K. HOVNANIAN ENTERPRISES, INC., as Issuer HOVNANIAN ENTERPRISES, INC. and the other Guarantors party hereto and DEUTSCHE BANK NATIONAL TRUST COMPANY, as TrusteeIndenture • June 2nd, 2008 • Hovnanian Enterprises Inc • Operative builders • New York
INDENTURE, dated as of May 27, 2008, among K. HOVNANIAN ENTERPRISES, INC., a California corporation (the “Issuer”), HOVNANIAN ENTERPRISES, INC., a Delaware corporation (the “Company”), each of the other Guarantors (as defined hereafter) and DEUTSCHE BANK NATIONAL TRUST COMPANY, a national banking association, as Trustee (the “Trustee”).
AMENDMENT NO. 1 TO SEVENTH AMENDED AND RESTATED CREDIT AGREEMENTCredit Agreement • June 2nd, 2008 • Hovnanian Enterprises Inc • Operative builders • New York
THIS AMENDMENT NO. 1 (this “Amendment”) is dated as of May 16, 2008, and amends that Seventh Amended and Restated Credit Agreement, dated as of March 7, 2008 (as described herein the “Credit Agreement”), by and among K. HOVNANIAN ENTERPRISES, INC., a California corporation (the “Borrower”), HOVNANIAN ENTERPRISES, INC., a Delaware corporation (“Hovnanian” and a “Guarantor”), the LENDERS (as defined therein), and PNC BANK, NATIONAL ASSOCIATION, in its capacity as administrative agent for the Lenders under the Credit Agreement (hereinafter referred to in such capacity as the “Agent”).
SECOND LIEN PLEDGE AGREEMENTSecond Lien Pledge Agreement • June 2nd, 2008 • Hovnanian Enterprises Inc • Operative builders • New York
THIS SECOND LIEN PLEDGE AGREEMENT, dated as of May 27, 2008 (as restated, amended, modified or supplemented from time to time, the “Agreement”), is given by EACH OF THE UNDERSIGNED PARTIES LISTED ON THE SIGNATURE PAGES HERETO AND EACH OF THE OTHER PERSONS AND ENTITIES THAT BECOME BOUND HEREBY FROM TIME TO TIME BY JOINDER, ASSUMPTION OR OTHERWISE (each a “Pledgor” and collectively the “Pledgors”), as a Pledgor of the equity interests in the Companies (as defined herein), as more fully set forth herein, to DEUTSCHE BANK NATIONAL TRUST COMPANY, in its capacity as collateral agent, for the benefit of itself, the Trustee (as defined below) and the Noteholders (as defined below) (the “Secured Party”).
INTERCREDITOR AGREEMENTIntercreditor Agreement • June 2nd, 2008 • Hovnanian Enterprises Inc • Operative builders • New York
This INTERCREDITOR AGREEMENT, dated as of May 27, 2008, and entered into by and among HOVNANIAN ENTERPRISES, INC., K. HOVNANIAN ENTERPRISES, each other Grantor (as defined below) from time to time party hereto, PNC Bank, National Association, as administrative agent (as of the date hereof includes the role of collateral agent) under the Senior Lender Documents (in such capacity(ies), together with any successor or assigns, the “First-Lien Administrative Agent” or “Senior Credit Agent”), Wilmington Trust Company, in its capacity as collateral agent for the Mortgage Tax Collateral (as defined below)(together with its successor and assigns, the “Mortgage Tax Collateral Agent”), the Trustee (as defined below), and Deutsche Bank National Trust Company, in its capacity as collateral agent under the Noteholder Collateral Documents (as defined below)(together with its successors and assigns, the “Noteholder Collateral Agent”).
INTELLECTUAL PROPERTY SECURITY AGREEMENTIntellectual Property Security Agreement • June 2nd, 2008 • Hovnanian Enterprises Inc • Operative builders • New York
This Intellectual Property Security Agreement (the “Agreement”), dated as of May 27, 2008 is made by each of the pledgors signatory hereto (together with any other entity that may become a party hereto as provided herein, each a “Pledgor” and collectively, the “Pledgors”), in favor of PNC Bank, National Association, as Administrative Agent (in such capacity, the “Agent”) for the banks and other financial institutions or entities (the “Lenders”) from time to time parties to the Credit Agreement (defined below).
AMENDED AND RESTATED SECURITY AGREEMENTSecurity Agreement • June 2nd, 2008 • Hovnanian Enterprises Inc • Operative builders • New York
THIS AMENDED AND RESTATED SECURITY AGREEMENT (the “Agreement”), dated as of May 27, 2008, is made by each of the signatories hereto (together with any other entity that may become a party hereto as provided herein, the “Grantors”), in favor of PNC Bank, National Association, as Administrative Agent (in such capacity, the “Agent”) for the banks and other financial institutions or entities (the “Lenders”) from time to time parties to the Seventh Amended and Restated Credit Agreement, dated as of March 7, 2008 (as amended, restated, supplemented or otherwise modified from time to time, the “Credit Agreement”), among K. Hovnanian Enterprises, Inc., a California corporation (the “Borrower”), Hovnanian Enterprises, Inc., a Delaware corporation (“Hovnanian” and a Guarantor (as defined below)), the Lenders and the Agent.
INTELLECTUAL PROPERTY SECURITY AGREEMENTIntellectual Property Security Agreement • June 2nd, 2008 • Hovnanian Enterprises Inc • Operative builders • New York
This Intellectual Property Security Agreement (the “Agreement”), dated as of May 27, 2008 is made by each of the pledgors signatory hereto (together with any other entity that may become a party hereto as provided herein, each a “Pledgor” and collectively, the “Pledgors”), in favor of Deutsche Bank National Trust Company, as Collateral Agent (in such capacity, the “Agent”) for the benefit of itself, the Trustee (as defined below) and the Noteholders (as defined below).
SECOND LIEN SECURITY AGREEMENTSecond Lien Security Agreement • June 2nd, 2008 • Hovnanian Enterprises Inc • Operative builders • New York
THIS SECOND LIEN SECURITY AGREEMENT (the “Agreement”), dated as of May 27, 2008, is made by each of the signatories hereto (together with any other entity that may become a party hereto as provided herein, the “Grantors”), in favor of Deutsche Bank National Trust Company, as Collateral Agent (in such capacity, the “Agent”) for the benefit of itself, the Trustee (as defined below) and the Noteholders (as defined below).
