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 29th, 2020 • Copper Property CTL Pass Through Trust • 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 PENNEY BORROWER LLC AND J. C. PENNEY CORPORATION, INC. DATED AS OF DECEMBER 7, 2020Transition Services Agreement • December 29th, 2020 • Copper Property CTL Pass Through Trust • 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 Corporation, Inc., a Delaware corporation (“Recipient” or “JCP”). 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 J. C. Penney Company, Inc., 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 29th, 2020 • Copper Property CTL Pass Through Trust • 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”).
MANAGEMENT AGREEMENTManagement Agreement • February 5th, 2021 • Copper Property CTL Pass Through Trust • Real estate • New York
THIS MANAGEMENT AGREEMENT (the “Agreement”), dated this 30th day of January, 2021 (the “Effective Date”), is made and entered into by and between Copper Property CTL Pass Through Trust (the “Trust”), a New York common law trust, with offices at c/o GLAS Trust Company, LLC (the “Trustee”), 3 Second Street, Suite 206 Jersey City, NJ 07311, and Hilco JCP LLC (an affiliate of Hilco Real Estate LLC), a limited liability company (“Manager”) with offices at 5 Revere Drive, Suite 206 Northbrook, Illinois, 60062. Each of the Trust and Manager may be referred to herein as a “Party” and collectively as the “Parties.”
AMENDMENT NO. 1 TO MANAGEMENT AGREEMENTManagement Agreement • June 11th, 2021 • Copper Property CTL Pass Through Trust • Real estate • New York
AMENDMENT NO. 1 (this “Amendment”) dated as of June 11, 2021 between COPPER PROPERTY CTL PASS THROUGH TRUST (the “Trust”) and HILCO JCP, LLC (the “Manager”).
AMENDMENT NO. 1 TO AMENDED AND RESTATED PASS THROUGH TRUST AGREEMENTPass Through Trust Agreement • May 12th, 2021 • Copper Property CTL Pass Through Trust • Real estate • New York
WHEREAS, BidCo and the Trustee are parties to the Amended and Restated Pass Through Trust Agreement dated as of January 30, 2021 (as amended, amended and restated, modified or otherwise supplemented from time to time, the “Trust Agreement”) in respect of Copper Property CTL Pass Through Trust (the “Trust”);
AMENDMENT NO. 1 TO MANAGEMENT AGREEMENTManagement Agreement • May 27th, 2021 • Copper Property CTL Pass Through Trust • Real estate • New York
AMENDMENT NO. 1 (this “Amendment”) dated as of _________, 2021 between COPPER PROPERTY CTL PASS THROUGH TRUST (the “Trust”) and HILCO JCP, LLC (the “Manager”).
AMENDMENT NO. 1 TO AMENDED AND RESTATED PASS THROUGH TRUST AGREEMENTPass Through Trust Agreement • June 11th, 2021 • Copper Property CTL Pass Through Trust • Real estate • New York
WHEREAS, BidCo and the Trustee are parties to the Amended and Restated Pass Through Trust Agreement dated as of January 30, 2021 (as amended, amended and restated, modified or otherwise supplemented from time to time, the “Trust Agreement”) in respect of Copper Property CTL Pass Through Trust (the “Trust”);
AMENDED AND RESTATED PASS THROUGH TRUST AGREEMENT Dated as of January 30, 2021 between COPPER BIDCO LLC, and GLAS TRUST COMPANY LLC, as TrusteeThrough Trust Agreement • February 5th, 2021 • Copper Property CTL Pass Through Trust • Real estate • New York
This AMENDED AND RESTATED PASS THROUGH TRUST AGREEMENT (as it may be further amended, modified, supplemented or restated from time to time, this “Trust Agreement”) dated as of January 30, 2021, is made and entered into by COPPER BIDCO LLC and GLAS TRUST COMPANY LLC (the “Trustee”), solely in its capacity as Trustee for purposes of this Trust Agreement and for the Copper Property CTL Pass Through Trust (and not in an individual capacity).
REGISTRATION RIGHTS AND RESALE COOPERATION AGREEMENTRegistration Rights and Resale Cooperation Agreement • February 5th, 2021 • Copper Property CTL Pass Through Trust • Real estate • New York
This Registration Rights and Resale Cooperation Agreement (including all exhibits hereto and as may be amended, supplemented or amended and restated from time to time in accordance with the terms hereof, this “Agreement”) is made and entered into as of January 30, 2021, by and between Copper Property CTL Pass Through Trust (the “Trust”) and Copper Bidco LLC (“Bidco”) on behalf of the Certificateholders from time to time (as defined below).
AMENDMENT NO. 2 TO AMENDED AND RESTATED PASS THROUGH TRUST AGREEMENTPass Through Trust Agreement • January 5th, 2022 • Copper Property CTL Pass Through Trust • Real estate • New York
WHEREAS, BidCo and the Trustee are parties to the Amended and Restated Pass Through Trust Agreement dated as of January 30, 2021(as amended by Amendment No. 1 dated as of June 11, 2021 and as further amended, amended and restated, modified or otherwise
