AMENDMENT NO. 3 TO SENIOR SECURED TERM LOAN AGREEMENT
Exhibit 10.1
Dated June 16, 2022
AMENDMENT NO. 3 TO SENIOR
Berkshire Hathaway Life Insurance Company of Nebraska (as Administrative Agent and
Lender), and Seritage Growth Properties, L.P. (as Borrower) and Seritage Growth Properties (as Parent and Guarantor), under that certain. Secured Term Loan Agreement dated as of July 31, 2018 (the Loan Agreement), mutually agree to the following
Amendment No. 3 to the Loan Agreement:
(1) Notwithstanding anything
to the contrary contained in Section 6.05(c), the Parent, the Borrower and their respective Subsidiaries shall be permitted without the consent of Administrative Agent to sell, transfer or otherwise dispose of such Person's property (including but
not limited to Properties or equity interests of any Subsidiary) to unaffiliated third parties for no less than fair market value; provided, that (a) Borrower deposits all Net Proceeds received by the Parent, the Borrower or any of their
Subsidiaries in respect of such sale, transfer or disposition into a Controlled Account and (b) the use of such Net Proceeds shall be subject to the terms and conditions contained in the Loan Agreement, including but not limited to Section 6.04 (Restricted Payments) and Section 6.07 (Investments, Loans) thereof.
In all other respects, the Loan Agreement remains unchanged.
June 16 2022
ACCEPTED AND AGREED:
Berkshire Hathaway Life Insurance Company of Nebraska
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By:
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/s/ Xxxxx Xxxxxx
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Name:
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Xxxxx Xxxxxx
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Title:
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Senior Vice President
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By:
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/s/ Xxxxxxx Xxxxxxx
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Name:
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Xxxxxxx Xxxxxxx
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Title:
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Chief Legal Officer & Corporate Secretary
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