LGIH EX 10.4 SecondCommitmentAgreement




EXHIBIT 10.4
SECOND COMMITMENT INCREASE AGREEMENT 

This SECOND COMMITMENT INCREASE AGREEMENT (this “Agreement”) is made as of September 30, 2014, by and among (i) LGI HOMES, INC., a Delaware corporation (“Parent”), and its Subsidiaries that have executed this Agreement as a Borrower (individually and collectively, “Borrower”), (ii) WELLS FARGO BANK, NATIONAL ASSOCIATION (“Wells Fargo”), and (iii) TEXAS CAPITAL BANK, NATIONAL ASSOCIATION, a national banking association, as Administrative Agent (“Administrative Agent”). 
W I T N E S S E T H :
WHEREAS, Administrative Agent, Borrower and Lenders are parties to that certain Credit Agreement (the “Credit Agreement”), dated April 28, 2014, established a revolving line of credit in the maximum principal sum of $135,000,000.00 (the “Credit Facility”); and
WHEREAS, the Credit Facility Amount was increased from $135,000,000.00 to $175,000,000.00, as evidenced by that certain Commitment Increase Agreement, dated July 31, 2014, by and among (i) Parent, and its Subsidiaries, (ii) Woodforest National Bank, (iii) Fifth Third Bank, and (iv) Administrative Agent; and 
WHEREAS, Borrower desires to further increase the Credit Facility Amount from $175,000,000.00 to $200,000,000.00, pursuant to Section 2.9 of the Credit Agreement; and 
WHEREAS, Borrower asked each Lender to increase its respective Commitment, but no Lender is willing to increase its respective Commitment; and 
WHEREAS, Borrower asked Wells Fargo to become a Lender, and Wells Fargo is willing to become a Lender, and make a Commitment of up to $25,000,000.00, subject to the terms and conditions of this Agreement; and
WHEREAS, Administrative Agent, Borrower and Wells Fargo now propose to increase the Commitments in accordance with certain of the terms and provisions of the Credit Agreement and the other related documents executed by Borrower or third parties pertaining to, evidencing or securing the Credit Facility (collectively, the “Loan Documents”).
NOW, THEREFORE, for and in consideration of the premises and the mutual covenants and agreements contained herein, and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, Lenders and Borrower hereby agree as follows:
1.Definitions.  All terms used herein with initial capital letters, but not defined herein, shall have the meanings specified in the Credit Agreement.
2.    Joinder of Wells Fargo.  Wells Fargo agrees to assume, and does hereby assume, the obligations of a Lender under the Credit Agreement.  Wells Fargo agrees to abide by and be bound by all of the terms of the Credit Agreement applicable to the Lenders.  Accordingly, the Credit 

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Agreement is hereby amended such that any and all references to the “Lenders” shall be deemed to refer to Wells Fargo, as well as each of the parties that have previously been included within the meaning of such term. 
3.    Credit Facility Amount.  Pursuant to Section 2.9 of the Credit Agreement, the Credit Facility Amount is hereby increased from $175,000,000.00 to $200,000,000.00. The Increase Effective Date, as such term is used in Section 2.9(d) of the Credit Agreement, is September 30, 2014.
4.    Gross Credit Facility Amount.  The Gross Credit Facility Amount is hereby increased from $245,000,000.00 to $280,000,000.  
5.    Note for Wells Fargo.  To evidence the increase in the Credit Facility Amount, contemporaneously with the execution and delivery of this Agreement, Borrower will execute and deliver a promissory note, in the amount of $25,000,000.00, payable to the order of Wells Fargo.  Such promissory note shall be substantially in the form of Exhibit D attached to the Credit Agreement, and shall be one of the Notes, as defined in the Credit Agreement.
6.    Credit Facility Fee.  Contemporaneously with the execution and delivery of this Agreement, Borrower shall pay a Credit Facility Fee in the amount of $125,000.00 to Administrative Agent for the account of Wells Fargo. 
7.    Commitments and Applicable Percentages. As a result of the increase in the Credit Facility Amount, and the addition of Wells Fargo as a Lender, Schedule 2.1 of the Credit Agreement is hereby revised and replaced in its entirety with Schedule 2.1 attached hereto, and the Lenders’ respective Commitments and Applicable Percentages are revised as set forth therein.  Wells Fargo hereby agrees to the Commitment and Applicable Percentage set forth opposite its name on Schedule 2.1 attached hereto.  
8.    Resolutions. Borrower represents and warrants that, attached hereto as Exhibit A is a true, correct and complete copy of the unanimous written consent of the board of directors of Parent, dated of even date with this Agreement, approving and consenting to the increase of the Credit Facility Amount. 
9.    Acknowledgment by Borrower.  Except as otherwise specified herein, the terms and provisions hereof shall in no manner impair, limit, restrict or otherwise affect the obligations of Borrower or any third party to Administrative Agent and the Lenders, as evidenced by the Loan Documents.  Borrower hereby acknowledges, agrees and represents that (i) Borrower is indebted to the Lenders pursuant to the terms of the Notes; (ii) the liens, security interests and assignments created and evidenced by the Loan Documents are, respectively, valid and subsisting liens, security interests and assignments of the respective dignity and priority recited in the Loan Documents; (iii) there are no claims or offsets against, or defenses or counterclaims to, the terms or provisions of the Loan Documents, and the other obligations created or evidenced by the Loan Documents; (iv) Borrower has no claims, offsets, defenses or counterclaims arising from any of Administrative Agent’s or Lenders’ acts or omissions with respect to the Mortgaged Property, the Loan Documents or Administrative Agent’s or Lenders’ performance under the Loan Documents or with respect to 

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the Mortgaged Property; (v) the representations and warranties of Borrower contained in the Loan Documents are true and correct as of the date hereof, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they are true and correct as of such earlier date; (vi) to Borrower’s knowledge, neither Administrative Agent nor Lenders are in default and no event has occurred which, with the passage of time, giving of notice, or both, would constitute a default by Administrative Agent or Lenders of their respective obligations under the terms and provisions of the Loan Documents; and (vii) Borrower is not in default and no event has occurred which, with the passage of time, giving of notice, or both, would constitute a default by Borrower of its obligations under the terms and provisions of the Loan Documents. 
10.    No Waiver of Remedies.  Except as may be expressly set forth herein, nothing contained in this Agreement shall prejudice, act as, or be deemed to be a waiver of any right or remedy available to Administrative Agent or Lenders by reason of the occurrence or existence of any fact, circumstance or event constituting a default under the Loan Documents.
11.    Costs and Expenses.  Contemporaneously with the execution and delivery hereof, Borrower shall pay, or cause to be paid, all costs and expenses incident to the preparation, execution and recordation hereof and the consummation of the transaction contemplated hereby, including, but not limited to, reasonable fees and expenses of legal counsel to Administrative Agent.
12.    Additional Documentation.  From time to time, Borrower shall execute or procure and deliver to Administrative Agent such other and further documents and instruments evidencing, securing or pertaining to the Credit Facility or the Loan Documents as shall be reasonably requested by Administrative Agent so as to evidence or effect the terms and provisions hereof.  Borrower shall cause to be delivered to Administrative Agent, an opinion of counsel, satisfactory to Administrative Agent, opining to (i) the validity and enforceability of this Agreement, the promissory note referred to in Sections 5, and the other Loan Documents; (ii) the authority of Borrower, to the extent organized under the laws of Delaware and Texas, to execute, deliver and perform its respective obligations under the Loan Documents; and (iii) such other matters as reasonably requested by Administrative Agent.
13.    Effectiveness of the Loan Documents.  Except as expressly modified by the terms and provisions hereof, each of the terms and provisions of the Loan Documents are hereby ratified and shall remain in full force and effect; provided, however, that any reference in any of the Loan Documents to the Credit Facility, the amount constituting the Credit Facility, any defined terms, or to any of the other Loan Documents shall be deemed, from and after the date hereof, to refer to the Credit Facility, the amount constituting the Credit Facility, defined terms and to such other Loan Documents, as modified hereby.
14.    Governing Law.  THE TERMS AND PROVISIONS HEREOF SHALL BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH THE LAWS OF THE STATE OF TEXAS, EXCEPT AS OTHERWISE EXPRESSLY PROVIDED HEREIN.
15.    Time.  Time is of the essence in the performance of the covenants contained herein and in the Loan Documents.

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16.    Binding Agreement.  This Agreement shall be binding upon the  successors and assigns of the parties hereto; provided, however, the foregoing shall not be deemed or construed to (i) permit, sanction, authorize or condone the assignment of all or any part of the Mortgaged Property or any of Borrower's rights, titles or interests in and to the Mortgaged Property or any rights, titles or interests in and to Borrower, or (ii) confer any right, title, benefit, cause of action or remedy upon any person or entity not a party hereto, which such party would not or did not otherwise possess.
17.    Headings.  The section headings hereof are inserted for convenience of reference only and shall in no way alter, amend, define or be used in the construction or interpretation of the text of such section.
18.    Construction.  Whenever the context hereof so requires, reference to the singular shall include the plural and likewise, the plural shall include the singular; words denoting gender shall be construed to mean the masculine, feminine or neuter, as appropriate; and specific enumeration shall not exclude the general, but shall be construed as cumulative of the general recitation.
19.    Severability.  If any clause or provision of this Agreement is or should ever be held to be illegal, invalid or unenforceable under any present or future law applicable to the terms hereof, then and in that event, it is the intention of the parties hereto that the remainder of this Agreement shall not be affected thereby, and that in lieu of each such clause or provision of this Agreement that is illegal, invalid or unenforceable, such clause or provision shall be judicially construed and interpreted to be as similar in substance and content to such illegal, invalid or unenforceable clause or provision, as the context thereof would reasonably suggest, so as to thereafter be legal, valid and enforceable.
20.    Counterparts.  To facilitate execution, this Agreement may be executed in as many counterparts as may be convenient or required.  It shall not be necessary that the signature and acknowledgment of, or on behalf of, each party, or that the signature and acknowledgment of all persons required to bind any party, appear on each counterpart.  All counterparts shall collectively constitute a single instrument.  It shall not be necessary in making proof of this Agreement to produce or account for more than a single counterpart containing the respective signatures of, or on behalf of, each of the parties hereto.  Any signature page to any counterpart may be detached from such counterpart without impairing the legal effect of the signatures thereon and thereafter attached to another counterpart identical thereto except having attached to it additional signature pages.
21.    Notice of Final Agreement.  THIS AGREEMENT AND THE OTHER LOAN DOCUMENTS EMBODY THE FINAL, ENTIRE AGREEMENT AMONG THE PARTIES HERETO AND THERETO AND SUPERSEDE ANY AND ALL PRIOR COMMITMENTS, AGREEMENTS, REPRESENTATIONS, AND UNDERSTANDINGS, WHETHER WRITTEN OR ORAL, RELATING TO THE SUBJECT MATTER HEREOF AND THEREOF AND MAY NOT BE CONTRADICTED OR VARIED BY EVIDENCE OF PRIOR, CONTEMPORANEOUS, OR SUBSEQUENT ORAL AGREEMENTS OR DISCUSSIONS OF THE PARTIES HERETO OR THERETO.  THERE ARE NO ORAL AGREEMENTS AMONG THE PARTIES HERETO OR THERETO.  THE PROVISIONS OF THIS AGREEMENT AND THE OTHER LOAN DOCUMENTS MAY BE AMENDED 

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OR WAIVED ONLY BY AN INSTRUMENT IN WRITING SIGNED BY THE RESPECTIVE PARTIES TO SUCH DOCUMENTS.


[The remainder of this page is intentionally left blank.  The signature pages follow.]



SECOND COMMITMENT INCREASE AGREEMENT - Page 5




EXECUTED to be effective as of the date first above written.
ADMINISTRATIVE AGENT: 
 
TEXAS CAPITAL BANK,  
NATIONAL ASSOCIATION 
 
 
By:     /s/ Larry Maywald     
Name: Larry Maywald 
Title: Senior Vice President 
 


SECOND COMMITMENT INCREASE AGREEMENT – Administrative Agent’s Signature Page






LENDER: 
 
WELLS FARGO BANK, 
NATIONAL ASSOCIATION 
 
 
By:            /s/ Douglas K. Carman     
Name:    Douglas K. Carman 
Title:        Senior Vice President







SECOND COMMITMENT INCREASE AGREEMENT - Lender’s Signature Page [Wells Fargo Bank, National Association]






BORROWER:
 
LGI HOMES, INC., 
a Delaware corporation  
 

By:    /s/ Eric T. Lipar          
                  Eric T. Lipar, Chief Executive Officer


LGI HOMES GROUP, LLC, 
a Texas limited liability company
    


By:    /s/ Eric T. Lipar            
         Eric T. Lipar, Manager




LGI HOMES-PRESIDENTIAL GLEN, LLC, 
a Texas limited liability company


By:    /s/ Eric T. Lipar            
         Eric T. Lipar, Manager




LGI HOMES-QUAIL RUN, LLC, 
a Texas limited liability company


By:    /s/ Eric T. Lipar            
         Eric T. Lipar, Manager




LGI HOMES – FW, LLC, 
a Texas limited liability company


By:    /s/ Eric T. Lipar            
         Eric T. Lipar, Manager




LGI HOMES – SAN TAN HEIGHTS, LLC,
an Arizona limited liability company


By:    LGI Homes Group, LLC, 
a Texas limited liability company,
its Manager


             By:    /s/ Eric T. Lipar            
                     Eric T. Lipar, Manager





SECOND COMMITMENT INCREASE AGREEMENT – Borrower’s Signature Page 1 of 13










LGI HOMES-TEXAS, LLC, 
a Texas limited liability company
        
By:    /s/ Eric T. Lipar            
         Eric T. Lipar, Manager




LGI HOMES-DECKER OAKS, LLC, 
a Texas limited liability company


By:    /s/ Eric T. Lipar            
         Eric T. Lipar, Manager
        


LGI HOMES AZ CONSTRUCTION, LLC, 
an Arizona limited liability company


By:    LGI Homes Group, LLC, 
a Texas limited liability company,
its Manager




             By:    /s/ Eric T. Lipar            
                     Eric T. Lipar, Manager






LGI HOMES-WOODLAND CREEK, LLC, 
a Texas limited liability company


By:    /s/ Eric T. Lipar            
         Eric T. Lipar, Manager




LGI HOMES-LAKES OF MAGNOLIA, LLC,
a Texas limited liability company


By:    /s/ Eric T. Lipar            
         Eric T. Lipar, Manager




LGI HOMES-SALTGRASS, LLC, 
a Texas limited liability company


By:    /s/ Eric T. Lipar            
         Eric T. Lipar, Manager



SECOND COMMITMENT INCREASE AGREEMENT – Borrower’s Signature Page 2 of 13








LGI HOMES-STEWARTS FOREST, LLC, 
a Texas limited liability company


By:    /s/ Eric T. Lipar            
         Eric T. Lipar, Manager




LGI HOMES – GLENNWILDE, LLC, 
an Arizona limited liability company


By:    LGI Homes Group, LLC, 
a Texas limited liability company,
its Manager




             By:    /s/ Eric T. Lipar            
                     Eric T. Lipar, Manager






LGI HOMES – E SAN ANTONIO, LLC, 
a Texas limited liability company


By:    /s/ Eric T. Lipar            
         Eric T. Lipar, Manager






LGI HOMES – WINDMILL FARMS, LLC, 
a Texas limited liability company


By:    /s/ Eric T. Lipar            
         Eric T. Lipar, Manager






LGI HOMES – ARIZONA, LLC, 
an Arizona limited liability company


By:    LGI Homes Group, LLC, 
a Texas limited liability company,
its Manager




             By:    /s/ Eric T. Lipar            
                     Eric T. Lipar, Manager





SECOND COMMITMENT INCREASE AGREEMENT – Borrower’s Signature Page 3 of 13












LGI HOMES – FLORIDA, LLC, 
a Florida limited liability company


By:    /s/ Eric T. Lipar            
         Eric T. Lipar, Manager


LGI HOMES – GEORGIA, LLC, 
a Georgia limited liability company


By:    LGI Homes Group, LLC, 
a Texas limited liability company,
its Manager




            By:     /s/ Eric T. Lipar            
                       Eric T. Lipar, Manager


LGI HOMES – MAPLE LEAF, LLC, 
a Texas limited liability company


By:    LGI Fund III Holdings, LLC, 
a Texas limited liability company, 
its Manager


By:    LGI Homes Group, LLC, 
a Texas limited liability company,
its Managing Member




              By:     /s/ Eric T. Lipar            
                       Eric T. Lipar, Manager


LGI HOMES AVONDALE, LLC, 
a Georgia limited liability company


By:    LGI Fund III Holdings, LLC, 
a Texas limited liability company, 
its Manager


By:    LGI Homes Group, LLC, 
a Texas limited liability company,
its Managing Member




              By:     /s/ Eric T. Lipar            
                       Eric T. Lipar, Manager

SECOND COMMITMENT INCREASE AGREEMENT – Borrower’s Signature Page 4 of 13










LGI HOMES – SHALE CREEK, LLC, 
a Texas limited liability company


By:    LGI Fund III Holdings, LLC, 
a Texas limited liability company, 
its Manager


By:    LGI Homes Group, LLC, 
a Texas limited liability company,
its Managing Member




            By:     /s/ Eric T. Lipar            
                       Eric T. Lipar, Manager


LGI HOMES – STERLING LAKES PARTNERS, 
LLC, a Texas limited liability company


By:    LGI Fund III Holdings, LLC, 
a Texas limited liability company, 
its Manager


By:    LGI Homes Group, LLC, 
a Texas limited liability company,
its Managing Member




            By:     /s/ Eric T. Lipar            
                       Eric T. Lipar, Manager




LGI CROWLEY LAND PARTNERS, LLC, 
a Texas limited liability company


By:    LGI Fund III Holdings, LLC, 
a Texas limited liability company, 
its Manager


By:    LGI Homes Group, LLC, 
a Texas limited liability company,
its Managing Member




           By:     /s/ Eric T. Lipar            
                       Eric T. Lipar, Manager





SECOND COMMITMENT INCREASE AGREEMENT – Borrower’s Signature Page 5 of 13








LGI HOMES – MAPLE PARK, LLC, 
a Georgia limited liability company


By:    LGI Fund III Holdings, LLC, 
a Texas limited liability company, 
its Manager


By:    LGI Homes Group, LLC, 
a Texas limited liability company,
its Managing Member




              By:     /s/ Eric T. Lipar            
                       Eric T. Lipar, Manager




LGI HOMES – SUNRISE MEADOW, LLC, 
a Texas limited liability company


By:    /s/ Eric T. Lipar            
         Eric T. Lipar, Manager




LGI HOMES CORPORATE, LLC, 
a Texas limited liability company


By:    /s/ Eric T. Lipar            
         Eric T. Lipar, Manager




LGI HOMES SERVICES, LLC, 
a Texas limited liability company


By:    LGI Homes Corporate, LLC, 
a Texas limited liability company, 
its Manager




             By:     /s/ Eric T. Lipar            
                       Eric T. Lipar, Manager




LGI HOMES AZ SALES, LLC, 
an Arizona limited liability company


By:    /s/ Eric T. Lipar            
         Eric T. Lipar, Manager



SECOND COMMITMENT INCREASE AGREEMENT – Borrower’s Signature Page 6 of 13






LGI HOMES – NEW MEXICO, LLC, 
a New Mexico limited liability company


By:    LGI Homes Group, LLC, 
a Texas limited liability company, 
its Manager




             By:     /s/ Eric T. Lipar            
                       Eric T. Lipar, Manager


LGI HOMES NM CONSTRUCTION, LLC, 
a New Mexico limited liability company


By:    LGI Homes Group, LLC, 
a Texas limited liability company, 
its Manager




By:     /s/ Eric T. Lipar            
                       Eric T. Lipar, Manager


LGI JV HOLDINGS, LLC, 
a Delaware limited liability company


By:    LGI Homes Corporate, LLC, 
a Texas limited liability company, 
its Managing Member




By:     /s/ Eric T. Lipar            
                       Eric T. Lipar, Manager


LGI HOMES – LUCKEY RANCH, LLC, 
a Delaware limited liability company


By:    LGI JV Holdings, LLC, 
a Delaware limited liability company, 
its Manager


By:    LGI Homes Corporate, LLC, 
a Texas limited liability company, 
its Managing Member




By:     /s/ Eric T. Lipar            
                       Eric T. Lipar, Manager





SECOND COMMITMENT INCREASE AGREEMENT – Borrower’s Signature Page 7 of 13








LGI JV HOLDINGS II, LLC, 
a Delaware limited liability company


By:    LGI Homes Group, LLC, 
a Texas limited liability company, 
its Managing Member




By:     /s/ Eric T. Lipar            
                       Eric T. Lipar, Manager






LGI HOMES-WEST MEADOWS, LLC, 
a Delaware limited liability company


By:    LGI JV Holdings II, LLC, 
a Delaware limited liability company, 
its Manager


By:    LGI Homes Group, LLC, 
a Texas limited liability company, 
its Managing Member




By:     /s/ Eric T. Lipar            
                       Eric T. Lipar, Manager








LGI JV HOLDINGS III, LLC, 
a Delaware limited liability company


By:    LGI Homes Group, LLC, 
a Texas limited liability company, 
its Managing Member




By:     /s/ Eric T. Lipar            
                       Eric T. Lipar, Manager















SECOND COMMITMENT INCREASE AGREEMENT – Borrower’s Signature Page 8 of 13










LGI HOMES-SONTERRA, LLC, 
a Delaware limited liability company


By:    LGI JV Holdings III, LLC, 
a Delaware limited liability company,
its Manager


By:    LGI Homes Group, LLC, 
a Texas limited liability company, 
its Managing Member




By:     /s/ Eric T. Lipar            
                       Eric T. Lipar, Manager






LGI JV HOLDINGS IV, LLC, 
a Delaware limited liability company


By:    LGI Homes Group, LLC, 
a Texas limited liability company, 
its Managing Member




By:     /s/ Eric T. Lipar            
                       Eric T. Lipar, Manager




LGI HOMES – BLUE HILLS, LLC, 
an Arizona limited liability company


By:    LGI JV Holdings IV, LLC, 
a Delaware limited liability company,
its Manager


By:    LGI Homes Group, LLC, 
a Texas limited liability company, 
its Managing Member




By:     /s/ Eric T. Lipar            
                       Eric T. Lipar, Manager









SECOND COMMITMENT INCREASE AGREEMENT – Borrower’s Signature Page 9 of 13






LGI HOMES – KRENSON WOODS, LLC, 
a Delaware limited liability company


By:    LGI JV Holdings IV, LLC, 
a Delaware limited liability company,
its Manager


By:    LGI Homes Group, LLC, 
a Texas limited liability company, 
its Managing Member




By:     /s/ Eric T. Lipar            
                       Eric T. Lipar, Manager




LGI HOMES – NORTHPOINTE, LLC, 
a Delaware limited liability company


By:    LGI JV Holdings IV, LLC, 
a Delaware limited liability company,
its Manager


By:    LGI Homes Group, LLC, 
a Texas limited liability company, 
its Managing Member




By:     /s/ Eric T. Lipar            
                       Eric T. Lipar, Manager






LGI HOMES – OAK HOLLOW PHASE 6, LLC, 
a Delaware limited liability company


By:    LGI JV Holdings IV, LLC, 
a Delaware limited liability company,
its Manager


By:    LGI Homes Group, LLC, 
a Texas limited liability company, 
its Managing Member




By:     /s/ Eric T. Lipar            
                       Eric T. Lipar, Manager





SECOND COMMITMENT INCREASE AGREEMENT – Borrower’s Signature Page 10 of 13










LUCKEY RANCH PARTNERS, LLC, 
a Delaware limited liability company


By:    LGI JV Holdings IV, LLC, 
a Delaware limited liability company,
its Manager


By:    LGI Homes Group, LLC, 
a Texas limited liability company, 
its Managing Member




By:     /s/ Eric T. Lipar            
                       Eric T. Lipar, Manager




LGI FUND III HOLDINGS, LLC, 
a Texas limited liability company


By:    LGI Homes Group, LLC, 
a Texas limited liability company, 
its Managing Member




By:     /s/ Eric T. Lipar            
                       Eric T. Lipar, Manager






LGI HOMES-MALLARD CROSSING, LLC, 
a Delaware limited liability company


By:    LGI JV Holdings II, LLC, 
a Delaware limited liability company, 
its Manager


By:    LGI Homes Group, LLC, 
a Texas limited liability company, 
its Managing Member




By:     /s/ Eric T. Lipar            
                       Eric T. Lipar, Manager









SECOND COMMITMENT INCREASE AGREEMENT – Borrower’s Signature Page 11 of 13






LGI HOMES-OAK HOLLOW, LLC, 
a Delaware limited liability company


By:    LGI JV Holdings III, LLC, 
a Delaware limited liability company,
its Manager


By:    LGI Homes Group, LLC, 
a Texas limited liability company, 
its Managing Member




By:     /s/ Eric T. Lipar            
                       Eric T. Lipar, Manager




LGI HOMES – SALTGRASS CROSSING, LLC, 
a Delaware limited liability company


By:    LGI JV Holdings IV, LLC, 
a Delaware limited liability company,
its Manager


By:    LGI Homes Group, LLC, 
a Texas limited liability company, 
its Managing Member




By:     /s/ Eric T. Lipar            
                       Eric T. Lipar, Manager






LGI HOMES – CANYON CROSSING, LLC, 
a Texas limited liability company




By:    /s/ Eric T. Lipar            
         Eric T. Lipar, Manager




LGI HOMES – DEER CREEK, LLC, 
a Texas limited liability company


By:    /s/ Eric T. Lipar            
         Eric T. Lipar, Manager







SECOND COMMITMENT INCREASE AGREEMENT – Borrower’s Signature Page 12 of 13






LGI HOMES II, LLC, 
a Texas limited liability company




By:    /s/ Eric T. Lipar            
         Eric T. Lipar, Manager




RIVERCHASE ESTATES PARTNERS, LLC, 
a South Carolina limited liability company


By:    LGI Homes Group, LLC, 
a Texas limited liability company, 
its Managing Member




By:     /s/ Eric T. Lipar            
                       Eric T. Lipar, Manager




LGI HOMES - COLORADO, LLC, 
a Colorado limited liability company


By:    LGI Homes Group, LLC, 
a Texas limited liability company, 
its Manager




By:     /s/ Eric T. Lipar            
                       Eric T. Lipar, Manager




LGI HOMES - NC, LLC, 
a North Carolina limited liability company




By:    /s/ Eric T. Lipar            
         Eric T. Lipar, Manager




LGI HOMES - SC, LLC, 
a South Carolina limited liability company




By:    /s/ Eric T. Lipar            
         Eric T. Lipar, Manager





SECOND COMMITMENT INCREASE AGREEMENT – Borrower’s Signature Page 13 of 13






SCHEDULE 2.1
Commitments and Applicable Percentages
	
			
	Lender
	Commitment
	Applicable 
Percentage

	Texas Capital Bank, National Association
	$40,000,000.00
	20.000000000000%

	Fifth Third Bank
	$35,000,000.00
	17.500000000000%

	Deutsche Bank AG New York
	$30,000,000.00
	15.000000000000%

	JPMorgan Chase Bank, N.A.
	$30,000,000.00
	15.000000000000%

	Wells Fargo Bank, N.A.
	$25,000,000.00
	12.500000000000%

	Woodforest National Bank
	$25,000,000.00
	12.500000000000%

	Credit Suisse AG, Cayman Islands Branch
	$15,000,000.00
	7.500000000000%

	Total:
	$200,000,000.00
	100.000000000000%









SCHEDULE 2.1 – Commitments and Applicable Percentages – Solo Page









EXHIBIT A – Unanimous Written Consent – Cover Page