First Supplemental Indenture, dated as of October 17, 2017, by and among Century Communities, Inc., the Guarantors party thereto, and U.S. Bank National Association, as trustee under the 2017 Indenture

EX-4.2 3 d474611dex42.htm EX-4.2 EX-4.2

Exhibit 4.2

FIRST SUPPLEMENTAL INDENTURE

FIRST SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”), dated as of October 17, 2017, among Century Communities, Inc., a Delaware corporation (the “Company”), those companies listed in the Schedule to this Supplemental Indenture (the “Guaranteeing Subsidiaries”), each a subsidiary of the Company, the other Guarantors (as defined in the Indenture referred to herein), and U.S. Bank National Association, as trustee under the Indenture (the “Trustee”).

WITNESSETH

WHEREAS, the Company has heretofore executed and delivered to the Trustee an indenture (the “Indenture”), dated as of May 12, 2017 providing for the issuance of 5.875% Senior Notes due 2025 (the “Securities”);

WHEREAS, the Indenture provides that under certain circumstances the Guaranteeing Subsidiaries shall execute and deliver to the Trustee a supplemental indenture pursuant to which the Guaranteeing Subsidiaries shall each unconditionally guarantee all of the Company’s Obligations under the Securities and the Indenture on the terms and conditions set forth herein (each a “Security Guarantee”); and

WHEREAS, pursuant to Section 9.01 of the Indenture, the Company and the Trustee are authorized to execute and deliver this Supplemental Indenture without the consent of the Holders.

NOW, THEREFORE, in consideration of the foregoing and for other good and valuable consideration, the receipt of which is hereby acknowledged, the Company, the other Guarantors, the Guaranteeing Subsidiaries and the Trustee mutually covenant and agree for the equal and ratable benefit of the Securityholders as follows:

1. CAPITALIZED TERMS. Capitalized terms used herein without definition shall have the meanings assigned to them in the Indenture.

2. AGREEMENT TO GUARANTEE. The Guaranteeing Subsidiaries each hereby agree to provide an unconditional Security Guarantee on the terms and subject to the conditions set forth in the Security Guarantee and in the Indenture including but not limited to Article 10 thereof.

3. NO RECOURSE AGAINST OTHERS. No director, officer, employee, incorporator or stockholder of the Company or any Security Guarantor, as such, will have any liability for any obligations of the Company or the Security Guarantors under the Securities, this Indenture, the Security Guarantees, or for any claim based on, in respect of, or by reason of, such obligations or their creation. Each Securityholder by accepting a Security waives and releases all such liability. The waiver and release are part of the consideration for issuance of the Securities and the Security Guarantees. The waiver may not be effective to waive liabilities under the federal securities laws.

4. GOVERNING LAW. THIS SUPPLEMENTAL INDENTURE SHALL BE GOVERNED BY, AND CONSTRUED IN ACCORDANCE WITH THE LAWS OF THE STATE OF NEW YORK.

5. COUNTERPARTS. The parties may sign any number of copies of this Supplemental Indenture. Each signed copy shall be an original, but all of them together represent the same agreement. One signed copy is enough to prove this Supplemental Indenture. The exchange of copies of this Supplemental Indenture and of signature pages by facsimile or PDF transmissions shall constitute


effective execution and delivery of this Supplemental Indenture as to the parties hereto and may be used in lieu of the original Supplemental Indenture for all purposes. Signatures of the parties hereto transmitted by facsimile or PDF shall be deemed to be their original signatures for all purposes.

6. EFFECT OF HEADINGS. The Section headings herein are for convenience of reference only, are not intended to be considered a part hereof and shall not modify or restrict any of the terms or provisions hereof.

7. THE TRUSTEE. The Trustee shall not be responsible in any manner whatsoever for or in respect of the validity or sufficiency of this Supplemental Indenture or for or in respect of the recitals contained herein, all of which recitals are made solely by the Guaranteeing Subsidiaries and the Company.

8. RATIFICATION OF INDENTURE. Except as expressly amended hereby, the Indenture is in all respects ratified and confirmed and all the terms, conditions and provisions thereof shall remain in full force and effect. This Supplemental Indenture shall form a part of the Indenture for all purposes, and every Holder heretofore and hereafter authenticated and delivered shall be bound hereby.

[Signature Pages Follow]

 

2


CENTURY COMMUNITIES, INC.
By:   /s/ David Messenger
 

Name: David Messenger

Title: Chief Financial Officer

 

Signature Pages to the First Supplemental Indenture


U.S. BANK NATIONAL ASSOCIATION,

as Trustee

By:   /s/ Kathy L. Mitchell
 

Name: Kathy L. Mitchell

Title: Vice President

 

Signature Pages to the First Supplemental Indenture


AUGUSTA POINTE, LLC
By:  

Horizon Building Services, LLC,

its Manager

  By:  

Century Land Holdings, LLC

its Managing Member

    By:  

CCC Holdings, LLC

its Manager

      By:  

Century Communities, Inc.

its Manager and Sole Member

        By:   /s/ David Messenger
         

David Messenger

Chief Financial Officer

AVALON AT INVERNESS, LLC
By:  

Horizon Building Services, LLC,

its Manager

  By:  

Century Land Holdings, LLC

its Managing Member

    By:  

CCC Holdings, LLC

its Manager

      By:  

Century Communities, Inc.

its Manager and Sole Member

        By:   /s/ David Messenger
         

David Messenger

Chief Financial Officer

AVR A, LLC
By:  

Horizon Building Services, LLC,

its Manager

  By:  

Century Land Holdings, LLC

its Managing Member

    By:  

CCC Holdings, LLC

its Manager

      By:  

Century Communities, Inc.

its Manager and Sole Member

        By:   /s/ David Messenger
         

David Messenger

Chief Financial Officer

 

Signature Pages to the First Supplemental Indenture


AVR B, LLC
By:  

Horizon Building Services, LLC,

its Manager

  By:  

Century Land Holdings, LLC

its Managing Member

    By:  

CCC Holdings, LLC

its Manager

      By:  

Century Communities, Inc.

its Manager and Sole Member

        By:   /s/ David Messenger
         

David Messenger

Chief Financial Officer

AVR C, LLC
By:  

Horizon Building Services, LLC,

its Manager

  By:  

Century Land Holdings, LLC

its Managing Member

    By:  

CCC Holdings, LLC

its Manager

      By:  

Century Communities, Inc.

its Manager and Sole Member

        By:   /s/ David Messenger
         

David Messenger

Chief Financial Officer

BEACON POINTE, LLC
By:  

Horizon Building Services, LLC,

its Manager

  By:  

Century Land Holdings, LLC

its Managing Member

    By:  

CCC Holdings, LLC

its Manager

      By:  

Century Communities, Inc.

its Manager and Sole Member

        By:   /s/ David Messenger
         

David Messenger

Chief Financial Officer

 

Signature Pages to the First Supplemental Indenture


BENCHMARK BUILDERS NORTH CAROLINA, LLC
By:   /s/ David Messenger
 

David Messenger

Chief Financial Officer

BENCHMARK COMMUNITIES, LLC
By:   /s/ David Messenger
 

David Messenger

Chief Financial Officer

BENCHMARK MADERA I, LLC
By:   /s/ David Messenger
 

David Messenger

Chief Financial Officer

BLACKSTONE HOMES, LLC
By:  

Horizon Building Services, LLC,

its Manager

  By:  

Century Land Holdings, LLC

its Managing Member

    By:  

CCC Holdings, LLC

its Manager

      By:  

Century Communities, Inc.

its Manager and Sole Member

        By:   /s/ David Messenger
         

David Messenger

Chief Financial Officer

BMC CARNATION, LLC
By:   /s/ David Messenger
 

David Messenger

Chief Financial Officer

 

Signature Pages to the First Supplemental Indenture


BMC CORNERSTONE II RIPON, LLC
By:   /s/ David Messenger
 

David Messenger

Chief Financial Officer

BMC EAST GARRISON, LLC
By:   /s/ David Messenger
 

David Messenger

Chief Financial Officer

BMC EG BLUFFS, LLC
By:   /s/ David Messenger
 

David Messenger

Chief Financial Officer

BMC EG BUNGALOW, LLC
By:   /s/ David Messenger
 

David Messenger

Chief Financial Officer

BMC EG COURTYARDS, LLC
By:   /s/ David Messenger
 

David Messenger

Chief Financial Officer

BMC EG GARDEN, LLC
By:   /s/ David Messenger
 

David Messenger

Chief Financial Officer

 

Signature Pages to the First Supplemental Indenture


BMC EG GROVE, LLC
By:   /s/ David Messenger
 

David Messenger

Chief Financial Officer

BMC EG TOWNS, LLC
By:   /s/ David Messenger
 

David Messenger

Chief Financial Officer

BMC EG VILLAGE, LLC
By:   /s/ David Messenger
 

David Messenger

Chief Financial Officer

BMC HEIGHTS, LLC
By:   /s/ David Messenger
 

David Messenger

Chief Financial Officer

BMC MEADOWOOD II, LLC
By:   /s/ David Messenger
 

David Messenger

Chief Financial Officer

BMC PINE RIDGE, LLC
By:   /s/ David Messenger
 

David Messenger

Chief Financial Officer

 

Signature Pages to the First Supplemental Indenture


BMC PROMISE WAY, LLC
By:   /s/ David Messenger
 

David Messenger

Chief Financial Officer

BMC RANCHO ETIWANDA, LLC
By:   /s/ David Messenger
 

David Messenger

Chief Financial Officer

BMC REALTY ADVISORS, INC
By:   /s/ David Messenger
 

David Messenger

Chief Financial Officer

BMC RED HAWK, LLC
By:   /s/ David Messenger
 

David Messenger

Chief Financial Officer

BMC ROSEMEAD, LLC
By:   /s/ David Messenger
 

David Messenger

Chief Financial Officer

BMC SAGEWOOD, LLC
By:   /s/ David Messenger
 

David Messenger

Chief Financial Officer

 

Signature Pages to the First Supplemental Indenture


BMC SAGEWOOD 40S, LLC
By:   /s/ David Messenger
 

David Messenger

Chief Financial Officer

BMC SAGEWOOD 60S, LLC
By:   /s/ David Messenger
 

David Messenger

Chief Financial Officer

BMC SHIELDS LOCAN, LLC
By:   /s/ David Messenger
 

David Messenger

Chief Financial Officer

BMC STEIN, LLC
By:   /s/ David Messenger
 

David Messenger

Chief Financial Officer

BMC TOUCHSTONE, LLC
By:   /s/ David Messenger
 

David Messenger

Chief Financial Officer

BMC WOOD RANCH, LLC
By:   /s/ David Messenger
 

David Messenger

Chief Financial Officer

 

Signature Pages to the First Supplemental Indenture


BMCH CALIFORNIA, LLC
By:   /s/ David Messenger
 

David Messenger

Chief Financial Officer

BMCH NORTH CAROLINA, LLC
By:   /s/ David Messenger
 

David Messenger

Chief Financial Officer

BMCH TENNESSEE, LLC
By:   /s/ David Messenger
 

David Messenger

Chief Financial Officer

BMCH WASHINGTON, LLC
By:   /s/ David Messenger
 

David Messenger

Chief Financial Officer

BRADBURN VILLAGE HOMES, LLC
By:  

Horizon Building Services, LLC,

its Manager

  By:  

Century Land Holdings, LLC

its Managing Member

    By:  

CCC Holdings, LLC

its Manager

      By:  

Century Communities, Inc.

its Manager and Sole Member

        By:   /s/ David Messenger
         

David Messenger

Chief Financial Officer

 

Signature Pages to the First Supplemental Indenture


CASA ACQUISITION CORP.
By:   /s/ David Messenger
 

David Messenger

Chief Financial Officer

CC COMMUNITIES, LLC
By:  

Century Land Holdings, LLC,

its Managing Member

  By:  

CCC Holdings, LLC

its Manager

    By:  

Century Communities, Inc.

its Manager and Sole Member

      By:   /s/ David Messenger
       

David Messenger

Chief Financial Officer

CCC HOLDINGS, LLC
By:  

Century Communities, Inc.

its Manager and Sole Member

  By:   /s/ David Messenger
   

David Messenger

Chief Financial Officer

CCG CONSTRUCTORS LLC
By:  

Century Communities of Georgia, LLC,

its Manager and Sole Member

  By:  

Century Communities, Inc.

its Manager and Sole Member

    By:   /s/ David Messenger
     

David Messenger

Chief Financial Officer

 

Signature Pages to the First Supplemental Indenture


CCG REALTY GROUP LLC
By:  

Century Communities of Georgia, LLC,

its Manager and Sole Member

  By:  

Century Communities, Inc.

its Manager and Sole Member

    By:   /s/ David Messenger
     

David Messenger

Chief Financial Officer

CCH HOMES, LLC
By:  

Horizon Building Services, LLC,

its Manager

  By:  

Century Land Holdings, LLC

its Managing Member

    By:  

CCC Holdings, LLC

its Manager

      By:  

Century Communities, Inc.

its Manager and Sole Member

        By:   /s/ David Messenger
         

David Messenger

Chief Financial Officer

CENTENNIAL HOLDING COMPANY LLC
By:  

Century Communities, Inc.,

its Managing Member

  By:   /s/ David Messenger
   

David Messenger

Chief Financial Officer

 

Signature Pages to the First Supplemental Indenture


CENTRAL PARK ROWHOMES, LLC
By:  

Horizon Building Services, LLC,

its Manager

  By:  

Century Land Holdings, LLC

its Managing Member

    By:  

CCC Holdings, LLC

its Manager

      By:  

Century Communities, Inc.

its Manager and Sole Member

        By:   /s/ David Messenger
         

David Messenger

Chief Financial Officer

CENTURY AT ASH MEADOWS, LLC
By:  

Horizon Building Services, LLC,

its Manager

  By:  

Century Land Holdings, LLC

its Managing Member

    By:  

CCC Holdings, LLC

its Manager

      By:  

Century Communities, Inc.

its Manager and Sole Member

        By:   /s/ David Messenger
         

David Messenger

Chief Financial Officer

CENTURY AT BEACON POINTE, LLC
By:  

Horizon Building Services, LLC,

its Manager

  By:  

Century Land Holdings, LLC

its Managing Member

    By:  

CCC Holdings, LLC

its Manager

      By:  

Century Communities, Inc.

its Manager and Sole Member

        By:   /s/ David Messenger
         

David Messenger

Chief Financial Officer

 

Signature Pages to the First Supplemental Indenture


CENTURY AT CALEY, LLC
By:  

Horizon Building Services, LLC,

its Manager

  By:  

Century Land Holdings, LLC

its Managing Member

    By:  

CCC Holdings, LLC

its Manager

      By:  

Century Communities, Inc.

its Manager and Sole Member

        By:   /s/ David Messenger
         

David Messenger

Chief Financial Officer

CENTURY AT CANDELAS, LLC
By:  

Horizon Building Services, LLC,

its Manager

  By:  

Century Land Holdings, LLC

its Managing Member

    By:  

CCC Holdings, LLC

its Manager

      By:  

Century Communities, Inc.

its Manager and Sole Member

        By:   /s/ David Messenger
         

David Messenger

Chief Financial Officer

CENTURY AT CAROUSEL FARMS, LLC
By:  

Horizon Building Services, LLC,

its Manager

  By:  

Century Land Holdings, LLC

its Managing Member

    By:  

CCC Holdings, LLC

its Manager

      By:  

Century Communities, Inc.

its Manager and Sole Member

        By:   /s/ David Messenger
         

David Messenger

Chief Financial Officer

 

Signature Pages to the First Supplemental Indenture


CENTURY AT CLAREMONT RANCH, LLC
By:  

Horizon Building Services, LLC,

its Manager

  By:  

Century Land Holdings, LLC

its Managing Member

    By:  

CCC Holdings, LLC

its Manager

      By:  

Century Communities, Inc.

its Manager and Sole Member

        By:   /s/ David Messenger
         

David Messenger

Chief Financial Officer

CENTURY AT COMPARK VILLAGE NORTH, LLC
By:  

Horizon Building Services, LLC,

its Manager

  By:  

Century Land Holdings, LLC

its Managing Member

    By:  

CCC Holdings, LLC

its Manager

      By:  

Century Communities, Inc.

its Manager and Sole Member

        By:   /s/ David Messenger
         

David Messenger

Chief Financial Officer

CENTURY AT COMPARK VILLAGE SOUTH, LLC
By:  

Horizon Building Services, LLC,

its Manager

  By:  

Century Land Holdings, LLC

its Managing Member

    By:  

CCC Holdings, LLC

its Manager

      By:  

Century Communities, Inc.

its Manager and Sole Member

        By:   /s/ David Messenger
         

David Messenger

Chief Financial Officer

 

Signature Pages to the First Supplemental Indenture


CENTURY AT FOREST MEADOWS, LLC
By:  

Horizon Building Services, LLC,

its Manager

  By:  

Century Land Holdings, LLC

its Managing Member

    By:  

CCC Holdings, LLC

its Manager

      By:  

Century Communities, Inc.

its Manager and Sole Member

        By:   /s/ David Messenger
         

David Messenger

Chief Financial Officer

CENTURY AT HARVEST MEADOWS, LLC
By:  

Horizon Building Services, LLC,

its Manager

  By:  

Century Land Holdings, LLC

its Managing Member

    By:  

CCC Holdings, LLC

its Manager

      By:  

Century Communities, Inc.

its Manager and Sole Member

        By:   /s/ David Messenger
         

David Messenger

Chief Financial Officer

CENTURY AT LANDMARK, LLC
By:  

Horizon Building Services, LLC,

its Manager

  By:  

Century Land Holdings, LLC

its Managing Member

    By:  

CCC Holdings, LLC

its Manager

      By:  

Century Communities, Inc.

its Manager and Sole Member

        By:   /s/ David Messenger
         

David Messenger

Chief Financial Officer

 

Signature Pages to the First Supplemental Indenture


CENTURY AT LITTLETON VILLAGE, LLC
By:  

Horizon Building Services, LLC,

its Manager

  By:  

Century Land Holdings, LLC

its Managing Member

    By:  

CCC Holdings, LLC

its Manager

      By:  

Century Communities, Inc.

its Manager and Sole Member

        By:   /s/ David Messenger
         

David Messenger

Chief Financial Officer

CENTURY AT LOR, LLC
By:  

Horizon Building Services, LLC,

its Manager

  By:  

Century Land Holdings, LLC

its Managing Member

    By:  

CCC Holdings, LLC

its Manager

      By:  

Century Communities, Inc.

its Manager and Sole Member

        By:   /s/ David Messenger
         

David Messenger

Chief Financial Officer

CENTURY AT LOWRY, LLC
By:  

Horizon Building Services, LLC,

its Manager

  By:  

Century Land Holdings, LLC

its Managing Member

    By:  

CCC Holdings, LLC

its Manager

      By:  

Century Communities, Inc.

its Manager and Sole Member

        By:   /s/ David Messenger
         

David Messenger

Chief Financial Officer

 

Signature Pages to the First Supplemental Indenture


CENTURY AT MARVELLA, LLC
By:  

Horizon Building Services, LLC,

its Manager

  By:  

Century Land Holdings, LLC

its Managing Member

    By:  

CCC Holdings, LLC

its Manager

      By:  

Century Communities, Inc.

its Manager and Sole Member

        By:   /s/ David Messenger
         

David Messenger

Chief Financial Officer

CENTURY AT MAYFIELD, LLC
By:  

Horizon Building Services, LLC,

its Manager

  By:  

Century Land Holdings, LLC

its Managing Member

    By:  

CCC Holdings, LLC

its Manager

      By:  

Century Communities, Inc.

its Manager and Sole Member

        By:   /s/ David Messenger
         

David Messenger

Chief Financial Officer

CENTURY AT MIDTOWN, LLC
By:  

Horizon Building Services, LLC,

its Manager

  By:  

Century Land Holdings, LLC

its Managing Member

    By:  

CCC Holdings, LLC

its Manager

      By:  

Century Communities, Inc.

its Manager and Sole Member

        By:   /s/ David Messenger
         

David Messenger

Chief Financial Officer

 

Signature Pages to the First Supplemental Indenture


CENTURY AT MILLENNIUM, LLC
By:  

Horizon Building Services, LLC,

its Manager

  By:  

Century Land Holdings, LLC

its Managing Member

    By:  

CCC Holdings, LLC

its Manager

      By:  

Century Communities, Inc.

its Manager and Sole Member

        By:   /s/ David Messenger
         

David Messenger

Chief Financial Officer

CENTURY AT MURPHY CREEK, LLC
By:  

Horizon Building Services, LLC,

its Manager

  By:  

Century Land Holdings, LLC

its Managing Member

    By:  

CCC Holdings, LLC

its Manager

      By:  

Century Communities, Inc.

its Manager and Sole Member

        By:   /s/ David Messenger
         

David Messenger

Chief Financial Officer

CENTURY AT OAK STREET, LLC
By:  

Horizon Building Services, LLC,

its Manager

  By:  

Century Land Holdings, LLC

its Managing Member

    By:  

CCC Holdings, LLC

its Manager

      By:  

Century Communities, Inc.

its Manager and Sole Member

        By:   /s/ David Messenger
         

David Messenger

Chief Financial Officer

 

Signature Pages to the First Supplemental Indenture


CENTURY AT OBSERVATORY HEIGHTS, LLC
By:  

Horizon Building Services, LLC,

its Manager

  By:  

Century Land Holdings, LLC

its Managing Member

    By:  

CCC Holdings, LLC

its Manager

      By:  

Century Communities, Inc.

its Manager and Sole Member

        By:   /s/ David Messenger
         

David Messenger

Chief Financial Officer

CENTURY AT OUTLOOK, LLC
By:  

Horizon Building Services, LLC,

its Manager

  By:  

Century Land Holdings, LLC

its Managing Member

    By:  

CCC Holdings, LLC

its Manager

      By:  

Century Communities, Inc.

its Manager and Sole Member

        By:   /s/ David Messenger
         

David Messenger

Chief Financial Officer

CENTURY AT SALISBURY HEIGHTS, LLC
By:  

Horizon Building Services, LLC,

its Manager

  By:  

Century Land Holdings, LLC

its Managing Member

    By:  

CCC Holdings, LLC

its Manager

      By:  

Century Communities, Inc.

its Manager and Sole Member

        By:   /s/ David Messenger
         

David Messenger

Chief Financial Officer

 

Signature Pages to the First Supplemental Indenture


CENTURY AT SOUTHSHORE, LLC
By:  

Horizon Building Services, LLC,

its Manager

  By:  

Century Land Holdings, LLC

its Managing Member

    By:  

CCC Holdings, LLC

its Manager

      By:  

Century Communities, Inc.

its Manager and Sole Member

        By:   /s/ David Messenger
         

David Messenger

Chief Financial Officer

CENTURY AT STERLING RANCH, LLC
By:  

Horizon Building Services, LLC,

its Manager

  By:  

Century Land Holdings, LLC

its Managing Member

    By:  

CCC Holdings, LLC

its Manager

      By:  

Century Communities, Inc.

its Manager and Sole Member

        By:   /s/ David Messenger
         

David Messenger

Chief Financial Officer

CENTURY AT TERRAIN, LLC
By:  

Horizon Building Services, LLC,

its Manager

  By:  

Century Land Holdings, LLC

its Managing Member

    By:  

CCC Holdings, LLC

its Manager

      By:  

Century Communities, Inc.

its Manager and Sole Member

        By:   /s/ David Messenger
         

David Messenger

Chief Financial Officer

 

Signature Pages to the First Supplemental Indenture


CENTURY AT THE GROVE, LLC
By:  

Horizon Building Services, LLC,

its Manager

  By:  

Century Land Holdings, LLC

its Managing Member

    By:  

CCC Holdings, LLC

its Manager

      By:  

Century Communities, Inc.

its Manager and Sole Member

        By:   /s/ David Messenger
         

David Messenger

Chief Financial Officer

CENTURY AT THE MEADOWS, LLC
By:  

Horizon Building Services, LLC,

its Manager

  By:  

Century Land Holdings, LLC

its Managing Member

    By:  

CCC Holdings, LLC

its Manager

      By:  

Century Communities, Inc.

its Manager and Sole Member

        By:   /s/ David Messenger
         

David Messenger

Chief Financial Officer

CENTURY AT VISTA RIDGE, LLC
By:  

Horizon Building Services, LLC,

its Manager

  By:  

Century Land Holdings, LLC

its Managing Member

    By:  

CCC Holdings, LLC

its Manager

      By:  

Century Communities, Inc.

its Manager and Sole Member

        By:   /s/ David Messenger
         

David Messenger

Chief Financial Officer

 

Signature Pages to the First Supplemental Indenture


CENTURY AT WILDGRASS, LLC
By:  

Horizon Building Services, LLC,

its Manager

  By:  

Century Land Holdings, LLC

its Managing Member

    By:  

CCC Holdings, LLC

its Manager

      By:  

Century Communities, Inc.

its Manager and Sole Member

        By:   /s/ David Messenger
         

David Messenger

Chief Financial Officer

CENTURY AT WOLF RANCH, LLC
By:  

Horizon Building Services, LLC,

its Manager

  By:  

Century Land Holdings, LLC

its Managing Member

    By:  

CCC Holdings, LLC

its Manager

      By:  

Century Communities, Inc.

its Manager and Sole Member

        By:   /s/ David Messenger
         

David Messenger

Chief Financial Officer

CENTURY CITY, LLC
By:  

Horizon Building Services, LLC,

its Manager

  By:  

Century Land Holdings, LLC

its Managing Member

    By:  

CCC Holdings, LLC

its Manager

      By:  

Century Communities, Inc.

its Manager and Sole Member

        By:   /s/ David Messenger
         

David Messenger

Chief Financial Officer

 

Signature Pages to the First Supplemental Indenture


CENTURY COMMUNITIES CONSTRUCTION, LLC
By:  

Century Communities, Inc.

its Manager and Sole Member

  By:   /s/ David Messenger
   

David Messenger

Chief Financial Officer

 

CENTURY COMMUNITIES OF GEORGIA, LLC
By:  

Century Communities, Inc.

its Manager and Sole Member

  By:   /s/ David Messenger
   

David Messenger

Chief Financial Officer

 

CENTURY COMMUNITIES OF NEVADA, LLC
By:  

Century Communities, Inc.

its Sole Managing Member

  By:   /s/ David Messenger
     

David Messenger

Chief Financial Officer

 

CENTURY COMMUNITIES OF NEVADA REALTY, LLC
By:  

Century Communities of Nevada, LLC,

its Sole Managing Member

  By:  

Century Communities, Inc.

its Sole Managing Member

    By:   /s/ David Messenger
     

David Messenger

Chief Financial Officer

 

CENTURY COMMUNITIES OF UTAH, LLC
By:  

Century Communities, Inc.

its Manager and Sole Member

  By:   /s/ David Messenger
     

David Messenger

Chief Financial Officer

 

Signature Pages to the First Supplemental Indenture


CENTURY COMMUNITIES SOUTHEAST, LLC
By:  

Century Communities, Inc.

its Manager and Sole Member

  By:   /s/ David Messenger
   

David Messenger

Chief Financial Officer

 

CENTURY GROUP LLC
By:  

Century Communities, Inc.

its Manager and Sole Member

  By:   /s/ David Messenger
   

David Messenger

Chief Financial Officer

 

CENTURY LAND HOLDINGS, LLC
By:  

CCC Holdings, LLC,

its Manager

  By:  

Century Communities, Inc.

its Manager and Sole Member

    By:   /s/ David Messenger
     

David Messenger

Chief Financial Officer

 

CENTURY LAND HOLDINGS II, LLC
By:  

Horizon Building Services, LLC,

its Manager

  By:  

Century Land Holdings, LLC

its Managing Member

    By:  

CCC Holdings, LLC

its Manager

      By:  

Century Communities, Inc.

its Manager and Sole Member

        By:   /s/ David Messenger
         

David Messenger

Chief Financial Officer

 

Signature Pages to the First Supplemental Indenture


CENTURY LAND HOLDINGS OF TEXAS, LLC
By:  

Century Communities, Inc.

its Sole Managing Member

  By:   /s/ David Messenger
   

David Messenger

Chief Financial Officer

 

CENTURY LAND HOLDINGS OF UTAH, LLC
By:  

Century Communities, Inc.

its Sole Managing Member

  By:   /s/ David Messenger
   

David Messenger

Chief Financial Officer

 

CENTURY RHODES RANCH GC, LLC
By:  

Century Communities of Nevada, LLC,

its Sole Managing Member

  By:  

Century Communities, Inc.

its Sole Managing Member

    By:   /s/ David Messenger
     

David Messenger

Chief Financial Officer

 

CENTURY TUSCANY GC, LLC
By:  

Century Communities of Nevada, LLC,

its Sole Managing Member

  By:  

Century Communities, Inc.

its Sole Managing Member

    By:   /s/ David Messenger
     

David Messenger

Chief Financial Officer

 

Signature Pages to the First Supplemental Indenture


CHERRY HILL PARK, LLC
By:  

Horizon Building Services, LLC,

its Manager

  By:  

Century Land Holdings, LLC

its Managing Member

    By:  

CCC Holdings, LLC

its Manager

      By:  

Century Communities, Inc.

its Manager and Sole Member

        By:   /s/ David Messenger
         

David Messenger

Chief Financial Officer

 

COTTAGES AT WILLOW PARK, LLC
By:  

Horizon Building Services, LLC,

its Manager

  By:  

Century Land Holdings, LLC

its Managing Member

    By:  

CCC Holdings, LLC

its Manager

      By:  

Century Communities, Inc.

its Manager and Sole Member

        By:   /s/ David Messenger
         

David Messenger

Chief Financial Officer

 

ENCLAVE AT BOYD PONDS, LLC
By:  

Horizon Building Services, LLC,

its Manager

  By:  

Century Land Holdings, LLC

its Managing Member

    By:  

CCC Holdings, LLC

its Manager

      By:  

Century Communities, Inc.

its Manager and Sole Member

        By:   /s/ David Messenger
         

David Messenger

Chief Financial Officer

 

Signature Pages to the First Supplemental Indenture


ENCLAVE AT CHERRY CREEK, LLC
By:  

Horizon Building Services, LLC,

its Manager

  By:  

Century Land Holdings, LLC

its Managing Member

    By:  

CCC Holdings, LLC

its Manager

      By:  

Century Communities, Inc.

its Manager and Sole Member

        By:   /s/ David Messenger
         

David Messenger

Chief Financial Officer

 

ESTATES AT CHATFIELD FARMS, LLC
By:  

Horizon Building Services, LLC,

its Manager

  By:  

Century Land Holdings, LLC

its Managing Member

    By:  

CCC Holdings, LLC

its Manager

      By:  

Century Communities, Inc.

its Manager and Sole Member

        By:   /s/ David Messenger
         

David Messenger

Chief Financial Officer

 

HEARTH AT OAK MEADOWS, LLC
By:  

Horizon Building Services, LLC,

its Manager

  By:  

Century Land Holdings, LLC

its Managing Member

    By:  

CCC Holdings, LLC

its Manager

      By:  

Century Communities, Inc.

its Manager and Sole Member

        By:   /s/ David Messenger
         

David Messenger

Chief Financial Officer

 

Signature Pages to the First Supplemental Indenture


HOMETOWN, LLC
By:  

Horizon Building Services, LLC,

its Manager

  By:  

Century Land Holdings, LLC

its Managing Member

    By:  

CCC Holdings, LLC

its Manager

      By:  

Century Communities, Inc.

its Manager and Sole Member

        By:   /s/ David Messenger
         

David Messenger

Chief Financial Officer

 

HOMETOWN SOUTH, LLC
By:  

Century Communities, Inc.

its Manager and Sole Member

  By:   /s/ David Messenger
   

David Messenger

Chief Financial Officer

 

LAKEVIEW FORT COLLINS, LLC
By:  

Horizon Building Services, LLC,

its Manager

  By:  

Century Land Holdings, LLC

its Managing Member

    By:  

CCC Holdings, LLC

its Manager

      By:  

Century Communities, Inc.

its Manager and Sole Member

        By:   /s/ David Messenger
         

David Messenger

Chief Financial Officer

 

Signature Pages to the First Supplemental Indenture


MADISON ESTATES, LLC
By:  

Horizon Building Services, LLC,

its Manager

  By:  

Century Land Holdings, LLC

its Managing Member

    By:  

CCC Holdings, LLC

its Manager

      By:  

Century Communities, Inc.

its Manager and Sole Member

        By:   /s/ David Messenger
         

David Messenger

Chief Financial Officer

 

MERIDIAN RANCH, LLC
By:  

Horizon Building Services, LLC,

its Manager

  By:  

Century Land Holdings, LLC

its Managing Member

    By:  

CCC Holdings, LLC

its Manager

      By:  

Century Communities, Inc.

its Manager and Sole Member

        By:   /s/ David Messenger
         

David Messenger

Chief Financial Officer

 

MONTECITO AT RIDGEGATE, LLC
By:  

Horizon Building Services, LLC,

its Manager

  By:  

Century Land Holdings, LLC

its Managing Member

    By:  

CCC Holdings, LLC

its Manager

      By:  

Century Communities, Inc.

its Manager and Sole Member

        By:   /s/ David Messenger
         

David Messenger

Chief Financial Officer

 

Signature Pages to the First Supplemental Indenture


NEIGHBORHOOD ASSOCIATIONS GROUP, LLC
By:  

Century Communities of Nevada, LLC,

its Sole Managing Member

  By:  

Century Communities, Inc.

its Sole Managing Member

    By:   /s/ David Messenger
     

David Messenger

Chief Financial Officer

 

PARK 5TH AVENUE DEVELOPMENT CO., LLC
By:  

Century Communities, Inc.

its Sole Managing Member

  By:   /s/ David Messenger
   

David Messenger

Chief Financial Officer

 

RESERVE AT HIGHPOINTE ESTATES, LLC
By:  

Horizon Building Services, LLC,

its Manager

  By:  

Century Land Holdings, LLC

its Managing Member

    By:  

CCC Holdings, LLC

its Manager

      By:  

Century Communities, Inc.

its Manager and Sole Member

        By:   /s/ David Messenger
         

David Messenger

Chief Financial Officer

 

Signature Pages to the First Supplemental Indenture


RESERVE AT THE MEADOWS, LLC
By:  

Horizon Building Services, LLC,

its Manager

  By:  

Century Land Holdings, LLC

its Managing Member

    By:  

CCC Holdings, LLC

its Manager

      By:  

Century Communities, Inc.

its Manager and Sole Member

        By:   /s/ David Messenger
         

David Messenger

Chief Financial Officer

SADDLE ROCK GOLF, LLC
By:  

Horizon Building Services, LLC,

its Manager

  By:  

Century Land Holdings, LLC

its Managing Member

    By:  

CCC Holdings, LLC

its Manager

      By:  

Century Communities, Inc.

its Manager and Sole Member

        By:   /s/ David Messenger
         

David Messenger

Chief Financial Officer

SADDLEBACK HEIGHTS, LLC
By:  

Horizon Building Services, LLC,

its Manager

  By:  

Century Land Holdings, LLC

its Managing Member

    By:  

CCC Holdings, LLC

its Manager

      By:  

Century Communities, Inc.

its Manager and Sole Member

        By:   /s/ David Messenger
         

David Messenger

Chief Financial Officer

 

Signature Pages to the First Supplemental Indenture


STETSON RIDGE HOMES, LLC
By:  

Horizon Building Services, LLC,

its Manager

  By:  

Century Land Holdings, LLC

its Managing Member

    By:  

CCC Holdings, LLC

its Manager

      By:  

Century Communities, Inc.

its Manager and Sole Member

        By:   /s/ David Messenger
         

David Messenger

Chief Financial Officer

THE RETREAT AT RIDGEGATE, LLC
By:  

Horizon Building Services, LLC,

its Manager

  By:  

Century Land Holdings, LLC

its Managing Member

    By:  

CCC Holdings, LLC

its Manager

      By:  

Century Communities, Inc.

its Manager and Sole Member

        By:   /s/ David Messenger
         

David Messenger

Chief Financial Officer

THE VISTAS AT NORWOOD, LLC
By:  

Horizon Building Services, LLC,

its Manager

  By:  

Century Land Holdings, LLC

its Managing Member

    By:  

CCC Holdings, LLC

its Manager

      By:  

Century Communities, Inc.

its Manager and Sole Member

        By:   /s/ David Messenger
         

David Messenger

Chief Financial Officer

 

Signature Pages to the First Supplemental Indenture


THE WHEATLANDS, LLC
By:  

Horizon Building Services, LLC,

its Manager

  By:  

Century Land Holdings, LLC

its Managing Member

    By:  

CCC Holdings, LLC

its Manager

      By:  

Century Communities, Inc.

its Manager and Sole Member

        By:   /s/ David Messenger
         

David Messenger

Chief Financial Officer

UCP, LLC
By:   /s/ David Messenger
 

David Messenger

Chief Financial Officer

UCP BARCLAY III, LLC
By:   /s/ David Messenger
 

David Messenger

Chief Financial Officer

UCP CHATEAU GROVE, LLC
By:   /s/ David Messenger
 

David Messenger

Chief Financial Officer

UCP EAST GARRISON, LLC
By:   /s/ David Messenger
 

David Messenger

Chief Financial Officer

 

Signature Pages to the First Supplemental Indenture


UCP HILLCREST HOLLISTER, LLC
By:   /s/ David Messenger
 

David Messenger

Chief Financial Officer

 

UCP JOVITA, LLC
By:   /s/ David Messenger
 

David Messenger

Chief Financial Officer

 

UCP KERMAN, LLC
By:   /s/ David Messenger
 

David Messenger

Chief Financial Officer

 

UCP MEADOWOOD III, LLC
By:   /s/ David Messenger
 

David Messenger

Chief Financial Officer

 

UCP QUAIL RUN, LLC
By:   /s/ David Messenger
 

David Messenger

Chief Financial Officer

 

UCP SAGEWOOD, LLC
By:   /s/ David Messenger
 

David Messenger

Chief Financial Officer

 

Signature Pages to the First Supplemental Indenture


UCP SANTA ANA HOLLISTER, LLC
By:   /s/ David Messenger
 

David Messenger

Chief Financial Officer

 

UCP SOLEDAD, LLC
By:   /s/ David Messenger
 

David Messenger

Chief Financial Officer

 

UCP TAPESTRY, LLC
By:   /s/ David Messenger
 

David Messenger

Chief Financial Officer

 

VENUE AT ARISTA, LLC
By:  

Horizon Building Services, LLC,

its Manager

  By:  

Century Land Holdings, LLC

its Managing Member

    By:  

CCC Holdings, LLC

its Manager

      By:  

Century Communities, Inc.

its Manager and Sole Member

        By:   /s/ David Messenger
         

David Messenger

Chief Financial Officer

 

Signature Pages to the First Supplemental Indenture


VERONA ESTATES, LLC
By:  

Horizon Building Services, LLC,

its Manager

  By:  

Century Land Holdings, LLC

its Managing Member

    By:  

CCC Holdings, LLC

its Manager

      By:  

Century Communities, Inc.

its Manager and Sole Member

        By:   /s/ David Messenger
         

David Messenger

Chief Financial Officer

VILLAS AT MURPHY CREEK, LLC
By:  

Horizon Building Services, LLC,

its Manager

  By:  

Century Land Holdings, LLC

its Managing Member

    By:  

CCC Holdings, LLC

its Manager

      By:  

Century Communities, Inc.

its Manager and Sole Member

        By:   /s/ David Messenger
         

David Messenger

Chief Financial Officer

WATERSIDE AT HIGHLAND PARK, LLC
By:  

Horizon Building Services, LLC,

its Manager

  By:  

Century Land Holdings, LLC

its Managing Member

    By:  

CCC Holdings, LLC

its Manager

      By:  

Century Communities, Inc.

its Manager and Sole Member

        By:   /s/ David Messenger
         

David Messenger

Chief Financial Officer

 

Signature Pages to the First Supplemental Indenture


WESTOWN CONDOMINIUMS, LLC
By:  

Century Communities, Inc.

its Manager and Sole Member

  By:   /s/ David Messenger
   

David Messenger

Chief Financial Officer

 

WESTOWN TOWNHOMES, LLC
By:  

Century Communities, Inc.

its Manager and Sole Member

  By:   /s/ David Messenger
   

David Messenger

Chief Financial Officer

 

WILDGRASS, LLC
By:  

Horizon Building Services, LLC,

its Manager

  By:  

Century Land Holdings, LLC

its Managing Member

    By:  

CCC Holdings, LLC

its Manager

      By:  

Century Communities, Inc.

its Manager and Sole Member

        By:   /s/ David Messenger
         

David Messenger

Chief Financial Officer

 

Signature Pages to the First Supplemental Indenture


SCHEDULE TO THE FIRST SUPPLEMENTAL INDENTURE

THE GUARANTEEING SUBSIDIARIES

 

Name

  

State or Other

Jurisdiction of

Incorporation,

Formation, or

Organization

Benchmark Builders North Carolina, LLC

   Delaware

Benchmark Communities, LLC

   Delaware

Benchmark Madera I, LLC

   Delaware

BMC Carnation, LLC

   Delaware

BMC Cornerstone II Ripon, LLC

   Delaware

BMC East Garrison, LLC

   Delaware

BMC EG Bluffs, LLC

   Delaware

BMC EG Bungalow, LLC

   Delaware

BMC EG Courtyards, LLC

   Delaware

BMC EG Garden, LLC

   Delaware

BMC EG Grove, LLC

   Delaware

BMC EG Towns, LLC

   Delaware

BMC EG Village, LLC

   Delaware

BMC Heights, LLC

   Delaware

BMC Meadowood II, LLC

   Delaware

BMC Pine Ridge, LLC

   Delaware

BMC Promise Way, LLC

   Delaware

BMC Rancho Etiwanda, LLC

   Delaware

BMC Realty Advisors, Inc.

   California

BMC Red Hawk, LLC

   Delaware

BMC Rosemead, LLC

   Delaware

BMC Sagewood, LLC

   Delaware

BMC Sagewood 40s, LLC

   Delaware

BMC Sagewood 60s, LLC

   Delaware

BMC Shields Locan, LLC

   Delaware

BMC Stein, LLC

   Delaware

BMC Touchstone, LLC

   Delaware

BMC Wood Ranch, LLC

   Delaware

BMCH California, LLC

   Delaware

BMCH North Carolina, LLC

   Delaware

BMCH Tennessee, LLC

   Delaware

BMCH Washington, LLC

   Delaware


Casa Acquisition Corp.

   Delaware

Centennial Holding Company LLC

   Colorado

Century at Compark Village North, LLC

   Colorado

Century at Compark Village South, LLC

   Colorado

Century at Forest Meadows, LLC

   Colorado

Century at Mayfield, LLC

   Colorado

Century at Oak Street, LLC

   Colorado

UCP, LLC

   Delaware

UCP Barclay III, LLC

   Delaware

UCP Chateau Grove, LLC

   Delaware

UCP East Garrison, LLC

   Delaware

UCP Hillcrest Hollister, LLC

   Delaware

UCP Jovita, LLC

   Delaware

UCP Kerman, LLC

   Delaware

UCP Meadowood III, LLC

   Delaware

UCP Quail Run, LLC

   Delaware

UCP Sagewood, LLC

   Delaware

UCP Santa Ana Hollister, LLC

   Delaware

UCP Soledad, LLC

   Delaware

UCP Tapestry, LLC

   Delaware