the “Company” and the “ Possible Transaction “ ), the Company may make available to you and your Representatives (as hereinafter defined) certain Confidential Information (as hereinafter defined), including certain information concerning the business, financial condition, operations, assets and liabilities of the Company. As a condition to such information being furnished to you and your Representatives, you agree that you will and will direct your Representatives to treat the Confidential Information in accordance with the applicable provisions of this letter agreement and take or abstain from taking certain other actions as set forth herein.
LIMITED GUARANTEELimited Guarantee • August 10th, 2021 • Apollo Management IX, L.P. • Operative builders • Delaware
This LIMITED GUARANTEE, dated as of July 23, 2021 (as may be amended, restated, supplemented or otherwise modified, this “Limited Guarantee”), by each of the parties listed on Exhibit A hereto (each, a “Guarantor” and collectively, the “Guarantors”), is made in favor of The New Home Company Inc., a Delaware corporation (the “Guaranteed Party”). Reference is hereby made to that certain Agreement and Plan of Merger, dated as of the date hereof (as may be amended, restated, supplemented or otherwise modified, the “Merger Agreement”), by and among the Guaranteed Party, Newport Holdings, LLC, a Delaware limited liability company (“Parent”), and Newport Merger Sub, Inc., a Delaware corporation and a wholly owned subsidiary of Parent (“Merger Sub”). Except as otherwise specified herein, each capitalized term used in this Limited Guarantee and not defined herein shall have the meaning ascribed to such term in the Merger Agreement.
