Consent and Agreement of Guarantors, dated as of March 20, 2024
EX-10.2 3 mdc-20240320x8xkexx102.htm EX-10.2 Document
Exhibit 10.2
CONSENT AND AGREEMENT OF GUARANTORS
THIS CONSENT AND AGREEMENT OF GUARANTORS (“Consent”) is executed and delivered as of March 20, 2024 by the undersigned (the “Guarantors”), in favor of the “Lenders” under that certain Credit Agreement dated December 13, 2013 (as the same has been amended and as the same may be further amended, restated, supplemented or otherwise modified from time to time, the “Credit Agreement”), among M.D.C. Holdings, Inc., the Lenders and U.S. Bank National Association, in its capacity as Designated Agent. Unless otherwise defined herein, capitalized terms used herein shall have the meanings ascribed to them in the Credit Agreement.
W I T N E S S E T H:
WHEREAS, the Guarantors have executed and delivered a Guaranty dated December 13, 2013 in favor of the Lenders under the Credit Agreement (as the same may be amended, restated, supplemented or otherwise modified from time to time, the “Guaranty”);
WHEREAS, the Borrower, the Administrative Agent and the Lenders have entered into that certain Seventh Amendment to Credit Agreement of even date herewith amending the Credit Agreement (the “Amendment”) to amend certain provisions of the Credit Agreement in connection with the proposed merger of Clear Line, Inc., a Delaware corporation, with and into the Borrower, resulting in the Borrower surviving as a wholly-owned indirect subsidiary of Sekisui House, Ltd., a Japanese kabushiki kaisha; and
WHEREAS, it is a condition to the Amendment that the Guarantors shall have executed
this Consent;
NOW THEREFORE, for good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Guarantors hereby consent to the Amendment, ratify the terms of the Guaranty and agree that the Guaranty continues in full force and each Guarantor affirms its duties and obligations under each Loan Document (including, without limitation, the Guaranty) to which it is a party.
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IN WITNESS WHEREOF, this Consent has been duly executed by the Guarantors as of
the day and year first set forth above.
M.D.C. Land Corporation, a Colorado
corporation
By: /s/ Robert N. Martin
Name: Robert N. Martin
Title: President
RAH of Florida, Inc., a Colorado corporation
By: /s/ Robert N. Martin
Name: Robert N. Martin
Title: Senior Vice President
Richmond American Construction, Inc., a
Delaware corporation
By: /s/ Robert N. Martin
Name: Robert N. Martin
Title: Senior Vice President
Richmond American Homes of Arizona, Inc., a
Delaware corporation
By: /s/ Robert N. Martin
Name: Robert N. Martin
Title: Senior Vice President
Richmond American Homes of Colorado, Inc., a
Delaware corporation
By: /s/ Robert N. Martin
Name: Robert N. Martin
Title: Senior Vice President
Richmond American Homes of Florida, LP, a
Colorado limited partnership
By: RAH of Florida, Inc., its general partner
By: /s/ Robert N. Martin
Name: Robert N. Martin
Title: Senior Vice President
Signature Page to Consent and Agreement of Guarantors
Richmond American Homes of Idaho, Inc., a
Colorado corporation (f/k/a Richmond American
Homes of Illinois, Inc.)
By: /s/ Robert N. Martin
Name: Robert N. Martin
Title: Senior Vice President
Richmond American Homes of Maryland, Inc., a
Maryland corporation
By: /s/ Robert N. Martin
Name: Robert N. Martin
Title: Senior Vice President
Richmond American Homes of Nevada, Inc., a
Colorado corporation
By: /s/ Robert N. Martin
Name: Robert N. Martin
Title: Senior Vice President
Richmond American Homes of Tennessee, Inc.,
a Colorado corporation
By: /s/ Robert N. Martin
Name: Robert N. Martin
Title: Senior Vice President
Richmond American Homes of Oregon, Inc., a
Colorado corporation
By: /s/ Robert N. Martin
Name: Robert N. Martin
Title: Senior Vice President
Richmond American Homes of Pennsylvania,
Inc., a Colorado corporation
By: /s/ Robert N. Martin
Name: Robert N. Martin
Title: President
Signature Page to Consent and Agreement of Guarantors
Richmond American Homes of Utah, Inc., a
Colorado corporation
By: /s/ Robert N. Martin
Name: Robert N. Martin
Title: Senior Vice President
Richmond American Homes of Virginia, Inc., a
Virginia corporation
By: /s/ Robert N. Martin
Name: Robert N. Martin
Title: Senior Vice President
Richmond American Homes of Washington,
Inc., a Colorado corporation
By: /s/ Robert N. Martin
Name: Robert N. Martin
Title: Senior Vice President
Richmond American Homes of New Mexico,
Inc., a Colorado corporation
By: /s/ Robert N. Martin
Name: Robert N. Martin
Title: Senior Vice President
Richmond American Construction NM,
Inc., a Colorado corporation
By: /s/ Robert N. Martin
Name: Robert N. Martin
Title: Senior Vice President
Richmond American Homes of Texas,
Inc., a Colorado corporation
By: /s/ Robert N. Martin
Name: Robert N. Martin
Title: Senior Vice President
Signature Page to Consent and Agreement of Guarantors