0001193125-12-266959 Sample Contracts

SECOND AMENDMENT TO SHAREHOLDERS’ AGREEMENT
Shareholders’ Agreement • June 12th, 2012 • Cavco Industries Inc • Mobile homes

THIS AMENDMENT (the “Amendment”) to that certain Shareholders’ Agreement (defined below) is made between Fleetwood Homes Inc. (“Fleetwood”), Cavco Industries, Inc. (“Cavco”), and Third Avenue Trust, a Delaware business trust, on behalf of Third Avenue Value Fund (“TAVF” and together with Fleetwood and Cavco, the “Parties”) as of June 17, 2011. Subject to this Amendment, the terms and conditions of the Shareholders’ Agreement are incorporated herein by reference.

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FIRST AMENDMENT TO SHAREHOLDERS’ AGREEMENT by and among FLEETWOOD HOMES, INC. and ITS SHAREHOLDERS Dated as of November 30, 2010
Shareholders’ Agreement • June 12th, 2012 • Cavco Industries Inc • Mobile homes

This FIRST AMENDMENT TO SHAREHOLDERS’ AGREEMENT (the “First Amendment”) is dated as of November 30, 2010, by and among Fleetwood Homes, Inc., a Delaware Corporation (the “Company”), the Shareholders listed on Schedule A to the Shareholders’ Agreement (as defined below) and such other Shareholders who may become a party thereto and hereto from time to time after the date hereof. The parties to this First Amendment are sometimes referred to herein individually as a “Party” and collectively as the “Parties.” All capitalized terms used but not otherwise defined herein shall have the meanings ascribed to them in the Shareholders’ Agreement.

THIRD AMENDMENT TO SHAREHOLDERS’ AGREEMENT
Share Transfer Agreement • June 12th, 2012 • Cavco Industries Inc • Mobile homes • Delaware

THIS AMENDMENT (the “Third Amendment”) to that certain Shareholders’ Agreement (defined below) is made between Fleetwood Homes Inc. (“Fleetwood”), Cavco Industries, Inc. (“Cavco”), Third Avenue Trust, a Delaware business trust, on behalf of Third Avenue Value Fund ((“TAVF” and together with Fleetwood and Cavco, the “Original Parties”), and the Whitman High Conviction Fund (“WHCF” and together with Fleetwood, Cavco, and TAVF, the “Parties”) as of February 16, 2012. Subject to this Amendment, the terms and conditions of the Shareholders’ Agreement are incorporated herein by reference.

FOURTH AMENDMENT TO SHAREHOLDERS’ AGREEMENT
Shareholders’ Agreement • June 12th, 2012 • Cavco Industries Inc • Mobile homes

THIS AMENDMENT (the “Amendment”) to that certain Shareholders’ Agreement (defined below) is made between Fleetwood Homes Inc. (“Fleetwood”), Cavco Industries, Inc. (“Cavco”), and Third Avenue Trust, a Delaware business trust, on behalf of Third Avenue Value Fund (“TAVF” and together with Fleetwood and Cavco, the “Parties”) as of June 5, 2012. Subject to this Amendment, the terms and conditions of the Shareholders’ Agreement are incorporated herein by reference.

SHAREHOLDERS’ AGREEMENT by and among FH HOLDING, INC. and ITS SHAREHOLDERS Dated as of August 17, 2009
Shareholders’ Agreement • June 12th, 2012 • Cavco Industries Inc • Mobile homes • Delaware

THIS SHAREHOLDERS’ AGREEMENT (this “Agreement”) is dated as of August 17, 2009, by and among FH Holding, Inc., a Delaware corporation (the “Company”), the Shareholders listed on Schedule A attached hereto and such other Shareholders who may become parties hereto from time to time after the date hereof. The parties to this Agreement are sometimes referred to herein individually as a “Party” and collectively as the “Parties”.

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