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UNITED STATES BANKRUPTCY COURT SOUTHERN DISTRICT of NEW YORK Chapter 11 in Re

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UNITED STATES BANKRUPTCY COURT SOUTHERN DISTRICT of NEW YORK Chapter 11 in Re 20-12097-scc Doc 393 Filed 12/28/20 Entered 12/28/20 14:40:51 Main Document Pg 1 of 6 UNITED STATES BANKRUPTCY COURT SOUTHERN DISTRICT OF NEW YORK Chapter 11 In re CENTURY 21 DEPARTMENT STORES LLC, Case No. 20-12097 (SCC) et al., Debtors.1 (Jointly Administered) ORDER APPROVING THE REJECTION OF CONTRACTS AND LEASES AND ABANDONMENT OF PROPERTY IN CONNECTION THEREWITH Pursuant to and in accordance with the Order Establishing Procedures for the Rejection of Executory Contracts and Unexpired Leases [Dkt. No. 97] (the “Rejection Procedures Order”);2 and the Court having jurisdiction over this matter pursuant to 28 U.S.C. §157 and 1334; and it appearing that this matter is a core proceeding pursuant to 28 U.S.C. § 157(b)(2); and it appearing that venue of these cases and this matter is proper pursuant to 28 U.S.C. §§ 1408 and 1409; and the Debtors having properly filed and served a “Sixth Notice of Rejection of Executory Contracts and/or Unexpired Leases” [Dkt. No. 311] (the “ Sixth Rejection Notice”) in accordance with the terms of the Rejection Procedures Order in respect of the rejection of the executory contracts (the “Contracts”) and/or unexpired leases (the “Leases”) set forth on Exhibit 1 hereto; and no timely objections having been filed to the rejection of the Contracts and Leases; and it appearing that due and adequate notice of the Rejection Procedures Order and the 1 The Debtors in these chapter 11 cases (the “Chapter 11 Cases”), along with the last four digits of each Debtor’s federal tax identification number, as applicable, are Century 21 Department Stores LLC (4073), L.I. 2000, Inc. (9619), C21 Department Stores Holdings LLC (8952), Giftco 21 LLC (0347), Century 21 Fulton LLC (4536), C21 Philadelphia LLC (2106), Century 21 Department Stores of New Jersey, L.L.C. (1705), Century 21 Gardens of Jersey, LLC (9882), C21 Sawgrass Blue, LLC (8286), C21 GA Blue LLC (5776), and Century Paramus Realty LLC (5033). The Debtors’ principal place of business is: 22 Cortlandt Street, 5th Floor, New York, NY 10007. 2 Capitalized terms used but not otherwise defined herein shall have the meanings ascribed to them in the Rejection Procedures Order. 20-12097-scc Doc 393 Filed 12/28/20 Entered 12/28/20 14:40:51 Main Document Pg 2 of 6 Rejection Notice has been given, and that no other or further notice need be given; and the Court having determined that the rejections provided for herein are an appropriate exercise of the Debtors’ business judgment; and after due deliberation, and good and sufficient cause appearing therefor, it is hereby ORDERED: 1. The Contracts and Leases listed on Exhibit 1 hereto are hereby rejected effective as of the dates set forth for such Contracts and Leases listed on Exhibit 1 hereto (the “Rejection Effective Date”). 2. In addition, in the exercise of their business judgment, the Debtors may determine to leave certain personal property at the Leased Premises. To the extent that the Debtors leave any Remaining Property at the Leased Premises, such Remaining Property be deemed abandoned pursuant to section 554 of the Bankruptcy Code. 3. Notwithstanding the relief granted herein and any actions taken hereunder, nothing in this Order shall constitute, nor is it intended to constitute: (a) an admission as to the validity, priority, amount or existence of any claim against the Debtors; (b) an admission that any Lease or Contract is in fact an executory contract; (c) a waiver of any of the Debtors’ rights and defenses, all of which are preserved, including (i) all rights and defenses of the Debtors with respect to a claim for damages arising as a result of the rejection of any Contract or Lease, including any right to assert an offset, recoupment, counterclaim or deduction, and (ii) all rights of the Debtors’ ability to assert at any time that any Contract or Lease is terminated and is no longer an executory contract or unexpired lease; or (d) the approval, assumption or adoption, of any agreement, contract, lease, program or policy between the Debtors and any third party under section 365 of the Bankruptcy Code. 4. If any affected counterparty subject to this Order (a “Rejection Claimant”) asserts a claim or claims against the Debtors and their estates arising from the rejection of the Contracts 2 20-12097-scc Doc 393 Filed 12/28/20 Entered 12/28/20 14:40:51 Main Document Pg 3 of 6 and Leases, such Rejection Claimant shall submit a proof of claim by thirty (30) days after the date of entry of this Order. If no proof of claim is timely filed, such Rejection Claimant shall not be treated as a creditor with respect to such claims for voting on any chapter 11 plan in these Chapter 11 Cases and shall be forever barred from asserting a claim for rejection damages and from participating in any distributions that may be made in connection with the Debtors’ bankruptcy cases. 5. The Debtors are authorized to take any action necessary or appropriate to implement the terms of this Order and the rejections without further order from this Court. 6. This Court shall retain exclusive jurisdiction and power to resolve any dispute arising from or related to this Order. Dated: December 28, 2020 /S/ Shelley C. Chapman THE HONORABLE SHELLEY C. CHAPMAN New York, New York UNITED STATES BANKRUPTCY JUDGE 3 20-12097-scc Doc 393 Filed 12/28/20 Entered 12/28/20 14:40:51 Main Document Pg 4 of 6 Exhibit 1 REJECTION SCHEDULE Property to be Counterparty Title/Description Rejection Counterparty Abandoned Address of Lease Effective Date (if applicable) 10-12 Cortlandt Cortlandt Blue 22 Cortlandt Street, New York LLC Street, New York, 12/7/2020 NY NY 10007 22 Cortlandt Street, New York, 175-177 Broadway, 12/7/2020 BWay Blue LLC NY 10007 New York NY 22 Cortlandt 22 Cortlandt Street Blue Millenium Street, New York, (25 Chuch Street), 12/7/2020 Realty LLC NY 10007 New York NY c/o Century 21, 22 416-424, 426 87th Cortlandt Street, Street & 415 88th 12/7/2020 C21 BK Home New York, NY Street, Brooklyn, LLC 10007 NY 22 Cortlandt Strike Enterprise Street, New York, 423 88th Street, 12/7/2020 LLC NY 10007 Brooklyn, NY 434 86th Street, 22 Cortlandt 412 87th Street, and 12/7/2020 Street, New York, 415 87th Street, Blue LLC NY 10007 Brooklyn, NY 22 Cortlandt 444-446 86th Street, New York, Street, Brooklyn, 12/7/2020 444 86 Blue LLC NY 10007 NY c/o Century 21, 22 454, 458, 468, 474 Cortlandt Street, 86th Street & 439- 12/7/2020 C21 Bay Ridge New York, NY 449 87th Street, LLC 10007 Brooklyn, NY 9728 3rd Avenue, Brooklyn, New 456 86th Street, 12/7/2020 Joseph Devito York 11209 Brooklyn, NY Albee Development LLC Albee and Albee Retail 12/7/2020 Development LLC Development LLC City Point and Albee Retail c/o Acadia Realty Shopping Center, Development LLC Trust Brooklyn, NY 20-12097-scc Doc 393 Filed 12/28/20 Entered 12/28/20 14:40:51 Main Document Pg 5 of 6 REJECTION SCHEDULE Property to be Counterparty Title/Description Rejection Counterparty Abandoned Address of Lease Effective Date (if applicable) 411 Theodore Fremd Avenue, Suite 300 Rye, New York 10580 c/o Sanders Equities LLC, 68 Arch Street, 1085 Old Country 12/7/2020 Next Millennium Greenwich, CT Road, Westbury, Realty LLC 06830 NY Valley Stream Green Acres LLC c/o Macerich 401 Wilshire Boulevard, Suite 700 12/7/2020 Santa Monica, California 90401 Attn: General Valley Stream Counsel – Green Green Acres Mall, Green Acres LLC Acres Mall Valley Stream, NY 545 Cedar Lane, One North Park Teaneck, New Place, Morristown, 12/7/2020 1 North Park, LLC Jersey 07666 NJ 210 Route 4 East, 200 Bergen Town Vordnado Bergen Paramus, New Center, Paramus, 12/7/2020 Mall LLC Jersey 07652 NJ 07652 c/o 801-Tenant C- 3 Manager, LLC, 200 South Broad 12/7/2020 Street, 821 Market St, 801-Gallery C-3 Philadelphia, PA Philadelphia, PA MT, L.P. 19102 19107 PROPERTY TO BE ABANDONED (IF ANY) 2 20-12097-scc Doc 393 Filed 12/28/20 Entered 12/28/20 14:40:51 Main Document Pg 6 of 6 Description of Property to be Abandoned Counterparty to Personal Property Lease (if applicable) (if applicable) 3 .
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