Exhibit 4.2.7


 


SEVENTH
SUPPLEMENTAL INDENTURE, dated as of December 20, 2004 (the “Seventh
Supplemental Indenture”) between Meritage Homes Corporation, a corporation
organized under the laws of the State of Maryland (the “Issuer”), the
Guarantors named therein, Meritage Homes of Florida, Inc., an Arizona corporation (the “Additional Guarantor”) and Wells
Fargo Bank, National Association, as trustee (the “Trustee”), under the
Indenture (as defined below). 
Capitalized terms used and not defined herein shall have the same
meanings given in the Indenture unless otherwise indicated.


 


WHEREAS,
the Issuer, the Guarantors thereto and the Trustee are parties to that certain
Indenture dated as of May 30, 2001 (the “Indenture”) pursuant to
which the Company issued its 9 3⁄4% Senior Notes 2011 (the “Notes”) and
the Guarantors guaranteed the obligations of the Issuer under the Indenture and
the Notes;


 


WHEREAS,
pursuant to Section 4.13 of the Indenture, if the Issuer acquires or
creates any additional subsidiary which is a Restricted Subsidiary, each such
subsidiary shall execute and deliver a supplemental indenture pursuant to which
such subsidiary shall unconditionally guaranty the Issuer’s obligations under
the Notes;


 


WHEREAS, the Issuer, the
Guarantors thereto, Hulen Park Venture, LLC, Meritage Holdings, L.L.C. and the
Trustee are parties to that First Supplemental Indenture, dated as of September 20,
2001 (the “First Supplemental Indenture”) pursuant to which Hulen Park
Venture, LLC and Meritage Holdings, L.L.C. were added as Guarantors;


 


WHEREAS,
the Issuer, the Guarantors thereto, MTH Homes-Texas, L.P., MTH-Texas GP II, Inc.,
MTH-Texas LP II, Inc. and the Trustee are parties to that Second
Supplemental Indenture, dated as of July 12, 2002 (the “Second
Supplemental Indenture”) pursuant to which MTH Homes-Texas, L.P., MTH-Texas
GP II, Inc. and MTH-Texas LP II, Inc. were added as Guarantors;


 


WHEREAS,
the Issuer, the Guarantors thereto, MTH-Homes Nevada, Inc. and the Trustee
are parties to that Third Supplemental Indenture, dated as of October 21,
2002 (the “Third Supplemental Indenture”) pursuant to which MTH-Homes
Nevada, Inc. was added as a Guarantor;


 


WHEREAS,
the Issuer, the Guarantors thereto, MTH Cavalier, LLC and the Trustee are
parties to that Fourth Supplemental Indenture, dated as of February 19,
2003 (the “Fourth Supplemental Indenture”) pursuant to which MTH
Cavalier, LLC was added as a Guarantor;


 


WHEREAS,
the Issuer, the Guarantors thereto, Mission Royale Golf Course, LLC,
Legacy-Hammonds Materials, L.P. and the Trustee are parties to that Fifth
Supplemental Indenture, dated as of August 22, 2003 (the “Fifth
Supplemental Indenture”) pursuant to which Mission Royale Golf Course, LLC
and Legacy-Hammonds Materials, L.P. were added as Guarantors;


 


WHEREAS,
the Issuer, the Guarantors thereof, Meritage Homes of Colorado, Inc. and
the Trustee are parties to the Sixth Supplemental Indenture, dated as of May 14,
2004 (the “Sixth Supplemental Indenture”) pursuant to which Meritage
Homes of Colorado, Inc. was added as a Guarantor;


 





















 


WHEREAS,
the Additional Guarantor is a Restricted Subsidiary of the Issuer;


 


WHEREAS,
the Issuer and the Trustee desire to have the Additional Guarantor enter into
this Seventh Supplemental Indenture and agree to guaranty the obligations of the
Issuer under the Indenture and the Notes and the Additional Guarantor desires
to enter into this Seventh Supplemental Indenture and to guaranty the
obligations of the Issuer under the Indenture and the Notes as of such date;


 


WHEREAS,
Section 8.01 of the Indenture provides that the Issuer, the Guarantors and
the Trustee may, without the written consent of the Holders of the outstanding
Notes, amend the Indenture as provided herein;


 


WHEREAS,
by entering into this Seventh Supplemental Indenture, the Issuer and the
Trustee have consented to amend the Indenture in accordance with the terms and
conditions herein;


 


WHEREAS,
each Guarantor hereby acknowledges and consents to amend the Indenture in
accordance with the terms and conditions herein; and


 


WHEREAS,
all acts and things prescribed by the Articles of Incorporation and Bylaws (as
now in effect) of the Additional Guarantor necessary to make this Seventh
Supplemental Indenture a valid instrument legally binding on the Additional
Guarantor for the purposes herein expressed, in accordance with its terms, have
been duly done and performed.


 


NOW,
THEREFORE, in consideration of the foregoing and for other good and valuable
consideration, the receipt of which is hereby acknowledged, the Issuer, the
Additional Guarantor and the Trustee hereby agree for the benefit of each other
and the equal and ratable benefit of the Holders of the Notes as follows:


 


1.             Additional Guarantor as Guarantor.  As of
the date hereof and pursuant to this Seventh Supplemental Indenture, the
Additional Guarantor shall become a Guarantor under the definition of Guarantor
in the Indenture in accordance with the terms and conditions of the Indenture
and shall assume all rights and obligations of a Guarantor thereunder.


 


2.             Compliance with and Fulfillment of Condition of Section 4.13.  The
execution and delivery of this Seventh Supplemental Indenture by the Additional
Guarantor (along with such documentation relating thereto as the Trustee shall
require) fulfills the obligations of the Issuer under Section 4.13 of the
Indenture.


 


3.             Construction.  For all purposes of this Seventh
Supplemental Indenture, except as otherwise herein expressly provided or unless
the context otherwise requires: (i) the defined terms and expressions used
herein shall have the same meanings as corresponding terms and expressions used
in the Indenture; and (ii) the words “herein,” “hereof” and “hereby” and
other words of similar import used in this Seventh Supplemental Indenture refer
to this Seventh Supplemental Indenture as a whole and not to any particular Section hereof.


 


2





















 


4.             Trustee Acceptance.  The
Trustee accepts the amendment of the Indenture effected by this Seventh
Supplemental Indenture, as hereby amended, but only upon the terms and
conditions set forth in the Indenture, as hereby amended, including the terms
and provisions defining and limiting the liabilities and responsibilities of
the Trustee in the performance of its duties and obligations under the Indenture,
as hereby amended.  Without limiting the
generality of the foregoing, the Trustee has no responsibility for the
correctness of the recitals of fact herein contained which shall be taken as
the statements of each of the Issuer and the Additional Guarantor,
respectively, and makes no representations as to the validity or enforceability
against either the Issuer or the Additional Guarantor.


 


5.             Indenture Ratified.  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.


 


6.             Holders Bound.  This Seventh Supplemental
Indenture shall form a part of the Indenture for all purposes, and every Holder
of the Notes heretofore or hereafter authenticated and delivered shall be bound
hereby.


 


7.             Successors and Assigns.  This
Seventh Supplemental Indenture shall be binding upon and inure to the benefit
of the parties hereto and their respective successors and assigns.


 


8.             Counterparts.  This Seventh Supplemental
Indenture may be executed in any number of counterparts, each of which when so
executed shall be deemed to be an original, and all of such counterparts shall
together constitute one and the same instrument.


 


9.             Governing Law.  This Seventh Supplemental
Indenture shall be governed by and construed in accordance with the internal
laws of the State of New York without giving effect to principles of conflicts
of laws.


 


IN
WITNESS WHEREOF, the Issuer, the Additional Guarantor and the Trustee have
caused this Seventh Supplemental Indenture to be duly executed as of the date
first above written.


 


	
   

  	
  ISSUER:

  
	
   

  	
   

  	
   

  
	
   

  	
  MERITAGE HOMES CORPORATION

  
	
   

  	
   

  	
   

  
	
   

  	
  By:

  	
  /s/ Steven J. Hilton

  
	
   

  	
   

  	
  Name:     Steven J. Hilton

  
	
   

  	
   

  	
  Title:       Co-Chairman, Co-President and

                   Co-Chief Executive Officer

  
	
   

  	
   

  	
   

  
	
   

  	
  By:

  	
  /s/ Larry W. Seay

  
	
   

  	
   

  	
  Name:     Larry W. Seay

  
	
   

  	
   

  	
  Title:       Chief Financial Officer, Vice

                   President-Finance and Secretary

  



 


3





















 


	
   

  	
  ADDITIONAL GUARANTOR:

  
	
   

  	
   

  	
   

  
	
   

  	
  MERITAGE HOMES OF FLORIDA, INC.

  
	
   

  	
   

  	
   

  
	
   

  	
  By:

  	
  /s/ Steven J. Hilton

  
	
   

  	
   

  	
  Name:     Steven J. Hilton

  
	
   

  	
   

  	
  Title:       Co-Chairman

  
	
   

  	
   

  	
   

  
	
   

  	
  By:

  	
  /s/ Larry W. Seay

  
	
   

  	
   

  	
  Name:     Larry W. Seay

  
	
   

  	
   

  	
  Title:       Vice President-Secretary

  
	
   

  	
   

  	
   

  
	
   

  	
  TRUSTEE:

  
	
   

  	
   

  	
   

  
	
   

  	
  WELLS FARGO BANK, NATIONAL

  ASSOCIATION, as Trustee

  
	
   

  	
   

  	
   

  
	
   

  	
  By:

  	
  /s/ Jeanie Mar

  
	
   

  	
   

  	
   

  
	
   

  	
  Its:

  	
  Vice President

  
	
   

  	
   

  	
   

  
	
   

  	
  GUARANTORS:

  
	
   

  	
   

  	
   

  
	
   

  	
  MONTEREY HOMES ARIZONA, INC.

  
	
   

  	
   

  	
   

  
	
   

  	
  By:

  	
  /s/ Larry W. Seay

  
	
   

  	
   

  	
  Name:     Larry W. Seay

  
	
   

  	
   

  	
  Title:       Vice President-Secretary

  
	
   

  	
   

  	
   

  
	
   

  	
  By:

  	
  /s/ Steven J. Hilton

  
	
   

  	
   

  	
  Name:     Steven J. Hilton

  
	
   

  	
   

  	
  Title:       Co-CEO, President and Chief

                   Executive Officer

  
	
   

  	
   

  	
   

  
	
   

  	
  MERITAGE PASEO CROSSING, LLC

  
	
   

  	
   

  	
   

  
	
   

  	
  By:

  	
  Meritage Homes of Arizona, Inc., its Sole

  Member

  
	
   

  	
   

  	
   

  
	
   

  	
  By:

  	
  /s/ Larry W. Seay

  
	
   

  	
   

  	
  Name:     Larry W. Seay

  
	
   

  	
   

  	
  Title:       Vice President-Secretary

  
	
   

  	
   

  	
   

  
	
   

  	
  By:

  	
  /s/ Steven J. Hilton

  
	
   

  	
   

  	
  Name:     Steven J. Hilton

  
	
   

  	
   

  	
  Title:       Co-CEO and Chairman

  



 


4





















 


	
   

  	
  ADDITIONAL GUARANTOR:

  
	
   

  	
   

  	
   

  
	
   

  	
  MERITAGE HOMES OF FLORIDA, INC.

  
	
   

  	
   

  	
   

  
	
   

  	
  By:

  	
  /s/ Steven J. Hilton

  
	
   

  	
   

  	
  Name:     Steven J. Hilton

  
	
   

  	
   

  	
  Title:       Co-Chairman

  
	
   

  	
   

  	
   

  
	
   

  	
  By:

  	
  /s/ Larry W. Seay

  
	
   

  	
   

  	
  Name:     Larry W. Seay

  
	
   

  	
   

  	
  Title:       Vice President-Secretary

  
	
   

  	
   

  	
   

  
	
   

  	
  TRUSTEE:

  
	
   

  	
   

  	
   

  
	
   

  	
  WELLS FARGO BANK, NATIONAL

  ASSOCIATION, as Trustee

  
	
   

  	
   

  	
   

  
	
   

  	
  By:

  	
  /s/ Maddy Hall

  
	
   

  	
   

  	
   

  
	
   

  	
  Its:

  	
  Trust Officer

  
	
   

  	
   

  	
   

  
	
   

  	
  GUARANTORS:

  
	
   

  	
   

  	
   

  
	
   

  	
  MONTEREY HOMES ARIZONA, INC.

  
	
   

  	
   

  	
   

  
	
   

  	
  By:

  	
  /s/ Larry W. Seay

  
	
   

  	
   

  	
  Name:     Larry W. Seay

  
	
   

  	
   

  	
  Title:       Vice President-Secretary

  
	
   

  	
   

  	
   

  
	
   

  	
  By:

  	
  /s/ Steven J. Hilton

  
	
   

  	
   

  	
  Name:     Steven J. Hilton

  
	
   

  	
   

  	
  Title:       Co-CEO, President and Chief

                   Executive Officer

  
	
   

  	
   

  	
   

  
	
   

  	
  MERITAGE PASEO CROSSING, LLC

  
	
   

  	
   

  	
   

  
	
   

  	
  By:

  	
  Meritage Homes of Arizona, Inc., its Sole

  Member

  
	
   

  	
   

  	
   

  
	
   

  	
  By:

  	
  /s/ Larry W. Seay

  
	
   

  	
   

  	
  Name:     Larry W. Seay

  
	
   

  	
   

  	
  Title:       Vice President-Secretary

  
	
   

  	
   

  	
   

  
	
   

  	
  By:

  	
  /s/ Steven J. Hilton

  
	
   

  	
   

  	
  Name:     Steven J. Hilton

  
	
   

  	
   

  	
  Title:       Co-CEO and Chairman

  



 


5





















 


	
   

  	
  MONTEREY HOMES CONSTRUCTION, INC.

  
	
   

  	
   

  	
   

  
	
   

  	
  By:

  	
  /s/ Larry W. Seay

  
	
   

  	
   

  	
  Name:     Larry W. Seay

  
	
   

  	
   

  	
  Title:       Vice President-Secretary

  
	
   

  	
   

  	
   

  
	
   

  	
  By:

  	
  /s/ Steven J. Hilton

  
	
   

  	
   

  	
  Name:     Steven J. Hilton

  
	
   

  	
   

  	
  Title:       Co-CEO, President and Chief

                   Executive Officer

  
	
   

  	
   

  	
   

  
	
   

  	
  MERITAGE PASEO CONSTRUCTION, LLC

  
	
   

  	
   

  	
   

  
	
   

  	
  By:

  	
  Meritage Homes Construction, Inc., its Sole

  Member

  
	
   

  	
   

  	
   

  
	
   

  	
  By:

  	
  /s/ Larry W. Seay

  
	
   

  	
   

  	
  Name:     Larry W. Seay

  
	
   

  	
   

  	
  Title:       Vice President-Secretary

  
	
   

  	
   

  	
   

  
	
   

  	
  By:

  	
  /s/ Steven J. Hilton

  
	
   

  	
   

  	
  Name:     Steven J. Hilton

  
	
   

  	
   

  	
  Title:       Co-CEO and Co-Chairman

  
	
   

  	
   

  	
   

  
	
   

  	
  MERITAGE HOMES OF ARIZONA, INC.

  
	
   

  	
   

  	
   

  
	
   

  	
  By:

  	
  /s/ Larry W. Seay

  
	
   

  	
   

  	
  Name:     Larry W. Seay

  
	
   

  	
   

  	
  Title:       Vice President-Secretary

  
	
   

  	
   

  	
   

  
	
   

  	
  By:

  	
  /s/ Steven J. Hilton

  
	
   

  	
   

  	
  Name:     Steven J. Hilton

  
	
   

  	
   

  	
  Title:       Co-CEO and Co-Chairman

  
	
   

  	
   

  	
   

  
	
   

  	
  MERITAGE HOMES CONSTRUCTION, INC.

  
	
   

  	
   

  	
   

  
	
   

  	
  By:

  	
  /s/ Larry W. Seay

  
	
   

  	
   

  	
  Name:     Larry W. Seay

  
	
   

  	
   

  	
  Title:       Vice President-Secretary

  
	
   

  	
   

  	
   

  
	
   

  	
  By:

  	
  /s/ Steven J. Hilton

  
	
   

  	
   

  	
  Name:     Steven J. Hilton

  
	
   

  	
   

  	
  Title:       Co-CEO and Co-Chairman

  



 


6





















 


	
   

  	
  MTH-TEXAS GP, INC.

  
	
   

  	
   

  	
   

  
	
   

  	
  By:

  	
  /s/ Larry W. Seay

  
	
   

  	
   

  	
  Name:     Larry W. Seay

  
	
   

  	
   

  	
  Title:       Vice President-Secretary

  
	
   

  	
   

  	
   

  
	
   

  	
  By:

  	
  /s/ Steven J. Hilton

  
	
   

  	
   

  	
  Name:     Steven J. Hilton

  
	
   

  	
   

  	
  Title:       Co-Chairman

  
	
   

  	
   

  	
   

  
	
   

  	
  MTH-TEXAS LP, INC.

  
	
   

  	
   

  	
   

  
	
   

  	
  By:

  	
  /s/ Larry W. Seay

  
	
   

  	
   

  	
  Name:     Larry W. Seay

  
	
   

  	
   

  	
  Title:       Vice President-Secretary

  
	
   

  	
   

  	
   

  
	
   

  	
  By:

  	
  /s/ Steven J. Hilton

  
	
   

  	
   

  	
  Name:     Steven J. Hilton

  
	
   

  	
   

  	
  Title:       Co-Chairman

  
	
   

  	
   

  	
   

  
	
   

  	
  LEGACY/MONTEREY HOMES L.P.

  
	
   

  	
   

  	
   

  
	
   

  	
  By:

  	
  MTH-Texas GP, Inc., its General Partner

  
	
   

  	
   

  	
   

  
	
   

  	
  By:

  	
  /s/ Larry W. Seay

  
	
   

  	
   

  	
  Name:     Larry W. Seay

  
	
   

  	
   

  	
  Title:       Vice President-Secretary

  
	
   

  	
   

  	
   

  
	
   

  	
  By:

  	
  /s/ Steven J. Hilton

  
	
   

  	
   

  	
  Name:     Steven J. Hilton

  
	
   

  	
   

  	
  Title:       Co-Chairman

  
	
   

  	
   

  	
   

  
	
   

  	
  MERITAGE HOMES OF CALIFORNIA, INC.

  
	
   

  	
   

  	
   

  
	
   

  	
  By:

  	
  /s/ Larry W. Seay

  
	
   

  	
   

  	
  Name:     Larry W. Seay

  
	
   

  	
   

  	
  Title:       Vice President-Secretary

  
	
   

  	
   

  	
   

  
	
   

  	
  By:

  	
  /s/ Steven J. Hilton

  
	
   

  	
   

  	
  Name:     Steven J. Hilton

  
	
   

  	
   

  	
  Title:       Co-CEO, President and Chief

                   Executive Officer

  



 


7





















 


	
   

  	
  LEGACY OPERATING COMPANY, L.P.

  
	
   

  	
   

  	
   

  
	
   

  	
  By:

  	
  Meritage Holdings, L.L.C., its General

  Partner

  
	
   

  	
   

  	
   

  
	
   

  	
  By:

  	
  Legacy/Monterey Homes L.P., its Sole

  Member

  
	
   

  	
   

  	
   

  
	
   

  	
  By:

  	
  MTH-Texas GP, Inc.,
  its General Partner

  
	
   

  	
   

  	
   

  
	
   

  	
  By:

  	
  /s/ Steven J. Hilton

  
	
   

  	
   

  	
  Name:     Steven
  J. Hilton

  
	
   

  	
   

  	
  Title:       Co-Chairman

  
	
   

  	
   

  	
   

  
	
   

  	
  By:

  	
  /s/ Larry W. Seay

  
	
   

  	
   

  	
  Name:     Larry
  W. Seay

  
	
   

  	
   

  	
  Title:       Vice
  President-Secretary

  
	
   

  	
   

  	
   

  
	
   

  	
  HULEN PARK VENTURE, LLC

  
	
   

  	
   

  	
   

  
	
   

  	
  By:

  	
  Legacy/Monterey Homes L.P., its Sole

  Member

  
	
   

  	
   

  	
   

  
	
   

  	
  By:

  	
  MTH-Texas GP, Inc., its General Partner

  
	
   

  	
   

  	
   

  
	
   

  	
  By:

  	
  /s/ Steven J. Hilton

  
	
   

  	
   

  	
  Name:     Steven
  J. Hilton

  
	
   

  	
   

  	
  Title:       Co-Chairman

  
	
   

  	
   

  	
   

  
	
   

  	
  By:

  	
  /s/ Larry W. Seay

  
	
   

  	
   

  	
  Name:     Larry
  W. Seay

  
	
   

  	
   

  	
  Title:       Vice
  President-Secretary

  



 


8





















 


	
   

  	
  MERITAGE
  HOLDINGS, L.L.C.

  
	
   

  	
   

  	
   

  
	
   

  	
  By:

  	
  Legacy/Monterey
  Homes L.P., its Sole

  Member

  
	
   

  	
   

  	
   

  
	
   

  	
  By:

  	
  MTH-Texas GP, Inc.,
  its General Partner

  
	
   

  	
   

  	
   

  
	
   

  	
  By:

  	
  /s/ Steven J. Hilton

  
	
   

  	
   

  	
  Name:     Steven
  J. Hilton

  
	
   

  	
   

  	
  Title:       Co-Chairman

  
	
   

  	
   

  	
   

  
	
   

  	
  By:

  	
  /s/ Larry W. Seay

  
	
   

  	
   

  	
  Name:     Larry
  W. Seay

  
	
   

  	
   

  	
  Title:       Vice
  President-Secretary

  
	
   

  	
   

  	
   

  
	
   

  	
  MTH HOMES-TEXAS,
  L.P.

  
	
   

  	
   

  	
   

  
	
   

  	
  By:

  	
  MTH-Texas GP II, Inc., its General Partner

  
	
   

  	
   

  	
   

  
	
   

  	
  By:

  	
  /s/ Steven J. Hilton

  
	
   

  	
   

  	
  Name:     Steven J. Hilton

  
	
   

  	
   

  	
  Title:       Co-Chairman

  
	
   

  	
   

  	
   

  
	
   

  	
  By:

  	
  /s/ Larry W. Seay

  
	
   

  	
   

  	
  Name:     Larry W. Seay

  
	
   

  	
   

  	
  Title:       Vice President-Secretary

  
	
   

  	
   

  	
   

  
	
   

  	
  MTH-TEXAS GP II, INC.

  
	
   

  	
   

  	
   

  
	
   

  	
  By:

  	
  /s/ Steven J. Hilton

  
	
   

  	
   

  	
  Name:     Steven J. Hilton

  
	
   

  	
   

  	
  Title:       Co-Chairman

  
	
   

  	
   

  	
   

  
	
   

  	
  By:

  	
  /s/ Larry W. Seay

  
	
   

  	
   

  	
  Name:     Larry W. Seay

  
	
   

  	
   

  	
  Title:       Vice President-Secretary

  



 


9





















 


	
   

  	
  MTH-TEXAS LP II, INC.

  
	
   

  	
   

  	
   

  
	
   

  	
  By:

  	
  /s/ Steven J. Hilton

  
	
   

  	
   

  	
  Name:     Steven J. Hilton

  
	
   

  	
   

  	
  Title:       Co-Chairman

  
	
   

  	
   

  	
   

  
	
   

  	
  By:

  	
  /s/ Larry W. Seay

  
	
   

  	
   

  	
  Name:     Larry W. Seay

  
	
   

  	
   

  	
  Title:       Vice President-Secretary

  
	
   

  	
   

  	
   

  
	
   

  	
  MTH-HOMES NEVADA, INC.

  
	
   

  	
   

  	
   

  
	
   

  	
  By:

  	
  /s/ Steven J. Hilton

  
	
   

  	
   

  	
  Name:     Steven J. Hilton

  
	
   

  	
   

  	
  Title:       Co-Chairman and Chief Executive

                   Officer

  
	
   

  	
   

  	
   

  
	
   

  	
  By:

  	
  /s/ Larry W. Seay

  
	
   

  	
   

  	
  Name:     Larry W. Seay

  
	
   

  	
   

  	
  Title:       Vice President-Secretary

  
	
   

  	
   

  	
   

  
	
   

  	
  MTH-CAVALIER, LLC

  
	
   

  	
   

  	
   

  
	
   

  	
  By:

  	
  Monterey Homes Construction, Inc., its Sole

  Member

  
	
   

  	
   

  	
   

  
	
   

  	
  By:

  	
  /s/ Larry W. Seay

  
	
   

  	
   

  	
  Name:     Larry W. Seay

  
	
   

  	
   

  	
  Title:       Vice President-Secretary

  
	
   

  	
   

  	
   

  
	
   

  	
  By:

  	
  /s/ Steven J. Hilton

  
	
   

  	
   

  	
  Name:     Steven J. Hilton

  
	
   

  	
   

  	
  Title:       Co-CEO, President and Chief

                   Executive Officer

  



 


10





















 


	
   

  	
  MTH GOLF, LLC

  
	
   

  	
   

  	
   

  
	
   

  	
  By:

  	
  Hancock-MTH Builders, Inc., its Sole

  Member

  
	
   

  	
   

  	
   

  
	
   

  	
  By:

  	
  /s/ Larry W. Seay

  
	
   

  	
   

  	
  Name:     Larry W. Seay

  
	
   

  	
   

  	
  Title:       Vice President-Secretary

  
	
   

  	
   

  	
   

  
	
   

  	
  By:

  	
  /s/ Steven J. Hilton

  
	
   

  	
   

  	
  Name:     Steven J. Hilton

  
	
   

  	
   

  	
  Title:       Co-Chairman and Co-CEO

  
	
   

  	
   

  	
   

  
	
   

  	
  LEGACY-HAMMONDS MATERIALS, L.P.

  
	
   

  	
   

  	
   

  
	
   

  	
  By:

  	
  Meritage Holdings, L.L.C., its General

  Partner

  
	
   

  	
   

  	
   

  
	
   

  	
  By:

  	
  Legacy/Monterey Homes L.P., its Sole

  Member

  
	
   

  	
   

  	
   

  
	
   

  	
  By:

  	
  MTH-Texas GP, Inc.,
  its General Partner

  
	
   

  	
   

  	
   

  
	
   

  	
  By:

  	
  /s/ Steven J. Hilton

  
	
   

  	
   

  	
  Name:     Steven
  J. Hilton

  
	
   

  	
   

  	
  Title:       Co-Chairman

  
	
   

  	
   

  	
   

  
	
   

  	
  By:

  	
  /s/ Larry W. Seay

  
	
   

  	
   

  	
  Name:     Larry
  W. Seay

  
	
   

  	
   

  	
  Title:       Vice
  President-Secretary

  
	
   

  	
   

  	
   

  
	
   

  	
  MERITAGE HOMES OF COLORADO, INC.

  
	
   

  	
   

  	
   

  
	
   

  	
  By:

  	
  /s/ Steven J. Hilton

  
	
   

  	
   

  	
  Name:     Steven
  J. Hilton

  
	
   

  	
   

  	
  Title:       Co-Chairman
  and CEO

  
	
   

  	
   

  	
   

  
	
   

  	
  By:

  	
  /s/ Larry W. Seay

  
	
   

  	
   

  	
  Name:     Larry
  W. Seay

  
	
   

  	
   

  	
  Title:       Vice
  President-Secretary

  



 


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