DISTRIBUTION CENTER MASTER LEASE by and among J. C. PENNEY PROPERTIES, LLC and J. C. PENNEY CORPORATION, INC., collectively as Landlord, and PENNEY TENANT II LLC, as TenantDistribution Center Master Lease • December 8th, 2020 • J C Penney Co Inc • Retail-department stores • New York
This DISTRIBUTION CENTER MASTER LEASE (as the same may be amended, supplemented or replaced from time to time, this “Lease”) is entered into as of December 7, 2020, by and among J. C. PENNEY PROPERTIES, LLC, a Delaware limited liability company, and J. C. PENNEY CORPORATION, INC., a Delaware corporation (individually and/or collectively, as the context may require, together with their respective successors and assigns, “Landlord”), and PENNEY TENANT II LLC, a Delaware limited liability company (together with its successors and permitted assigns, “Tenant”).
TRANSITION SERVICES AGREEMENT BY AND BETWEEN J.C. PENNEY COMPANY, INC. AND PENNEY BORROWER LLC DATED AS OF DECEMBER 7, 2020Transition Services Agreement • December 8th, 2020 • J C Penney Co Inc • Retail-department stores • Delaware
This TRANSITION SERVICES AGREEMENT (this “Agreement”) is made and entered into as of December 7, 2020 (the “Effective Date”), by and between Penney Borrower LLC, a Delaware limited liability company (the “Service Provider”), and J. C. Penney Company, Inc., a Delaware corporation (“Recipient”). The Service Provider and Recipient each are sometimes referred to as a “Party” and together sometimes are referred to as the “Parties.” Capitalized terms used but not otherwise defined herein shall have the meanings given to such terms in the Asset Purchase Agreement, dated as of October 28, 2020, by and among Recipient, Copper Retail JV LLC, a Delaware limited liability company, Copper BidCo LLC, a Delaware limited liability company, and the other parties thereto (the “Purchase Agreement”).
RETAIL MASTER LEASE by and among J. C. PENNEY CORPORATION, INC., J. C. PENNEY PROPERTIES, LLC and JCPENNEY PUERTO RICO, INC., collectively as Landlord, and PENNEY TENANT I LLC, as TenantRetail Master Lease • December 8th, 2020 • J C Penney Co Inc • Retail-department stores • New York
This RETAIL MASTER LEASE (as the same may be amended, supplemented or replaced from time to time, this “Lease”) is entered into as of December 7, 2020, by and among J. C. PENNEY CORPORATION, INC., a Delaware corporation, J. C. PENNEY PROPERTIES, LLC, a Delaware limited liability company, and JCPENNEY PUERTO RICO, INC., a Puerto Rico corporation (individually and/or collectively, as the context may require, together with their respective successors and assigns, “Landlord”), and PENNEY TENANT I LLC, a Delaware limited liability company (together with its successors and permitted assigns, “Tenant”).
LIMITED AND SPECIFIC WAIVERLimited and Specific Waiver • December 8th, 2020 • J C Penney Co Inc • Retail-department stores • New York
This LIMITED AND SPECIFIC WAIVER, dated as of December 7, 2020 (this “Waiver”), to SUPERPRIORITY SENIOR SECURED DEBTOR-IN-POSSESSION CREDIT AND GUARANTY AGREEMENT, dated as of June 8, 2020 (as amended, restated, amended and restated, supplemented, waived or otherwise modified from time to time prior to the effectiveness of this Waiver, the “Credit Agreement”), is entered into by and among J. C. PENNEY CORPORATION, INC., a Delaware corporation, as debtor and debtor-in-possession (“Borrower”), J. C. PENNEY COMPANY, INC., a Delaware corporation, as debtor and debtor-in-possession (“Holdings”), certain SUBSIDIARIES OF HOLDINGS, each as debtors and debtors-in-possession, as Guarantors, the Lenders party hereto constituting all of the Lenders other than Non-Voting Roll-Up Lenders solely with respect to Non-Voting Roll-Up Loans, the other Credit Parties, and GLAS USA LLC, a limited liability company organized and existing under the laws of the State of New Jersey, as administrative agent for
