andAshton Houston Residential L.L.C. • November 23rd, 2005 • New York
AGREEMENT (PINERY JOINT VENTURE)Agreement • November 23rd, 2005 • Ashton Houston Residential L.L.C.
Exhibit 10.2 FIRST AMENDMENT TO CREDIT AGREEMENT THIS FIRST AMENDMENT TO CREDIT AGREEMENT (this "Amendment") is made as of the 27th day of April, 2005, by and among ASHTON WOODS USA L.L.C. (the "Borrower"), the LENDERS party hereto, WACHOVIA BANK,...Credit Agreement • November 23rd, 2005 • Ashton Houston Residential L.L.C. • North Carolina
RECITALSLimited Liability Company Agreement • November 23rd, 2005 • Ashton Houston Residential L.L.C. • Florida
by and among ASHTON WOODS USA L.L.C., as Borrower andCredit Agreement • November 23rd, 2005 • Ashton Houston Residential L.L.C. • North Carolina
FIRST AMENDMENT TO REGULATIONS OF ASHTON WOODS BUTLER L.L.C.Ashton Houston Residential L.L.C. • November 23rd, 2005
No. $ 9.5% SENIOR SUBORDINATED NOTE DUE 2015 ASHTON WOODS USA L.L.C., a Nevada limited liability company (the "Issuer"), and ASHTON WOODS FINANCE CO., a Delaware corporation (the "Co-Issuer" and, together with the Issuer, the "Issuers"), for value...Ashton Houston Residential L.L.C. • November 23rd, 2005 • New York
Exhibit 10.3 SECOND AMENDMENT TO CREDIT AGREEMENT THIS SECOND AMENDMENT TO CREDIT AGREEMENT (this "Amendment") is made as of the 21st day of September, 2005, by and among ASHTON WOODS USA L.L.C. (the "Borrower"), the LENDERS party hereto, WACHOVIA...Credit Agreement • November 23rd, 2005 • Ashton Houston Residential L.L.C. • North Carolina
FORAshton Houston Residential L.L.C. • November 23rd, 2005 • Texas
JOINT VENTURE AGREEMENTJoint Venture Agreement • November 23rd, 2005 • Ashton Houston Residential L.L.C. • Colorado
EXHIBIT 4.3 REGISTRATION RIGHTS AGREEMENT Dated as of September 21, 2005Registration Rights Agreement • November 23rd, 2005 • Ashton Houston Residential L.L.C. • New York
OFLimited Partnership Agreement • November 23rd, 2005 • Ashton Houston Residential L.L.C. • Texas
Exhibit 3.2(z) FORM OF LIMITED PARTNERSHIP AGREEMENT ASHTON WOODS ORLANDO LIMITED PARTNERSHIPAshton Houston Residential L.L.C. • November 23rd, 2005 • Florida
Exhibit 3.2(aj) FIRST AMENDMENT TO OPERATING AGREEMENT OF ASHTON ATLANTA RESIDENTIAL L.L.C. THIS FIRST AMENDMENT TO OPERATING AGREEMENT OF ASHTON ATLANTA RESIDENTIAL L.L.C. (this "Amendment") is made and entered into by and among ELLY NEVADA, INC., a...Operating Agreement • November 23rd, 2005 • Ashton Houston Residential L.L.C.
FIRST AMENDMENT TO AGREEMENT OF LIMITED PARTNERSHIP OF ASHTON WOODS ORLANDO LIMITED PARTNERSHIPAshton Houston Residential L.L.C. • November 23rd, 2005
Exhibit 3.2(v) FIRST AMENDMENT TO REGULATIONS OF ASHTON HOUSTON DEVELOPMENT L.L.C. THIS FIRST AMENDMENT TO REGULATIONS OF ASHTON HOUSTON DEVELOPMENT L.L.C. (this "Amendment") is made and entered into by and among ELLY NEVADA, INC., a Nevada...Ashton Houston Residential L.L.C. • November 23rd, 2005
FIRST AMENDMENT TO JOINT VENTURE AGREEMENT OF PINERY JOINT VENTUREJoint Venture Agreement • November 23rd, 2005 • Ashton Houston Residential L.L.C.
Exhibit 3.2(o) FIRST AMENDMENT TO REGULATIONS OF ASHTON WOODS LAKESIDE L.L.C. THIS FIRST AMENDMENT TO REGULATIONS OF ASHTON WOODS LAKESIDE L.L.C. (this "Amendment") is made and entered into by and among ELLY NEVADA, INC., a Nevada corporation ("Elly...Ashton Houston Residential L.L.C. • November 23rd, 2005
Exhibit 3.2(t) FIRST AMENDMENT TO REGULATIONS OF ASHTON HOUSTON RESIDENTIAL L.L.C. THIS FIRST AMENDMENT TO REGULATIONS OF ASHTON HOUSTON RESIDENTIAL L.L.C. (this "Amendment") is made and entered into by and among ELLY NEVADA, INC., a Nevada...Ashton Houston Residential L.L.C. • November 23rd, 2005
SECOND AMENDMENT TO AGREEMENT OF LIMITED PARTNERSHIP OF ISLEWORTH WEST LIMITED PARTNERSHIPAshton Houston Residential L.L.C. • November 23rd, 2005
EXHIBIT 10.7 SERVICES AND SOFTWARE LICENSE AGREEMENT THIS SERVICES AND SOFTWARE LICENSE AGREEMENT ("Agreement") dated as of June 1, 2005, by and between PARAMOUNT DEVELOPMENT CORPORATION LIMITED ("Paramount") and ASHTON WOODS USA L.L.C. ("Customer")....Services and Software License Agreement • November 23rd, 2005 • Ashton Houston Residential L.L.C. • Georgia
Exhibit 3.2(e) FIRST AMENDMENT TO REGULATIONS OF ASHTON WOODS CALIFORNIA L.L.C. THIS FIRST AMENDMENT TO REGULATIONS OF ASHTON WOODS CALIFORNIA L.L.C. (this "Amendment") is made and entered into by and among ELLY NEVADA, INC., a Nevada corporation...Ashton Houston Residential L.L.C. • November 23rd, 2005
Exhibit 3.2(r) FIRST AMENDMENT TO REGULATIONS OF ASHTON DALLAS RESIDENTIAL L.L.C. THIS FIRST AMENDMENT TO REGULATIONS OF ASHTON DALLAS RESIDENTIAL L.L.C. (this "Amendment") is made and entered into by and among ELLY NEVADA, INC., a Nevada corporation...Ashton Houston Residential L.L.C. • November 23rd, 2005
FORM OF AMENDMENT NO. 1 TO AGREEMENT OF LIMITED PARTNERSHIP OF LAKE LOUISE COVES LIMITED PARTNERSHIP Amendment No. 1 ("Amendment") to Agreement of Limited Partnership of Lake Louise Coves Limited Partnership dated May 6, 1998.Ashton Houston Residential L.L.C. • November 23rd, 2005
OPERATING AGREEMENT OF ASHTON ATLANTA RESIDENTIAL, L.L.C. A GEORGIA LIMITED LIABILITY COMPANYOperating Agreement • November 23rd, 2005 • Ashton Houston Residential L.L.C. • Georgia
RECITALS:Ashton Houston Residential L.L.C. • November 23rd, 2005
SECOND AMENDMENT TO THE JOINT VENTURE AGREEMENT OF PINERY JOINT VENTUREAshton Houston Residential L.L.C. • November 23rd, 2005
Exhibit 3.2(ab) FORM OF LIMITED PARTNERSHIP AGREEMENT LAKE LOUISE COVES LIMITED PARTNERSHIP [TO BE RENAMED ISLEWORTH WEST LIMITED PARTNERSHIP]Ashton Houston Residential L.L.C. • November 23rd, 2005 • Florida
Exhibit 3.2(g) FIRST AMENDMENT TO REGULATIONS OF ASHTON WOODS ARIZONA L.L.C. THIS FIRST AMENDMENT TO REGULATIONS OF ASHTON WOODS ARIZONA L.L.C. (this "Amendment") is made and entered into by and among ELLY NEVADA, INC., a Nevada corporation ("Elly...Ashton Houston Residential L.L.C. • November 23rd, 2005
Exhibit 3.2(k) FIRST AMENDMENT TO REGULATIONS OF ASHTON WOODS FLORIDA L.L.C. THIS FIRST AMENDMENT TO REGULATIONS OF ASHTON WOODS FLORIDA L.L.C. (this "Amendment") is made and entered into by and among ELLY NEVADA, INC., a Nevada corporation ("Elly...Ashton Houston Residential L.L.C. • November 23rd, 2005
