0000950152-09-000899 Sample Contracts

AMENDED AND RESTATED FORBEARANCE AND WAIVER AGREEMENT
Forbearance and Waiver Agreement • February 3rd, 2009 • General Growth Properties Inc • Real estate investment trusts • New York

THIS AMENDED AND RESTATED FORBEARANCE AND WAIVER AGREEMENT (as amended or modified from time to time, this “Agreement”) dated as of January 30, 2009, is made by and among GENERAL GROWTH PROPERTIES, INC. (“GGP”), GGP LIMITED PARTNERSHIP (“GGPLP”) and GGPLP L.L.C. (the “Company”; GGP, GGPLP and the Company being referred to herein, individually or collectively, as the context may require, as the “Borrower” or “Borrowers”), ROUSE LLC, GGP AMERICAN PROPERTIES INC., CALEDONIAN HOLDING COMPANY, INC., and EUROHYPO AG, NEW YORK BRANCH, as administrative agent (in such capacity, "Agent”) on behalf of the banks and other financial institutions or entities from time to time party to the Corporate Credit Agreement (as defined herein) (individually or collectively, as the context may require, “Lenders”).

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