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200905835
<br />Store µo456 - Grand Island, Nek~raska
<br />SUBORDINATION, NON-DISTURBANCE AND ATTORNMENT
<br />AGREEMENT WITH MORTGAGEE
<br />THIS AGREEMENT, made as of this 26th day of May, 2009,
<br />between J. C. PENNEY CORPORATTON, INC., a Delaware corporation,
<br />formerly known as J. C. PENNEY COMPANY, TNC., having a mailing
<br />address of P. O. Box 10001, Dallas, Texas 75301-21.05 ("Tenant"),
<br />and U.S. BANK NATIONAL ASSOCIATION, a corporation organized as a
<br />national bank charter in Cincinnati, Ohio, having an address of
<br />800 Nicollet Mall, Minneapolis, MN 5502 ("Mortgagee");
<br />W I T N E S S E T H
<br />WHEREAS, by Lease, dated as of August 15, 1979, between WRC
<br />PROPERTIES, INC., predecessor-in-interest to CONESTOGA MALL 2002,
<br />LLC ("Landlord") and Tenant, a Memorandum of which, dated as of
<br />August 15, 1979, was recorded on August 27, 1979, in the Office
<br />of the Register of Deeds, Hall County, Nebraska, as Document No.
<br />79-005520 (said lease as amended by Term Agreement dated August
<br />18, 1980; Letter dated is hereinafter referred to as the "Penney
<br />Lease"), there was leased to Tenant a parcel of land containing
<br />approximately 34,260 square feet, in the City of Grand Island,
<br />County of Hall, State of Nebraska which parcel farms a part of
<br />the Conestoga Shopping Center described on Exhibit "A" to said
<br />Memorandum ("Entire Premises") and on Exhibit "A" attached
<br />hereto; and
<br />WHEREAS, Mortgagee proposes
<br />secured by Landlord's promissory
<br />of trust, or deed to secure debt
<br />Entire Premises (the "Mortgage");
<br />to make a loan to Landlord
<br />note and a first mortgage, deed
<br />on all or a portion of the
<br />and
<br />WHEREAS, Tenant is willing to subordinate the Penney Lease
<br />to the lien of the Mortgage, provided it obtains assurance from
<br />Mortgagee that its possession of the Demised Premises and its
<br />right to use the "Common Facilities", as defined in the Penney
<br />Lease, will not be disturbed by reason of or in the event of
<br />foreclosure of the Mortgage; and
<br />WHEREAS, Mortgagee is willing to give such assurance.
<br />NOW, THEREFORE, for and in consideration of the sum of One
<br />Dollar ($1.00) paid by each party to the other, receipt whereof
<br />is hereby acknowledged, the mutual agreements herein contained
<br />and other good and valuable consideration, the parties hereto do
<br />hereby mutually covenant and agree as follows:
<br />1. Tenant hereby subordinates the Penney Lease to the lien
<br />of the Mortgage and to all renewals, modifications, replacements,
<br />consolidations and extensions of same.
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