Case GLT Doc 477 Filed 06/09/17 Entered 06/09/17 09:27:22 Desc Main Document Page 1 of 2

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1 Case GLT Doc 477 Filed 06/09/17 Entered 06/09/17 09:27:22 Desc Main Document Page 1 of 2 UNITED STATES BANKRUPTCY COURT WESTERN DISTRICT OF PENNSYLVANIA In re:, et al., 1 Case No (GLT Debtors. Chapter 11 (Jointly Administered, et al., Related to Docket No. 23, 79 Movants, Agenda No. 456, section II. 1 v Adams Pointe II L.P.; Adams & Co. Real Estate, ; B & B Associates ; BRE DDR BR Stonebridge GA ; Brixmor/IA Tinley Park Plaza, ; Burlage Hotel Associates; Coleman Marketplace, ; Crosbie Gliner Schiffman Southard & Swanson LLP; Cypress Equities Managed Services, LP; Dial Properties; Eastwood Village Shopping Center; Ethan Conrad Properties; Great Northern Mall Holding, ; Hale Lyle & Russell; Highway 11 Retail, ; IRC Retail Centers, Inc.; J.R. Black Properties Ltd; Jim Wilson & Associates ; Mall Properties; Midwest Holdings, ; Namdar Realty Group, ; Nueces- Holliday Maverick Partners II, Ltd; Oaks Mall, ; Parkway Place SPE, ; Schottenstein Property Group Inc; Sealy & Dickson ; Security Square ; Shamrock/Las Americas West, ; Silver Spring Retail, ; SIMA Management Corp; Simon Property Group LP; Sunland Park Mall, ; Tanger; Tanger Fort Worth, ; Tanger Management, ; The Oaks Mall; Trinity-Overlook, ; US Centennial Vancouver Mall, ; Wolford Development Inc.; Woodbury Village Shopping Center Limited Partnership. Respondent. 1 The Debtors in these chapter 11 cases, along with the last four digits of each Debtor s federal tax identification number, are: (1645; Rhodes Holdco, Inc. (6922; r services llc (9425; and rue services corporation (0396. The location of the Debtors service address is: 800 Commonwealth Drive, Warrendale, Pennsylvania

2 Case GLT Doc 477 Filed 06/09/17 Entered 06/09/17 09:27:22 Desc Main Document Page 2 of 2 CERTIFICATION OF COUNSEL REGARDING AMENDED PROPOSED ORDER The undersigned hereby certifies that the above-captioned debtors and debtors in possession (collectively, the Debtors amended the proposed order attached to the Debtors' First Omnibus Motion for Entry of an Order Authorizing (I Rejection of Certain Unexpired s of Real Property Effective Nunc Pro Tunc to the Petition Date, (II Rejection of Certain Unexpired s of Real Property Effective Nunc Pro Tunc to May 31, 2017, and (III Abandonment of any Burdensome Property Located at Locations Covered by Such Unexpired s [Docket No. 23]. Attached hereto as Exhibit A is a copy of the amended proposed Order Authorizing (I Rejection of Certain Unexpired s of Real Property Effective Nunc Pro Tunc to The Petition Date, (II Rejection of Certain Unexpired s of Real Property Effective Nunc Pro Tunc to May 31, 2017, and (III Abandonment of any Burdensome Property Located at Locations Covered by Such Unexpired s (the Amended Proposed Order. A redline of the Amended Proposed Order is attached hereto as Exhibit B. A copy of the Amended Proposed Order was delivered to the Court in the Final Hearing Binder for the June 12, 2017, hearing. Dated: June 9, 2017 Jonathan S. Henes, P.C. (admitted pro hac vice Nicole L. Greenblatt, P.C. (pro hac vice admission pending Robert A. Britton (admitted pro hac vice George Klidonas (admitted pro hac vice KIRKLAND & ELLIS LLP KIRKLAND & ELLIS INTERNATIONAL LLP 601 Lexington Avenue New York, New York Telephone: ( Facsimile: ( /s/ Eric A. Schaffer Eric A. Schaffer (PA I.D. #30797 Jared S. Roach (PA I.D. # REED SMITH LLP 225 Fifth Avenue Pittsburgh, Pennsylvania Telephone: ( Facsimile: ( Proposed Local Counsel to the Debtors and Debtors in Possession Proposed Counsel to the Debtors and Debtors in Possession

3 Case GLT Doc Filed 06/09/17 Entered 06/09/17 09:27:22 Desc Proposed Order Page 1 of 15 Exhibit A Amended Proposed Order

4 Case GLT Doc Filed 06/09/17 Entered 06/09/17 09:27:22 Desc Proposed Order Page 2 of 15 IN THE UNITED STATES BANKRUPTCY COURT FOR THE WESTERN DISTRICT OF PENNSYLVANIA In re:, et al., 1 Case No (GLT Debtors. Chapter 11 (Jointly Administered, et al., Related to Docket No. 23, 79 Movants, Agenda No. 456, section II. 1 v Adams Pointe II L.P.; Adams & Co. Real Estate, ; B & B Associates ; BRE DDR BR Stonebridge GA ; Brixmor/IA Tinley Park Plaza, ; Burlage Hotel Associates; Coleman Marketplace, ; Crosbie Gliner Schiffman Southard & Swanson LLP; Cypress Equities Managed Services, LP; Dial Properties; Eastwood Village Shopping Center; Ethan Conrad Properties; Great Northern Mall Holding, ; Hale Lyle & Russell; Highway 11 Retail, ; IRC Retail Centers, Inc.; J.R. Black Properties Ltd; Jim Wilson & Associates ; Mall Properties; Midwest Holdings, ; Namdar Realty Group, ; Nueces- Holliday Maverick Partners II, Ltd; Oaks Mall, ; Parkway Place SPE, ; Schottenstein Property Group Inc; Sealy & Dickson ; Security Square ; Shamrock/Las Americas West, ; Silver Spring Retail, ; SIMA Management Corp; Simon Property Group LP; Sunland Park Mall, ; Tanger; Tanger Fort Worth, ; Tanger Management, ; The Oaks Mall; Trinity-Overlook, ; US Centennial Vancouver Mall, ; Wolford Development Inc.; Woodbury Village Shopping Center Limited Partnership. Respondent. 1 The Debtors in these chapter 11 cases, along with the last four digits of each Debtor s federal tax identification number, are: (1645; Rhodes Holdco, Inc. (6922; r services llc (9425; and rue services corporation (0396. The location of the Debtors service address is: 800 Commonwealth Drive, Warrendale, Pennsylvania

5 Case GLT Doc Filed 06/09/17 Entered 06/09/17 09:27:22 Desc Proposed Order Page 3 of 15 ORDER AUTHORIZING (I REJECTION OF CERTAIN UNEXPIRED LEASES OF REAL PROPERTY EFFECTIVE NUNC PRO TUNC TO THE PETITION DATE, (II REJECTION OF CERTAIN UNEXPIRED LEASES OF REAL PROPERTY EFFECTIVE NUNC PRO TUNC TO MAY 31, 2017, AND (III ABANDONMENT OF ANY BURDENSOME PROPERTY LOCATED AT LOCATIONS COVERED BY SUCH UNEXPIRED LEASES Upon the motion (the Motion 2 of the above-captioned debtors and debtors in possession (collectively, the Debtors for entry of an order (this Order authorizing the Debtors to reject certain unexpired leases, as listed on Schedule 1 and Schedule 2 hereto, each effective nunc pro tunc to the Petition Date or to May 31, 2017, as applicable, and to abandon any burdensome property located at any such store locations; and upon the Coulombe Declaration and the First Day Declaration; and this Court having found that it has jurisdiction over this matter pursuant to 28 U.S.C. 157 and 1334; and this Court having found that this is a core matter pursuant to 28 U.S.C. 157(b; and this Court having found that it may enter a final order consistent with Article III of the United States Constitution; and this Court having found that venue of this proceeding and the Motion in this district is proper pursuant to 28 U.S.C and 1409; and this Court having found that the Debtors notice of the Motion and opportunity for a hearing on the Motion were appropriate under the circumstances and that no other notice need be provided; and this Court having reviewed the Motion and having heard the statements in support of the relief requested therein at a hearing before this Court (the Hearing ; and this Court having determined that the legal and factual bases set forth in the Motion and at the Hearing establish just cause for the relief granted herein; and upon all of the proceedings had before this Court; and after due deliberation and sufficient cause appearing therefor, it is HEREBY ORDERED THAT: 1. The Motion is granted as set forth herein. 2 Capitalized terms used but not otherwise defined herein have the meanings ascribed to them in the Motion. 2

6 Case GLT Doc Filed 06/09/17 Entered 06/09/17 09:27:22 Desc Proposed Order Page 4 of Pursuant to section 365 of the Bankruptcy Code, the s identified on Schedule 1 attached hereto are hereby rejected, nunc pro tunc to the Petition Date, and the s identified on Schedule 2 attached hereto are hereby rejected, nunc pro tunc to May 31, The Debtors do not waive any claims that they may have against any counterparty to the s, whether or not such claims arise under, are related to the rejection of, or are independent of the s. 4. Nothing herein shall prejudice any party s rights to assert that the s are not, in fact, executory within the meaning of section 365 of the Bankruptcy Code. 5. Any Burdensome Property or other personal property located at the Vacant Stores, the Closing Stores, the Apartment, or the NY Office is deemed abandoned free and clear of all liens, claims, encumbrances, interests, and rights of third parties and the counterparties to the s may dispose of such property in their sole and absolute discretion and without further notice or order of this Court without liability to the Debtors or third parties so long as the premises have been vacated by the Debtors. 6. Nothing herein shall prejudice the rights of the Debtors to argue that any of the s were terminated prior to the Petition Date, or that any claim for damages arising from the rejection of the s is limited to the remedies available under any applicable termination provision of such lease, sublease, or contract, as applicable, or that any such claim is an obligation of a third party, and not that of the Debtors or their estates. 7. Notwithstanding the relief granted in this Order and any actions taken pursuant to such relief, nothing in this Order shall be deemed: (a an admission as to the validity of any prepetition claim against a Debtor entity; (b a waiver of the Debtors of any party-in-interest s 3

7 Case GLT Doc Filed 06/09/17 Entered 06/09/17 09:27:22 Desc Proposed Order Page 5 of 15 right to dispute any prepetition claim on any grounds; (c a promise or requirement to pay any prepetition claim; (d an implication or admission that any particular claim is of a type specified or defined in this Interim Order or the Motion; (e a request or authorization to assume any prepetition agreement, contract, or lease pursuant to section 365 of the Bankruptcy Code; (f a waiver or limitation of the Debtors rights or the rights of any other person under the Bankruptcy Code or any other applicable law; or (g a concession by the Debtors or any party-in-interest that any liens (contractual, common law, statutory, or otherwise satisfied pursuant to the Motion are valid, and the Debtors and all other parties-in-interest expressly reserve their rights to contest the extent, validity, or perfection or seek avoidance of all such liens. 8. Nothing in the Motion or this Order shall be deemed or construed as an approval of an assumption of any lease, sublease, or contract pursuant to section 365 of the Bankruptcy Code, and all such rights are reserved. 9. Nothing contained in the Motion or this Order is intended or should be construed to create an administrative priority claim. 10. Notice of the Motion as provided therein is deemed good and sufficient notice of such Motion and the requirements of the local rules of this Court, including W.PA. LBR , are satisfied by such notice. 11. Notwithstanding anything to the contrary, the terms and conditions of this Order are immediately effective and enforceable upon its entry. 12. The Debtors are authorized to take all actions necessary to effectuate the relief granted in this Order in accordance with the Motion. 13. This Court retains jurisdiction with respect to all matters arising from or related to the implementation, interpretation, and enforcement of this Order. 4

8 Case GLT Doc Filed 06/09/17 Entered 06/09/17 09:27:22 Desc Proposed Order Page 6 of 15 Prepared by: Kirkland & Ellis LLP (Proposed Counsel to the Debtors and Debtors in Possession Pittsburgh, Pennsylvania Dated: June, 2017 THE HONORABLE GREGORY L. TADDONIO UNITED STATES BANKRUPTCY JUDGE 5

9 Case GLT Doc Filed 06/09/17 Entered 06/09/17 09:27:22 Desc Proposed Order Page 7 of 15 SCHEDULE 1 Schedule of s Rejected Nunc Pro Tunc to the Petition Date Counterparties Debtor Counterparty Description of d Location Counterparty Address(es Adams Pointe II L.P. Apartment Avenue of the Americas New York, NY P.O. Box 1391 Indiana, PA Adams & Co. Real Estate, New York Office 1000 Adams Pointe Blvd Unit 203 #7 Mars, PA c/o Adams & Company Real Estate, 411 Fifth Avenue, 9th Floor New York, NY B & B Associates Hale Lyle & Russell Shops at Hickory 2571 Hwy 70 SE Suite G Hickory, NC Augusta Drive Abingdon, VA State St. Ste. B Bristol, TN BRE DDR BR Stonebridge GA Stonebridge Village 5879 Spout Springs Rd. Flowery Branch, GA Enterprise Parkway c/o DDR Corp. Beachwood, OH Coleman Marketplace, Coleman Marketplace 145 Holt Garrison Parkway (Sp 420 Danville, VA th Ave. Suite 552 c/o Madison Properties Brooklyn, NY 11218

10 Case GLT Doc Filed 06/09/17 Entered 06/09/17 09:27:22 Desc Proposed Order Page 8 of 15 Counterparties Debtor Counterparty Description of d Location Counterparty Address(es Highway 11 Retail, Shoppes at Dawley 909 East Highline Place Sioux Falls, SD South Reid St, Suite 201 c/o Lloyd Property Management Company Sioux Falls, SD IRC Retail Centers, Inc. Four Flaggs Shopping Center 8321 W. Golf Rd. Niles, IL Commerce Drive Suite 300 Oak Brook, IL J.R. Black Properties Ltd Shops of Granbury 301 Hwy 377 East, Suite 124 Granbury, TX Campbell Road #601 Dallas, TX Jim Wilson & Associates Carriage Crossing Market Place East Shelby Dr. Collierville, TN EastChase Lane Suite 100 Montgomery, AL Oaks Mall, The Oaks Mall The Oaks Mall 6419 W. Newberry Road Gainesville, FL N. Wacker Dr. c/o The Oaks Mall (Attn: Law/ Admin Chicago, IL Newberry Road Attn: General Manager Gainesville, FL

11 Case GLT Doc Filed 06/09/17 Entered 06/09/17 09:27:22 Desc Proposed Order Page 9 of 15 Counterparties Debtor Counterparty Description of d Location Counterparty Address(es Parkway Place SPE, Parkway Place 2801 Memorial Parkway South Huntsville, AL CBL Center, Suite 500, 2030 Hamilton Place Boulevard c/o CBL & Associates Management, Inc. Chattanooga, TN Shamrock/Las Americas West, Crosbie Gliner Schiffman Southard & Swanson LLP Plaza at the Border 3975 Camino de la Plaza San Ysidro, CA North Highway 101, Suite C c/o The Shamrock Group, Solana Beach, CA High Bluff Drive, Suite 320 Attn: Dana Schiffman, Esq San Diego, CA Tanger Fort Worth, Tanger Management, Tanger Outlet Center North Freeway Fort Worth, TX Northline Ave, Suite 360 c/o Tanger Properties LP (Attn: Legal Greensboro, NC

12 Case GLT Doc Filed 06/09/17 Entered 06/09/17 09:27:22 Desc Proposed Order Page 10 of 15 Counterparties Debtor Counterparty Description of d Location Counterparty Address(es Woodbury Village Shopping Center Limited Partnership Woodbury Village Shopping Center 7150 Valley Creek Plaza Woodbury, MN Edinborough Way, Suite 375 Edina, MN

13 Case GLT Doc Filed 06/09/17 Entered 06/09/17 09:27:22 Desc Proposed Order Page 11 of 15 SCHEDULE 2 Schedule of Rejected s Nunc Pro Tunc to May 31, 2017 Counterparties Debtor Counterparty Description of d Location Counterparty Address(es Brixmor/IA Tinley Park Plaza, Victory Square 1915 Victory Dr., Suite K Savannah, GA c/o Brixmor Property Group, Attn: General Counsel 450 Lexington Avenue, 13th Floor New York, New York Burlage Hotel Associates Sound of Freedom Shoppes 537 US Highway 70 Suite 103 Havelock, NC Atlantic Ave Virginia Beach, Virginia Cypress Equities Managed Services, LP Eden Prairie Center 8251 Flying Cloud Drive Suite 2208 Eden Prairie, MN Douglas Avenue, Suite 200 Dallas, Texas Dial Properties Platte River Mall 1000 S. Dewey Street 260 North Platte, NE Nicholas Street, Suite 100 Omaha, Nebraska Eastwood Village Shopping Center Eastwood Village 1624 Montclair Rd. Suite 100 Birmingham, AL Magazine St. New Orleans, Louisiana 70115

14 Case GLT Doc Filed 06/09/17 Entered 06/09/17 09:27:22 Desc Proposed Order Page 12 of 15 Counterparties Debtor Counterparty Description of d Location Counterparty Address(es Ethan Conrad Properties Yuba Sutter Mall 1201 Colusa Ave. Yuba City, CA National Dr. #100 Sacramento, California Great Northern Mall Holding, Great Northern Mall 4081 Rt. 31 Clay, NY State Route 31, PO Box 2216 Attn: Michael Kohan Clay, New York Mall Properties Siegen Lane Marketplace 7677 Andrea Dr. Baton Rouge, LA New Albany Road East New Albany, Ohio Midwest Holdings, Pierre Mall 1615 North Harrison, Suite # 35 Pierre, SD N. Harrison Avenue Pierre, South Dakota Namdar Realty Group, Nittany Mall 2901 E. College Ave. State College, PA Great Neck Road, Suite 304 Great Neck, New York Nueces-Holliday Maverick Partners II, Ltd Uvalde Shopping Center 2260 East Main St. Uvalde, TX Spicewood Springs Road, Suite 202 Austin, Texas

15 Case GLT Doc Filed 06/09/17 Entered 06/09/17 09:27:22 Desc Proposed Order Page 13 of 15 Counterparties Debtor Counterparty Description of d Location Counterparty Address(es Schottenstein Property Group Inc. Erskine Village 1290 East Ireland Road, Suite G-1 South Bend, IN East Fifth Avenue Columbus, Ohio Sealy & Dickson Sealy North Park Plaza 1806 East End Blvd Nth Suite 600 Marshall, TX Texas Street, Suite 1050 Shreveport, Louisiana Security Square Security Square Mall 6901 Security Blvd Baltimore, MD Security Blvd Baltimore, Maryland Silver Spring Retail, Ellsworth Place 8661 Colesville Rd. Silver Spring West Street, Suite 100 Annapolis, Maryland SIMA Management Corp Cascade Village Shopping Center N. Highway 97, Ste. 78 Bend, OR B State Street Santa Barbara, California

16 Case GLT Doc Filed 06/09/17 Entered 06/09/17 09:27:22 Desc Proposed Order Page 14 of 15 Counterparties Debtor Counterparty Description of d Location Counterparty Address(es Simon Property Group St. Charles Towne Center Mall Circle Drove Waldorf, MD Simon Property Group M/S Management Associates Inc. 225 W. Washington Street Indianapolis, Indiana Sunland Park Mall, Sunland Park Mall 750 Sunland Park Dr. sp B-05A El Paso (Sunland, TX East Broad Street c/o WP Glimcher Inc. Columbus, Ohio Tanger Properties LP Tanger Outlet Westbrook 314 Flat Rock Place Westbrook, CT Northline Avenue, Suite 360 Greensboro, North Carolina Trinity-Overlook, The Overlook 276 Highway 54 West Peachtree City, GA Airport Road, Suite 2D Atlanta, Pennsylvania US Centennial Vancouver Mall, Westfield Sarasota Square 8201 South Tamiami Trail Unit 42 Sarasota, FL N. Central Expy, Suite 1740 Dallas, Texas Wolford Development Inc. The Shoppes at Lake Havasu 5601 Hwy N., Suite 906 Lake Havasu, AZ Georgia Ave, Suite 200 Chattanooga, Tennessee

17 Case GLT Doc Filed 06/09/17 Entered 06/09/17 09:27:22 Desc Proposed Order Page 15 of 15 5

18 Case GLT Doc Filed 06/09/17 Entered 06/09/17 09:27:22 Desc Exhibit B Page 1 of 15 Exhibit B Redline of Amended Proposed Order

19 Case GLT Doc Filed 06/09/17 Entered 06/09/17 09:27:22 Desc Exhibit B Page 2 of 15 IN THE UNITED STATES BANKRUPTCY COURT FOR THE WESTERN DISTRICT OF PENNSYLVANIA In re:, et al., 1 Case No (GLT Debtors. Chapter 11 (Jointly Administered, et al., Related to Docket No. 23, 79 Movants, Agenda No. 456, section II. 1 v Adams Pointe II L.P.; Adams & Co. Real Estate, ; B & B Associates ; BRE DDR BR Stonebridge GA ; Brixmor/IA Tinley Park Plaza, ; Burlage Hotel Associates; Coleman Marketplace, ; Crosbie Gliner Schiffman Southard & Swanson LLP; Cypress Equities Managed Services, LP; Dial Properties; Eastwood Village Shopping Center; Ethan Conrad Properties; Great Northern Mall Holding, ; Hale Lyle & Russell; Highway 11 Retail, ; IRC Retail Centers, Inc.; J.R. Black Properties Ltd; Jim Wilson & Associates ; Mall Properties; Midwest Holdings, ; Namdar Realty Group, ; Nueces- Holliday Maverick Partners II, Ltd; Oaks Mall, ; Parkway Place SPE, ; Schottenstein Property Group Inc; Sealy & Dickson ; Security Square ; Shamrock/Las Americas West, ; Silver Spring Retail, ; SIMA Management Corp; Simon Property Group LP; Sunland Park Mall, ; Tanger; Tanger Fort Worth, ; Tanger Management, ; The Oaks Mall; Trinity-Overlook, ; US Centennial Vancouver Mall, ; Wolford Development Inc.; Woodbury Village Shopping Center Limited Partnership. Respondent. Formatted Table Formatted: Indent: Left: 1" 1 The Debtors in these chapter 11 cases, along with the last four digits of each Debtor s federal tax identification number, are: (1645; Rhodes Holdco, Inc. (6922; r services llc (9425; and rue services corporation (0396. The location of the Debtors service address is: 800 Commonwealth Drive, Warrendale, Pennsylvania

20 Case GLT Doc Filed 06/09/17 Entered 06/09/17 09:27:22 Desc Exhibit B Page 3 of 15 ORDER AUTHORIZING (I REJECTION OF CERTAIN UNEXPIRED LEASES OF REAL PROPERTY EFFECTIVE NUNC PRO TUNC TO THE PETITION DATE, (II REJECTION OF CERTAIN UNEXPIRED LEASES OF REAL PROPERTY EFFECTIVE NUNC PRO TUNC TO MAY 31, 2017, AND (III ABANDONMENT OF ANY BURDENSOME PROPERTY LOCATED AT LOCATIONS COVERED BY SUCH UNEXPIRED LEASES Upon the motion (the Motion 2 of the above-captioned debtors and debtors in possession (collectively, the Debtors for entry of an order (this Order authorizing the Debtors to reject certain unexpired leases, as listed on Schedule 1 and Schedule 2 hereto, each effective nunc pro tunc to the Petition Date or to May 31, 2017, as applicable, and to abandon any burdensome property located at any such store locations; and upon the Coulombe Declaration and the First Day Declaration; and this Court having found that it has jurisdiction over this matter pursuant to 28 U.S.C. 157 and 1334; and this Court having found that this is a core matter pursuant to 28 U.S.C. 157(b; and this Court having found that it may enter a final order consistent with Article III of the United States Constitution; and this Court having found that venue of this proceeding and the Motion in this district is proper pursuant to 28 U.S.C and 1409; and this Court having found that the Debtors notice of the Motion and opportunity for a hearing on the Motion were appropriate under the circumstances and that no other notice need be provided; and this Court having reviewed the Motion and having heard the statements in support of the relief requested therein at a hearing before this Court (the Hearing ; and this Court having determined that the legal and factual bases set forth in the Motion and at the Hearing establish just cause for the relief granted herein; and upon all of the proceedings had before this Court; and after due deliberation and sufficient cause appearing therefor, it is HEREBY ORDERED THAT: 2 Capitalized terms used but not otherwise defined herein have the meanings ascribed to them in the Motion. 2

21 Case GLT Doc Filed 06/09/17 Entered 06/09/17 09:27:22 Desc Exhibit B Page 4 of The Motion is granted as set forth herein. 2. Pursuant to section 365 of the Bankruptcy Code, the s identified on Schedule 1 attached hereto are hereby rejected, nunc pro tunc to the Petition Date, and the s identified on Schedule 2 attached hereto are hereby rejected, nunc pro tunc to May 31, The Debtors do not waive any claims that they may have against any counterparty to the s, whether or not such claims arise under, are related to the rejection of, or are independent of the s. 4. Nothing herein shall prejudice any party s rights to assert that the s are not, in fact, executory within the meaning of section 365 of the Bankruptcy Code. 5. The Debtors are authorized to abandon any Any Burdensome Property or other personal property located at the Vacant Stores, the Closing Stores, the Apartment, or the NY Office free is deemed abandoned free and clear of all liens, claims, encumbrances, interests, and rights of third parties and the counterparties to the s may dispose of such property in their sole and absolute discretion and without further notice or order of this Court without liability to the Debtors or third parties so long as the premises have been vacated by the Debtors. 6. Nothing herein shall prejudice the rights of the Debtors to argue that any of the s were terminated prior to the Petition Date, or that any claim for damages arising from the rejection of the s is limited to the remedies available under any applicable termination provision of such lease, sublease, or contract, as applicable, or that any such claim is an obligation of a third party, and not that of the Debtors or their estates. 7. Notwithstanding the relief granted in this Order and any actions taken pursuant to such relief, nothing in this Order shall be deemed: (a an admission as to the validity of any 3

22 Case GLT Doc Filed 06/09/17 Entered 06/09/17 09:27:22 Desc Exhibit B Page 5 of 15 prepetition claim against a Debtor entity; (b a waiver of the Debtors of any party-in-interest s right to dispute any prepetition claim on any grounds; (c a promise or requirement to pay any prepetition claim; (d an implication or admission that any particular claim is of a type specified or defined in this Interim Order or the Motion; (e a request or authorization to assume any prepetition agreement, contract, or lease pursuant to section 365 of the Bankruptcy Code; (f a waiver or limitation of the Debtors rights or the rights of any other person under the Bankruptcy Code or any other applicable law; or (g a concession by the Debtors or any party-in-interest that any liens (contractual, common law, statutory, or otherwise satisfied pursuant to the Motion are valid, and the Debtors and all other parties-in-interest expressly reserve their rights to contest the extent, validity, or perfection or seek avoidance of all such liens. 8. Nothing in the Motion or this Order shall be deemed or construed as an approval of an assumption of any lease, sublease, or contract pursuant to section 365 of the Bankruptcy Code, and all such rights are reserved. 9. Nothing contained in the Motion or this Order is intended or should be construed to create an administrative priority claim. 10. Notice of the Motion as provided therein is deemed good and sufficient notice of such Motion and the requirements of the local rules of this Court, including W.PA. LBR , are satisfied by such notice. 11. Notwithstanding anything to the contrary, the terms and conditions of this Order are immediately effective and enforceable upon its entry. 12. The Debtors are authorized to take all actions necessary to effectuate the relief granted in this Order in accordance with the Motion. 4

23 Case GLT Doc Filed 06/09/17 Entered 06/09/17 09:27:22 Desc Exhibit B Page 6 of This Court retains jurisdiction with respect to all matters arising from or related to the implementation, interpretation, and enforcement of this Order. Prepared by: Kirkland & Ellis LLP (Proposed Counsel to the Debtors and Debtors in Possession Pittsburgh, Pennsylvania Dated: June, 2017 THE HONORABLE GREGORY L. TADDONIO UNITED STATES BANKRUPTCY JUDGE 5

24 Case GLT Doc Filed 06/09/17 Entered 06/09/17 09:27:22 Desc Exhibit B Page 7 of 15 SCHEDULE 1 Schedule of s Rejected Nunc Pro Tunc to the Petition Date Counterparties Debtor Counterparty Description of d Location Counterparty Address(es Adams Pointe II L.P. Apartment Avenue of the Americas New York, NY P.O. Box 1391 Indiana, PA Adams & Co. Real Estate, New York Office 1000 Adams Pointe Blvd Unit 203 #7 Mars, PA c/o Adams & Company Real Estate, 411 Fifth Avenue, 9th Floor New York, NY B & B Associates Hale Lyle & Russell Shops at Hickory 2571 Hwy 70 SE Suite G Hickory, NC Augusta Drive Abingdon, VA State St. Ste. B Bristol, TN BRE DDR BR Stonebridge GA Stonebridge Village 5879 Spout Springs Rd. Flowery Branch, GA Enterprise Parkway c/o DDR Corp. Beachwood, OH Coleman Marketplace, Coleman Marketplace 145 Holt Garrison Parkway (Sp 420 Danville, VA th Ave. Suite 552 c/o Madison Properties Brooklyn, NY 11218

25 Case GLT Doc Filed 06/09/17 Entered 06/09/17 09:27:22 Desc Exhibit B Page 8 of 15 Counterparties Debtor Counterparty Description of d Location Counterparty Address(es Highway 11 Retail, Shoppes at Dawley 909 East Highline Place Sioux Falls, SD South Reid St, Suite 201 c/o Lloyd Property Management Company Sioux Falls, SD IRC Retail Centers, Inc. Four Flaggs Shopping Center 8321 W. Golf Rd. Niles, IL Commerce Drive Suite 300 Oak Brook, IL J.R. Black Properties Ltd Shops of Granbury 301 Hwy 377 East, Suite 124 Granbury, TX Campbell Road #601 Dallas, TX Jim Wilson & Associates Carriage Crossing Market Place East Shelby Dr. Collierville, TN EastChase Lane Suite 100 Montgomery, AL Oaks Mall, The Oaks Mall The Oaks Mall 6419 W. Newberry Road Gainesville, FL N. Wacker Dr. c/o The Oaks Mall (Attn: Law/ Admin Chicago, IL Newberry Road Attn: General Manager Gainesville, FL

26 Case GLT Doc Filed 06/09/17 Entered 06/09/17 09:27:22 Desc Exhibit B Page 9 of 15 Counterparties Debtor Counterparty Description of d Location Counterparty Address(es Parkway Place SPE, Parkway Place 2801 Memorial Parkway South Huntsville, AL CBL Center, Suite 500, 2030 Hamilton Place Boulevard c/o CBL & Associates Management, Inc. Chattanooga, TN Shamrock/Las Americas West, Crosbie Gliner Schiffman Southard & Swanson LLP Plaza at the Border 3975 Camino de la Plaza San Ysidro, CA North Highway 101, Suite C c/o The Shamrock Group, Solana Beach, CA High Bluff Drive, Suite 320 Attn: Dana Schiffman, Esq San Diego, CA Tanger Fort Worth, Tanger Management, Tanger Outlet Center North Freeway Fort Worth, TX Northline Ave, Suite 360 c/o Tanger Properties LP (Attn: Legal Greensboro, NC

27 Case GLT Doc Filed 06/09/17 Entered 06/09/17 09:27:22 Desc Exhibit B Page 10 of 15 Counterparties Debtor Counterparty Description of d Location Counterparty Address(es Woodbury Village Shopping Center Limited Partnership Woodbury Village Shopping Center 7150 Valley Creek Plaza Woodbury, MN Edinborough Way, Suite 375 Edina, MN

28 Case GLT Doc Filed 06/09/17 Entered 06/09/17 09:27:22 Desc Exhibit B Page 11 of 15 SCHEDULE 2 Schedule of Rejected s Nunc Pro Tunc to May 31, 2017 Counterparties Debtor Counterparty Description of d Location Counterparty Address(es Brixmor/IA Tinley Park Plaza, Victory Square 1915 Victory Dr., Suite K Savannah, GA c/o Brixmor Property Group, Attn: General Counsel 450 Lexington Avenue, 13th Floor New York, New York Burlage Hotel Associates Sound of Freedom Shoppes 537 US Highway 70 Suite 103 Havelock, NC Atlantic Ave Virginia Beach, Virginia Cypress Equities Managed Services, LP Eden Prairie Center 8251 Flying Cloud Drive Suite 2208 Eden Prairie, MN Douglas Avenue, Suite 200 Dallas, Texas Dial Properties Platte River Mall 1000 S. Dewey Street 260 North Platte, NE Nicholas Street, Suite 100 Omaha, Nebraska Eastwood Village Shopping Center Eastwood Village 1624 Montclair Rd. Suite 100 Birmingham, AL Magazine St. New Orleans, Louisiana 70115

29 Case GLT Doc Filed 06/09/17 Entered 06/09/17 09:27:22 Desc Exhibit B Page 12 of 15 Counterparties Debtor Counterparty Description of d Location Counterparty Address(es Ethan Conrad Properties Yuba Sutter Mall 1201 Colusa Ave. Yuba City, CA National Dr. #100 Sacramento, California Great Northern Mall Holding, Great Northern Mall 4081 Rt. 31 Clay, NY State Route 31, PO Box 2216 Attn: Michael Kohan Clay, New York Mall Properties Siegen Lane Marketplace 7677 Andrea Dr. Baton Rouge, LA New Albany Road East New Albany, Ohio Midwest Holdings, Pierre Mall 1615 North Harrison, Suite # 35 Pierre, SD N. Harrison Avenue Pierre, South Dakota Namdar Realty Group, Nittany Mall 2901 E. College Ave. State College, PA Great Neck Road, Suite 304 Great Neck, New York Nueces-Holliday Maverick Partners II, Ltd Uvalde Shopping Center 2260 East Main St. Uvalde, TX Spicewood Springs Road, Suite 202 Austin, Texas

30 Case GLT Doc Filed 06/09/17 Entered 06/09/17 09:27:22 Desc Exhibit B Page 13 of 15 Counterparties Debtor Counterparty Description of d Location Counterparty Address(es Schottenstein Property Group Inc. Erskine Village 1290 East Ireland Road, Suite G-1 South Bend, IN East Fifth Avenue Columbus, Ohio Sealy & Dickson Sealy North Park Plaza 1806 East End Blvd Nth Suite 600 Marshall, TX Texas Street, Suite 1050 Shreveport, Louisiana Security Square Security Square Mall 6901 Security Blvd Baltimore, MD Security Blvd Baltimore, Maryland Silver Spring Retail, Ellsworth Place 8661 Colesville Rd. Silver Spring West Street, Suite 100 Annapolis, Maryland SIMA Management Corp Cascade Village Shopping Center N. Highway 97, Ste. 78 Bend, OR B State Street Santa Barbara, California

31 Case GLT Doc Filed 06/09/17 Entered 06/09/17 09:27:22 Desc Exhibit B Page 14 of 15 Counterparties Debtor Counterparty Description of d Location Counterparty Address(es Simon Property Group St. Charles Towne Center Mall Circle Drove Waldorf, MD Simon Property Group M/S Management Associates Inc. 225 W. Washington Street Indianapolis, Indiana Sunland Park Mall, Sunland Park Mall 750 Sunland Park Dr. sp B-05A El Paso (Sunland, TX East Broad Street c/o WP Glimcher Inc. Columbus, Ohio Tanger Properties LP Tanger Outlet Westbrook 314 Flat Rock Place Westbrook, CT Northline Avenue, Suite 360 Greensboro, North Carolina Trinity-Overlook, The Overlook 276 Highway 54 West Peachtree City, GA Airport Road, Suite 2D Atlanta, Pennsylvania US Centennial Vancouver Mall, Westfield Sarasota Square 8201 South Tamiami Trail Unit 42 Sarasota, FL N. Central Expy, Suite 1740 Dallas, Texas Wolford Development Inc. The Shoppes at Lake Havasu 5601 Hwy N., Suite 906 Lake Havasu, AZ Georgia Ave, Suite 200 Chattanooga, Tennessee

32 Case GLT Doc Filed 06/09/17 Entered 06/09/17 09:27:22 Desc Exhibit B Page 15 of 15 5