Docket #4406 Date Filed: 12/23/2009

IN THE UNITED STATES BANKRUPTCY COURT FOR THE DISTRICT OF DELAWARE

In

re:
al.,r

)
)
)

Chapter

11

MERVYN'S HOLDINGS, LLC, e!

Case No. 08-11586

(KG)

Debtors.

Jointly Administered

IE: D-).44QD
Stipulationz attached hereto
as

ORDER APPROVING STIPULATION BETWEEN MACERICH SUNLAND PARK HOLDINGS LLC AND DEBTORS RESOLVING CI=TAIMS qF MACBRTCH SUNLANp PARK BgLDII{gS LI,q

AIID NOW, upon consideration of the foregoing

Fxhibit A, and good cause appearing for the approval tbereof, it is hereby:
ORDERED, that the Stipulation is APPROVED; and it is further ORDERED, that paynrent of the Allowed Clairn shallbe in full and final satisfaction of Landlord's claim number 6489, and shall be rnade in accordance with the terms of the Chapter
11 plan ultimately confirnred in these Chapter I

cases; and

it is ftirther

ORDERED, that nothing herein shall be deenred to impact or in any way disallow any
unsecured claim previously allowed

by the Debtors in the Order Granting Debtors' Fotu'tlt

Onmibus Objection to Clainrc [Docket No. 3819]; and it is further

ORDERSD, that this Stipulation shall be binding upon (i) any liquidating trustee; plan
administrator; distribution agent and/or any other responsible person appointed pursuant to any Chapter

1I plan confrrmed in these

cases;

(ii) any Chapter I I trustee appointed in

these cases

and/or (iii) any Chapter'7 trustee appointed or elected in these cases; and it is further

The Debtors in these cases, along rvith tlre last four digits of their federal tax identification numbers, are Mervyn's Holdings, LLC (3405), Mervyn's LLC (4456) and Mervyn's Brands, LLC (8850). 'Terms not defined herein shall have the nreanings attributed to them in the Stipulation.

RLFI 3519854v,1

0q/v),7 2o 0811586091223000000000018

ORDERED, the Court shall retain jurisdiction over the implementation and enforcement

of the Stipulation and this Order.

Dated: Decernber6.., 2009 Wilmington, Delaware

RLFI 3519854v.1

EXHIBIT A

RLFI 3519854v.1

IN THE UNITED STATES BANKRUPTCY COURT FOR THE DISTRICT OF DELA,WARE

ln re:
MERVYN'S HOLDINGS, LLC,9!
Debtors.

)
)

Chapter

ll
(KG)

3L,,'

)
)
) )

Case No. 08-11586

Jointly Administered

STIPULATION BETWEEN MACERICH SUNLAND PARK HOLDINGS LLC AND pEETORS RI,SOLVING CLATNIS OF MAqERICH SV,NLANp PARK HOLpINGS LLC
Macerich Sunland Park Holdings LLC ("Landlord') and the above-captioned debtors and
debtors in possession (the'oDebtors") hereby stipulate as follows:

RECITALS

A.
Code").

On July 29, 2008 (the "Pg!i$gU_Dglg"), each of the Debtors filed a voluntary

petition for relief under Chapter 11 of title 11 of the United States Code (the "Ballguptcy

B. C.
"Claim").

The Landlord has filed various proofs of claim in these Chapter 11 cases. The Debtors have filed certain Ornnibus Objections to Claims (the "Qbj_ggliggg").

In the Objections, the Debtors objected to, among others, Landlord's clairn number 6489 (the

D.

Since the filing of the Objectious, the Debtors and the Landlord have reached an

agreenrent as to the treatment

of the Clainr, and have agreed to enter into this Stipulation to

clarify the allowarrce and treatnent of the Claim.

E.

The Debtors and Landlord HEREBY STIPULATE AND AGREE as follows:

The Debtors in these cases, along with the last four digits of their federal tax identification numbers, are Mervyn's Holdings, LLc (3405), Mervyn's LLc (4456) and Mervyn's Brands, LLc (8850).

RLFI 3519854v.1

AGBEEMENT

l. 2. 3. 4.
these Chapter

The Recitals are true and correct and are incorporated herein by reference.

This Stipulation is subject to Bankruptcy Court approval and shall be of no force

and effect unless and until approved by the Bankruptcy court.

The Debtors and the Landlord have agreed that Landlord shall be allowed an

administrative claim against Mervyn's LLC in the amount of $54,6g0.01 (the,.Allowed Qlaim,,).
Payment of the Allowed Clainr shall be in full and final satisfaction of the Claim,

and shall be ntade in accordance rvith the ternrs of the Chapter

l1 plan ultimately confirmed

irr

1l

cases.

5.

Nothing herein shall be deemed to impact or in any way disallow any unsecured

clainr previously allowed by the Debtors in the Order Granting Debtors' Fourth Omnibus
Objection to Claims [Doclcet No. 3gl9].

6'
Chapter

This Stipulation shall be binding upon

(i)

any liquidating trustee; plan

administrator; distribution agent and/or any other responsible person appointed pursuant to any

1l plan confinned in these

cases;

(ii) any Chapter 1l tnrstee appointed in

these cases

and/or (iii) any chapter 7 trustee appointed or elected in these cases.

RLFI J519854v.1

Dated: December 22, 2009

/s/ Ptlstirr P...Franch Dustin P. Branch

i (No. 2732)
. Samis (No. a909) L. Katherine Good (No. 5l0l) zuCHARDS, LAYTON & FINGER, P.A.

KATTEN MUCHIN ROSENMAN LLP

2029 Century Park East, Suite 2600 Los Angeles, California 90067 Telephone: (3 I 0) 788-4420 Facsimile: (3 10) 712-827 I Email : dustin.branch@kattenlaw. com Counsel to Landlord Macerich Smland Park Holdings LLC

One Rodney Square 920 North King Street

Wilnrington, Delaware 1 980I Telephone: (302) 651-7700 Facsimile: (302) 651-7701 Enrail: collins@rlf.com
de fi'anc eschi @rl f.

conr

sarnis@rlf.com good@rlf.com
and

Howard S. Beltzer Wendy S, Walker Kizzy L. Rosenblatt MORGAT, LEWIS & BOCKIUS LLP 101 Park Avenue New York, New York 10178-0060 Telephone: (212) 309-6000 Facsimile: (212) 309-600 I Email : hbeltzer@nrorganlewis.com wwalker@morganlewis.com kosenblatt@nrorganlewis.com
Attornel's for tlrc Debtors and Deblors in Possessiort

RLFI 3519854v.1