EXHIBIT 4.5(b)
MODIFICATION AGREEMENT
DATE: June 12, 1995
PARTIES: Borrowers: RICHMOND AMERICAN HOMES, INC.,
a Delaware corporation
RICHMOND AMERICAN HOMES OF CALIFORNIA, INC.,
a Colorado corporation
RICHMOND HOMES, INC. I,
a Delaware corporation
RICHMOND HOMES, INC. II,
a Delaware corporation
RICHMOND AMERICAN HOMES OF NEVADA, INC.,
a Colorado corporation
Bank: BANK ONE, ARIZONA, NA,
a national banking association.
RECITALS:
A. Bank has extended to Borrowers credit ("LOAN") in the
principal amount of $75,000,000.00 pursuant to the Loan
Agreement, dated June 13, 1994 ("LOAN AGREEMENT"), and evidenced
by the Promissory Note, dated June 13, 1994 ("NOTE"). The unpaid
principal of the Loan as of the date hereof is $22,779,013.18.
B. The Loan is secured by, among other things, several
Deeds of Trust, Assignment of Leases and Rents, Security
Agreement, Fixture Filing and Financing Statements and several
Mortgages, Assignment of Rents, Fixture Filing and Security
Agreement (collectively, the "DEED OF TRUST"), by one or more
Borrowers, as trustor or mortgagor, for the benefit of Bank, as
beneficiary or mortgagee, recorded in various counties in
Arizona, California, Colorado and Nevada (the agreements,
documents, and instruments securing the Loan and the Note are
referred to individually and collectively as the "SECURITY
DOCUMENTS") (The Note, the Loan Agreement, the Security
Documents, any arbitration resolution, any
environmental
certification and indemnity agreement, and all other agreements,
documents, and instruments evidencing, securing, or otherwise
relating to the Loan are sometimes referred to individually and
collectively as the "LOAN DOCUMENTS").
C. Borrowers have requested that Bank modify the Loan and
the Loan Documents as provided herein. Bank is willing to so
modify the Loan and the Loan Documents, subject to the terms and
conditions herein.
AGREEMENT:
For good and valuable consideration, the receipt and sufficiency
of which are hereby acknowledged, Borrowers and Bank agree as
follows:
1. ACCURACY OF RECITALS.
Borrowers acknowledge the accuracy of the Recitals.
2. MODIFICATION OF LOAN DOCUMENTS.
2.1 The Loan Documents are modified as follows:
2.1.1 The Conversion Date of the Loan and the Note is
changed from June 30, 1995, to August 31, 1995.
2.2 Each of the Loan Documents is modified to provide that
it shall be a default or an event of default thereunder if any
Borrower shall fail to comply with any of the covenants of
Borrowers herein or if any representation or warranty by any
Borrower herein or by any guarantor in any related Consent and
Agreement of Guarantor is materially incomplete, incorrect, or
misleading as of the date hereof.
2.3 Each reference in the Loan Documents to any of the Loan
Documents shall be a reference to such document as modified
herein.
3. RATIFICATION OF LOAN DOCUMENTS AND COLLATERAL.
The Loan Documents are ratified and affirmed by Borrowers and
shall remain in full force and effect as modified herein. Any
property or rights to or interests in property granted as
security in the Loan Documents shall remain as security for the
Loan and the obligations of Borrowers in the Loan Documents.
2
4. BORROWER REPRESENTATIONS AND WARRANTIES.
Borrowers represent and warrant to Bank:
4.1 No default or event of default under any of the Loan
Documents as modified herein, nor any event, that, with the
giving of notice or the passage of time or both, would be a
default or an event of default under the Loan Documents as
modified herein has occurred and is continuing.
4.2 There has been no material adverse change in the
financial condition of any Borrower or any other person whose
financial statement has been delivered to Bank in connection with
the Loan from the most recent financial statement received by
Bank.
4.3 Each and all representations and warranties of each
Borrower in the Loan Documents are accurate on the date hereof.
4.4 No Borrower has any claims, counterclaims, defenses, or
set-offs with respect to the Loan or the Loan Documents as
modified herein.
4.5 The Loan Documents as modified herein are the legal,
valid, and binding obligation of each Borrower, enforceable
against each Borrower in accordance with their terms.
4.6 Each Borrower is validly existing under the laws of the
State of its formation or organization and has the requisite
power and authority to execute and deliver this Agreement and to
perform the Loan Documents as modified herein. The execution
and delivery of this Agreement and the performance of the Loan
Documents as modified herein have been duly authorized by all
requisite action by or on behalf of each Borrower. This
Agreement has been duly executed and delivered on behalf of each
Borrower.
5. BORROWER COVENANTS.
Borrowers covenant with Bank:
5.1 Borrowers shall execute, deliver, and provide to Bank
such additional agreements, documents, and instruments as
reasonably required by Bank to effectuate the intent of this
Agreement.
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5.2 Each Borrower fully, finally, and forever releases and
discharges Bank and its successors, assigns, directors, officers,
employees, agents, and representatives from any and all actions,
causes of action, claims, debts, demands, liabilities,
obligations, and suits, of whatever kind or nature, in law or
equity of each Borrower, whether now known or unknown to any
Borrower, (i) in respect of the Loan, the Loan Documents, or the
actions or omissions of Bank in respect of the Loan or the Loan
Documents and (ii) arising from events occurring prior to the
date of this Agreement.
5.3 Contemporaneously with the execution and delivery of
this Agreement, Borrowers have paid to Bank:
5.3.1 All accrued and unpaid interest under the Note
and all amounts, other than interest and principal, due and
payable by Borrowers under the Loan Documents as of the date
hereof.
5.3.2 All the internal and external costs and expenses
incurred by Bank in connection with this Agreement (including,
without limitation, inside and outside attorneys and processing
costs, expenses, and fees).
6. EXECUTION AND DELIVERY OF AGREEMENT BY BANK.
Bank shall not be bound by this Agreement until (i) Bank has
executed and delivered this Agreement, (ii) Borrowers have
performed all of the obligations of Borrowers under this
Agreement to be performed contemporaneously with the execution
and delivery of this Agreement, (iii) M.D.C. Holdings, Inc. has
executed and delivered to Bank a Consent and Agreement of
Guarantor, and (iv) if required by Bank, Borrowers and M.D.C.
Holdings, Inc. have executed and delivered to Bank an arbitration
resolution, an environmental questionnaire, and an environmental
certification and indemnity agreement.
7. INTEGRATION, ENTIRE AGREEMENT, CHANGE, DISCHARGE,
TERMINATION, OR WAIVER.
The Loan Documents as modified herein contain the complete
understanding and agreement of Borrowers and Bank in respect of
the Loan and supersede all prior representations, warranties,
agreements, arrangements, understandings, and negotiations. No
provision of the Loan Documents as modified herein may be
changed,
4
discharged, supplemented, terminated, or waived except
in a writing signed by the parties thereto.
8. BINDING EFFECT.
The Loan Documents as modified herein shall be binding upon and
shall inure to the benefit of Borrowers and Bank and their
successors and assigns and the executors, legal administrators,
personal representatives, heirs, devisees, and beneficiaries of
Borrower, provided, however, no Borrower may assign any of its
right or delegate any of its obligation under the Loan Documents
and any purported assignment or delegation shall be void.
9. CHOICE OF LAW.
This Agreement shall be governed by and construed in accordance
with the laws of the State of Arizona, without giving effect to
conflicts of law principles.
10. COUNTERPART EXECUTION.
This Agreement may be executed in one or more counterparts, each
of which shall be deemed an original and all of which together
shall constitute one and the same document. Signature pages may
be detached from the counterparts and attached to a single copy
of this Agreement to physically form one document.
DATED as of the date first above stated.
RICHMOND AMERICAN HOMES, INC., a
Delaware corporation
By:_____________________________
Name:___________________________
Title:__________________________
5
RICHMOND AMERICAN HOMES OF
CALIFORNIA, INC., a Colorado
corporation
By:_____________________________
Name:___________________________
Title:__________________________
RICHMOND HOMES, INC. I, a
Delaware corporation
By:_____________________________
Name:___________________________
Title:__________________________
RICHMOND HOMES, INC. II, a
Delaware corporation
By:_____________________________
Name:___________________________
Title:__________________________
RICHMOND AMERICAN HOMES OF
NEVADA, INC., a Colorado
corporation.
By:_____________________________
Name:___________________________
Title:__________________________
BANK ONE, ARIZONA, NA,
a national banking association
By:_____________________________
Name:___________________________
Title: _________________________
6
State of __________ )
) ss.
County of _________ )
The above instrument was acknowledged before me this _____ day of June,
1995, by ____________________________, the ____________________________ of
RICHMOND AMERICAN HOMES, INC., a Delaware corporation, on behalf of the
corporation.
My commission expires:
______________________ _______________________________
Notary Public
State of __________ )
) ss.
County of _________ )
The above instrument was acknowledged before me this _____ day of June,
1995, by ____________________________, the ____________________________ of
RICHMOND AMERICAN HOMES OF CALIFORNIA, INC., a Colorado corporation, on
behalf of the corporation.
My commission expires:
______________________ _______________________________
Notary Public
State of __________ )
) ss.
County of _________ )
The above instrument was acknowledged before me this _____ day of June,
1995, by ____________________________, the ____________________________ of
RICHMOND HOMES, INC. I, a Delaware corporation, on behalf of the
corporation.
My commission expires:
7
______________________ _______________________________
Notary Public
8
State of __________ )
) ss.
County of _________ )
The above instrument was acknowledged before me this _____ day of June,
1995, by ____________________________, the ____________________________ of
RICHMOND HOMES, INC. II, a Delaware corporation, on behalf of the
corporation.
My commission expires:
______________________ _______________________________
Notary Public
State of __________ )
) ss.
County of _________ )
The above instrument was acknowledged before me this _____ day of June,
1995, by ____________________________, the ____________________________ of
RICHMOND AMERICAN HOMES OF NEVADA, INC., a Colorado corporation, on behalf
of the corporation.
My commission expires:
______________________ _______________________________
Notary Public
State of __________ )
) ss.
County of _________ )
The above instrument was acknowledged before me this _____ day of June,
1995, by ____________________________, the ____________________________ of
BANK ONE, ARIZONA, NA, a national banking association, on behalf of the
association.
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My commission expires:
______________________ _______________________________
Notary Public
10
SECOND MODIFICATION AGREEMENT
EFFECTIVE DATE: July 15, 1995
PARTIES: Borrowers: RICHMOND AMERICAN HOMES, INC.,
a Delaware corporation
RICHMOND AMERICAN HOMES OF CALIFORNIA, INC.,
a Colorado corporation
RICHMOND HOMES, INC. I,
a Delaware corporation
RICHMOND HOMES, INC. II,
a Delaware corporation
RICHMOND AMERICAN HOMES OF NEVADA, INC.,
a Colorado corporation
Bank: BANK ONE, ARIZONA, NA,
a national banking association.
RECITALS:
A. Bank has extended to Borrowers credit ("LOAN") in the
principal amount of $75,000,000.00 pursuant to the Loan
Agreement, dated June 13, 1994 ("LOAN AGREEMENT"), and evidenced
by the Promissory Note, dated June 13, 1994 ("NOTE"). The unpaid
principal of the Loan as of July 15, 1995 is $35,164,666.51.
B. The Loan is secured by, among other things, several
Deeds of Trust, Assignment of Leases and Rents, Security
Agreement, Fixture Filing and Financing Statements and several
Mortgages, Assignment of Rents, Fixture Filing and Security
Agreement (collectively, the "DEED OF TRUST"), by one or more
Borrowers, as trustor or mortgagor, for the benefit of Bank, as
beneficiary or mortgagee, recorded in various counties in
Arizona, California, Colorado and Nevada (the agreements,
documents, and instruments securing the Loan and the Note are
referred to individually and collectively as the "SECURITY
DOCUMENTS").
C. Bank and Borrowers have executed and delivered
previously the following agreements ("MODIFICATIONS") modifying
the terms of the Loan, the Note, the Loan Agreement, and/or the
Security Documents: Modification Agreement, dated June 12, 1995.
(The Note, the Loan Agreement, the Security Documents, any
arbitration resolution, any environmental certification and
indemnity agreement, and all other agreements, documents, and
instruments evidencing, securing, or otherwise relating to the
Loan, as modified in the Modifications, are sometimes referred to
individually and collectively as the "LOAN DOCUMENTS".
Hereinafter, "NOTE", "LOAN AGREEMENT", "DEED OF TRUST" and
"SECURITY DOCUMENTS" shall mean such documents as modified in the
Modifications.)
D. Borrowers have requested that Bank modify the Loan and
the Loan Documents as provided herein. Bank is willing to so
modify the Loan and the Loan Documents, subject to the terms and
conditions herein.
AGREEMENT:
For good and valuable consideration, the receipt and sufficiency
of which are hereby acknowledged, Borrowers and Bank agree as
follows:
1. ACCURACY OF RECITALS.
Borrowers acknowledge the accuracy of the Recitals.
2. MODIFICATION OF LOAN DOCUMENTS.
2.1 The Loan Documents are modified as follows:
2.1.1 The Conversion Date of the Loan and the Note
is changed from August 31, 1995, to August 31, 1996.
2.1.2 Clause (i) in the definition of "FIXED RATE"
in the Note is hereby modified in its entirety to read as
follows: "(i) two and one-tenth percent (2.1%) per annum, or, if
the Conversion Date occurs pursuant to SECTION 3.1.2.2 or SECTION
3.1.2.3 of the Loan Agreement, three percent (3%) per annum,
and".
2.1.3 Clause (i) in the definition of "VARIABLE
RATE" in the Note is hereby modified in its entirety to read as
follows: "(i) twenty-five hundredths percent (.25%) per annum,
or, if the Conversion Date occurs pursuant to SECTION 3.1.2.2 or
SECTION
2
3.1.2.3 of the Loan Agreement, one and one-half percent
(1.5%) per annum, and".
2.1.4 Page 3 of the Note is hereby modified as
follows:
2.1.4.1 The number $250,000.00, as it appears in
the first and third paragraphs, is hereby modified to be
$1,000,000.00.
2.1.4.2 The number fifteen (15) as it appears in
the first and third paragraphs, is hereby modified to be
four (4).
2.1.4.3 The following sentences are hereby added
at the end of the first paragraph and at the end of the
third paragraph:
Notwithstanding anything in this Note or the Loan
Agreement to the contrary, Borrowers shall be entitled,
at their sole option, to aggregate the amount of their
requested Advances for the sole purpose of satisfying
the requirements of clauses (C) and (D) of this
paragraph. Any Advances that are so aggregated shall
be deemed to be a single Advance for purposes of
complying with the provisions of this Note relating to
requesting, electing and converting Fixed Rate Advances
and Variable Rate Advances, and all Borrowers
requesting such Advances shall be considered a single
"Borrower" for purposes os such requesting, electing
and converting.
2.1.5 The introductory clause in clause (c) in the
section of the Note entitled "PREPAYMENT" is hereby amended to
read as follows: "(c) a prepayment premium equal to the sum of
(A) $500.00, plus (B) the product of".
2.1.6 The phrase "and SECTION 5.11" is hereby added
to Paragraph 4 in the Section of the Note entitled "EVENTS OF
DEFAULT", immediately after the phrase "and Section 5.6".
2.1.7 The clause referencing Section 3.6.1.1, as it
appears in Section 1 of the Loan Agreement, is hereby modified in
its entirety to read as follows:
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Quarterly Commitment Fee: One-half of one percent (.5%) per
annum of the Commitment Amount (annualized rate). One-
fourth of the annualized Commitment Fee is payable
quarterly, in advance.
2.1.8 The clause referencing SECTION 3.6.2, as it
appears in SECTION 1 of the Loan Agreement, is hereby modified in
its entirety to read as follows:
Unused Commitment Fee Rate: Two-tenths of one percent (.2%)
per annum.
2.1.9 The following definitions are hereby added to
SECTION 2 of the Loan Agreement:
"FIXED CHARGE COVENANT" means Guarantor's covenant with
respect to Guarantor's Fixed Charge Coverage Ratio set forth
in SECTION 5.11 (i) of the Guaranty.
"DEBT-TO-WORTH COVENANT" means Guarantor's covenant with
respect to Guarantor's Debt-to-Worth Ratio set forth in
SECTION 5.11 (ii) of the Guaranty.
2.1.10 Clause (i) in the definition of "AVAILABLE
COMMITMENT" in SECTION 2 of the Loan Agreement is hereby modified
in its entirety to read as follows:
(i) The applicable Commitment Amount less the
aggregate of all Letter of Credit Subcommitment Amounts; or
2.1.11 The first sentence of SECTION 3.1.2.3 of the
Loan Agreement is hereby modified in its entirety to read as
follows:
If Guarantor breaches (i) the Fixed Charge Covenant and the
Debt-to-Worth Covenant, or (ii) the Financial Covenant
(except for a breach that results solely from accounting
changes), or (iii) the Covenant Relating to Other Debt only,
and such breach continues uncured for ninety (90) days in
the case of clauses (ii) and (iii), then unless Bank in its
sole and absolute discretion agrees otherwise, the
Conversion Date shall automatically occur and the Conversion
Period shall automatically commence effective as of the
first day of the first Calendar Month immediately following
the time period to which the breach relates.
4
2.1.12 The phrase "fifty-five percent (55%)", as it
appears in SECTION 3.5.2.2(b) of the Loan Agreement, is hereby
modified to be eighty percent (80%).
2.1.13 The phrase "fifty-five percent (55%)", as it
appears in SECTION 3.5.2.2(e) of the Loan Agreement, is hereby
modified to be eighty percent (80%).
2.1.14 SECTIONS 3.5.2.2(f) and (g) of the Loan
Agreement are hereby modified in their entirety to read as
follows:
(f) The aggregate amount of all A&D Subcommitment
amounts shall not at any time exceed thirty-three and
thirty-three hundredths percent (33.33%) of the then
applicable Commitment Amount.
(g) The aggregate of all A&D Subcommitment amounts
relating to Eligible Collateral located
(i) in Arizona shall not at any time exceed
thirty-three and thirty-three hundredths percent
(33.33%) of the then applicable Commitment Amount;
(ii) in California shall not at any time exceed
thirty-three and thirty-three hundredths percent
(33.33%) of the then applicable Commitment Amount;
(iii) in Colorado shall not at any time exceed
thirty-three and thirty-three hundredths percent
(33.33%) of the then applicable Commitment Amount; and
(iv) in Nevada shall not at any time exceed twenty
percent (20%) of the then applicable Commitment Amount.
2.1.15 The phrase "the applicable portion of" is
hereby deleted from SECTION 3.6.1.1 of the Loan Agreement in each
place where such phrase appears. Additionally, the second
sentence of SECTION 3.6.1.1 is hereby deleted.
2.1.16 The phrase "the end of each calendar quarter"
in SECTION 6.3.1.2 of the Loan Agreement is hereby modified in
its entirety to read as follows: "June 30 and December 31 of
each calendar year".
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2.2 Each of the Loan Documents is modified to provide that
it shall be an Event of Default (or Unmatured Event of Default,
as applicable) thereunder if any Borrower shall fail to comply
with any of the covenants of Borrowers herein or if any
representation or warranty by any Borrower herein or by any
guarantor in any related Consent and Agreement of Guarantor is
materially incomplete, incorrect, or misleading as of the date
hereof.
2.3 Each reference in the Loan Documents to any of the Loan
Documents shall be a reference to such document as modified
herein.
3. RATIFICATION OF LOAN DOCUMENTS AND COLLATERAL.
The Loan Documents are ratified and affirmed by Borrowers and
shall remain in full force and effect as modified herein. Any
property or rights to or interests in property granted as
security in the Loan Documents shall remain as security for the
Loan and the obligations of Borrowers in the Loan Documents.
4. BORROWER REPRESENTATIONS AND WARRANTIES.
Borrowers represent and warrant to Bank:
4.1 No Event of Default or Unmatured Event of Default under
any of the Loan Documents as modified herein has occurred and is
continuing.
4.2 There has been no material adverse change in the
financial condition of any Borrower or any other person whose
financial statement has been delivered to Bank in connection with
the Loan from the most recent financial statement received by
Bank.
4.3 Each and all representations and warranties of each
Borrower in the Loan Documents are accurate on the date hereof
except as previously disclosed to Bank in writing.
4.4 No Borrower as of the date hereof has any claims,
counterclaims, defenses, or set-offs with respect to the Loan or
the Loan Documents as modified herein.
4.5 The Loan Documents as modified herein are the legal,
valid, and binding obligation of each Borrower, enforceable
against each Borrower in accordance with their terms.
6
4.6 Each Borrower is validly existing under the laws of the
State of its formation or organization and has the requisite
power and authority to execute and deliver this Agreement and to
perform the Loan Documents as modified herein. The execution
and delivery of this Agreement and the performance of the Loan
Documents as modified herein have been duly authorized by all
requisite action by or on behalf of each Borrower. This
Agreement has been duly executed and delivered on behalf of each
Borrower.
5. BORROWER COVENANTS.
Borrowers covenant with Bank:
5.1 Borrowers shall execute, deliver, and provide to Bank
such additional agreements, documents, and instruments as
reasonably required by Bank to effectuate the intent of this
Agreement.
5.2 Each Borrower fully, finally, and forever releases and
discharges Bank and its successors, assigns, directors, officers,
employees, agents, and representatives from any and all actions,
causes of action, claims, debts, demands, liabilities,
obligations, and suits, of whatever kind or nature, in law or
equity of each Borrower, whether now known or unknown to any
Borrower, (i) in respect of the Loan, the Loan Documents, or the
actions or omissions of Bank in respect of the Loan or the Loan
Documents and (ii) arising from events occurring prior to the
date of this Agreement.
5.3 Contemporaneously with the execution and delivery of
this Agreement, Borrowers have paid to Bank:
5.3.1 All accrued and unpaid interest under the Note
and all amounts, other than interest and principal, due and
payable by Borrowers under the Loan Documents as of the date
hereof.
5.3.2 All the internal and external costs and expenses
incurred by Bank in connection with this Agreement (including,
without limitation, inside and outside attorneys and processing
costs, expenses, and fees).
6. EXECUTION AND DELIVERY OF AGREEMENT BY BANK.
Bank shall not be bound by this Agreement until (i) Bank has
executed and delivered this Agreement, (ii) Borrowers have
7
performed all of the obligations of Borrowers under this
Agreement to be performed contemporaneously with the execution
and delivery of this Agreement, (iii) M.D.C. Holdings, Inc. has
executed and delivered to Bank a Consent and Agreement of
Guarantor, and (iv) if required by Bank, Borrowers and M.D.C.
Holdings, Inc. have executed and delivered to Bank an arbitration
resolution, an environmental questionnaire, and an environmental
certification and indemnity agreement.
7. INTEGRATION, ENTIRE AGREEMENT, CHANGE, DISCHARGE,
TERMINATION, OR WAIVER.
The Loan Documents as modified herein contain the complete
understanding and agreement of Borrowers and Bank in respect of
the Loan and supersede all prior representations, warranties,
agreements, arrangements, understandings, and negotiations. No
provision of the Loan Documents as modified herein may be
changed, discharged, supplemented, terminated, or waived except
in a writing signed by the parties thereto.
8. BINDING EFFECT.
The Loan Documents as modified herein shall be binding upon and
shall inure to the benefit of Borrowers and Bank and their
successors and assigns and the executors, legal administrators,
personal representatives, heirs, devisees, and beneficiaries of
Borrower, provided, however, no Borrower may assign any of its
right or delegate any of its obligation under the Loan Documents
and any purported assignment or delegation shall be void.
9. CHOICE OF LAW.
This Agreement shall be governed by and construed in accordance
with the laws of the State of Arizona, without giving effect to
conflicts of law principles.
10. COUNTERPART EXECUTION.
This Agreement may be executed in one or more counterparts, each
of which shall be deemed an original and all of which together
shall constitute one and the same document. Signature pages may
be detached from the counterparts and attached to a single copy
of this Agreement to physically form one document.
DATED as of the date first above stated.
8
RICHMOND AMERICAN HOMES, INC., a
Delaware corporation
By:_____________________________
Name:___________________________
Title:__________________________
RICHMOND AMERICAN HOMES OF
CALIFORNIA, INC., a Colorado
corporation
By:_____________________________
Name:___________________________
Title:__________________________
9
RICHMOND HOMES, INC. I, a
Delaware corporation
By:_____________________________
Name:___________________________
Title:__________________________
RICHMOND HOMES, INC. II, a
Delaware corporation
By:_____________________________
Name:___________________________
Title:__________________________
RICHMOND AMERICAN HOMES OF
NEVADA, INC., a Colorado
corporation.
By:_____________________________
Name:___________________________
Title:__________________________
BANK ONE, ARIZONA, NA,
a national banking association
By:_____________________________
10
Name:___________________________
Title: _________________________
11
State of Arizona )
) ss.
County of Maricopa )
The above instrument was acknowledged before me this 28th day of
July, 1995, by John J. Heaney, the ____________________________
of RICHMOND AMERICAN HOMES, INC., a Delaware corporation, on
behalf of the corporation.
My commission expires:
______________________ _______________________________
Notary Public
State of Arizona )
) ss.
County of Maricopa )
The above instrument was acknowledged before me this 28th day of
July, 1995, by John J. Heaney, the ____________________________
of RICHMOND AMERICAN HOMES OF CALIFORNIA, INC., a Colorado
corporation, on behalf of the corporation.
My commission expires:
______________________ _______________________________
Notary Public
State of Arizona )
) ss.
County of Maricopa )
The above instrument was acknowledged before me this 28th day of
July, 1995, by John J. Heaney, the ____________________________
of RICHMOND HOMES, INC. I, a Delaware corporation, on behalf of
the corporation.
12
My commission expires:
______________________ _______________________________
Notary Public
13
State of Arizona )
) ss.
County of Maricopa )
The above instrument was acknowledged before me this 28th day of
July, 1995, by John J. Heaney, the ____________________________
of RICHMOND HOMES, INC. II, a Delaware corporation, on behalf of
the corporation.
My commission expires:
______________________ _______________________________
Notary Public
State of Arizona )
) ss.
County of Maricopa )
The above instrument was acknowledged before me this 28th day of
July, 1995, by John J. Heaney, the ____________________________
of RICHMOND AMERICAN HOMES OF NEVADA, INC., a Colorado
corporation, on behalf of the corporation.
My commission expires:
______________________ _______________________________
Notary Public
14
State of Arizona )
) ss.
County of Maricopa )
The above instrument was acknowledged before me this _____ day of
__________, 1995, by ____________________________, the
____________________________ of BANK ONE, ARIZONA, NA, a national
banking association, on behalf of the association.
My commission expires:
______________________ _______________________________
Notary Public
15