Exhibit 10.2

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BUSINESSLOANAGREEMENT

Borrower:SeritageGrowthProperties,L.P.

500 5th Ave Suite 1530 New York, NY10110-1502

Lender:b1BANK

Houston - Brittmoore Rd. Banking Center C/O Loan Operations

POBox1823

LakeCharles,LA70602-1823

THISBUSINESSLOANAGREEMENTdatedJuly24,2026,ismadeandexecutedbetweenSeritageGrowthProperties,L.P.("Borrower")and b1BANK("Lender")onthefollowingtermsandconditions. BorrowerhasappliedtoLenderforaloanorloansorotherfinancial accommodations,includingthose whichmaybedescribed onanyexhibitorscheduleattached tothis Agreement.Borrowerunderstandsand agreesthat:(A)ingranting,renewing,orextendingany Loan, Lenderisrelying uponBorrower'srepresentations, warranties,andagreements as set forth in this Agreement;(B)the granting, renewing,orextendingofany Loan by Lender atalltimes shall be subject to Lender's sole judgmentanddiscretion;and(C)allsuchLoansshallbeandremainsubjecttothetermsandconditionsofthisAgreement.

APPLICATIONFORANDPURPOSEOFTHELOAN.BorrowerhasappliedtoLenderforaLoanintheaggregateprincipalamountof

$25,000,000.00forthefollowingpurpose: Torefinanceexistingdebtbyprovidinga100%cash-securedrevolvinglineofcreditforgeneral corporate working capital, liquidity management, and operating needsduring theorderly disposition ofremaining real estateassets..

BORROWER'SNOTE.Lenderhas agreedtoconsidermakingLoan AdvancestoBorrower,from timetotime, oneor moretimes,ona revolving line of credit basis up to a maximumprincipal amount outstanding at any one or more times not to exceed $25,000,000.00, or such other amounts as to which Lender may agree.Borrower agrees to be bound and obligated under the terms and conditions of this Agreement and Lender'sprocedures and additional requirements for requestingLoan Advances, as well as anyand all Security Agreements directly orindirectly securing repayment of the same.

LINE OFCREDIT.Borrower'sNoteshall beconsideredfor allpurposesas a"masternote" andshallevidence anyandall LoanAdvancesmade byLendertoBorrowerfromtimetotimeona self-replenishing lineofcreditbasis.LoanAdvancesunder Borrower'sNotemayberequested orally orinwriting.Lender may, but neednot,requirethatall oral requestsbe confirmedin writing.Borrower agrees to beliablefor allsums advanced by Lenderunder Borrower'sLoan and Notein accordancewith theinstructions of anyofficer or other representativeof Borrower or creditedtoBorrower'sdepositaccount(s)withLender.Borroweradditionallyagreesthattheunpaidprincipalbalanceoutstandingunder Borrower's Loan and Note shall at all times be evidenced by endorsements on the Note, or alternatively, by Lender's internal records, including Lender'selectronicrecords.BorroweradditionallyagreesthatLendermay,withinitssolejudgment,refusetoextendLoanAdvancesto BorrowerwheneverLenderdeterminesorhasreasontobelievethatanyoneormoreofthefollowingconditionsexistsorwilloccur:(a)the amount oftherequestedLoan Advancewill resultin Borrowerexceedingitsmaximum lineof credit;(b)Borroweris notcomplying orhasnot complied with Lender's procedures and additional requirements for requesting Loan Advances;(c) Borrower has failed to provide Lender with satisfactory documentation to support the requested Loan Advance;(d)Lender has reason to believe that Borrower is not presently complying, or hasnotcomplied withthe termsandconditionsof thisAgreement,or hascommitted oris intheprocess ofcommitting an Eventof Default hereunderorunder anySecurity Agreement directly orindirectly securingrepayment of Borrower'sLoan and Note; or(e)Lender deemsitselfto be insecure withregard to therepayment of Borrower's Loan and Note.Lender shall have no obligation or liability to Borrower or to any other person or persons arising outof or in any wayaccruing from Lender's reasonable refusalto extend Loan Advances toBorrower for any of the reasons stated above.

AUTOMATIC PAYMENTS.Borrower hereby authorizes Lender automatically to deduct from Borrower's D - DDA (Demand Deposit Account) account, numbered 84503253808, the amount of any loan payment.If the funds in the account are insufficient to cover any payment, Lender shall not be obligated to advance funds to cover the payment.At any time and for any reason, Borrower or Lender may voluntarily terminate Automatic Payments.

TERM.ThisAgreementshallbeeffectiveasofJuly24,2026,andshallcontinueinfullforceandeffectuntilsuchtimeasallofBorrower's LoansinfavorofLenderhavebeenpaidinfull,includingprincipal,interest,costs,expenses,attorneys'fees,andotherfeesandcharges,or until such time as the parties may agree in writing to terminate this Agreement.

CONDITIONS PRECEDENT TO EACH ADVANCE.Lender's obligation to make the initial Advance and each subsequent Advance under this Agreement shall be subject to the fulfillment to Lender's satisfaction of all of the conditions set forth in this Agreement and in the Related Documents.

Loan Documents.Borrower shall provide to Lender the following documents for the Loan:(1)the Note;(2)Security Agreements granting to Lender security interests in the Collateral;(3)financing statements and all other documents perfecting Lender's Security Interests;(4)evidence of insurance as required below;(5)guaranties;(6)together with all such Related Documents as Lender may require for the Loan; all in form and substance satisfactory to Lender and Lender's counsel.

Borrower's Authorization.Borrower shall have provided in form and substance satisfactory to Lender properly certified resolutions, duly authorizing the execution and delivery of this Agreement, the Note and the Related Documents.In addition, Borrower shall have provided such other resolutions, authorizations, documents and instruments as Lender or its counsel, may require.

PaymentofFeesandExpenses.BorrowershallhavepaidtoLenderallfees,charges,andotherexpenseswhicharethendueandpayable as specified in this Agreement or any Related Document.

Representations and Warranties.The representations and warranties set forth in this Agreement, in the Related Documents, and in any document or certificate delivered to Lender under this Agreement are true and correct.

No Event of Default.There shall not exist at the time of any Advance a condition which would constitute an Event of Default under this Agreement or under any Related Document.

REPRESENTATIONSANDWARRANTIES.BorrowerrepresentsandwarrantstoLender,asofthedateofthisAgreement,asofthedateofeach disbursement of loan proceeds, as of the date of any renewal, extension or modification of any Loan, and at all times any Indebtedness exists:

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Organization.Borroweris apartnership whichis, and atalltimesshall be,dulyorganized, validly existing,andingoodstandingunder and by virtue ofthe lawsofthe State ofDelaware.Borrower is duly authorized totransact business in all other states inwhich Borrower is doing business, having obtained all necessary filings, governmental licenses and approvals for each state in which Borrower is doing business.Specifically, Borrower is, and at all times shall be, duly qualified as a foreign partnership in all states in which the failure to so qualify would have a material adverse effect on its business or financial condition.Borrower has the full power and authority to own its properties and to transact the business in which it is presently engaged or presently proposes to engage.Borrower maintains an office at 5005thAveSuite1530,NewYork,NY10110-1502.UnlessBorrowerhasdesignatedotherwiseinwriting,theprincipalofficeisthe office at whichBorrower keepsits booksand recordsincluding itsrecords concerningthe Collateral.Borrowerwill notifyLender priorto anychange in the locationof Borrower's principal officeaddress or any change in Borrower's name.Borrower shalldo allthings necessary to preserve and to keep in full force and effect its existence, rights and privileges, and shall comply with all regulations, rules, ordinances, statutes, orders and decrees of any governmentalor quasi-governmental authority or court applicable to Borrower and Borrower's business activities.

AssumedBusinessNames.Borrowerhasfiledorrecordedalldocumentsorfilingsrequiredbylawrelatingtoallassumedbusinessnames used by Borrower.Excluding the name of Borrower, the following is a complete list of all assumed business names under which Borrower does business:None.

Authorization.Borrower's execution, delivery, and performance of this Agreement and all the Related Documents have been duly authorized by all necessary action by Borrower and do not conflict with, result in a violation of, or constitute a default under(1)any provision of(a)Borrower's articles or agreements of partnership, or(b)any agreement or otherinstrument bindingupon Borrower or(2) any law, governmental regulation, court decree, or order applicable to Borrower or to Borrower's properties.

Financial Information.Each of Borrower's financial statements supplied to Lender truly and completely disclosed Borrower's financial condition as of the date of the statement, and there has been no material adverse change in Borrower's financial condition subsequent to the date of the most recent financial statement supplied to Lender.Borrower has no material contingent obligations except as disclosed in such financial statements.

Legal Effect.This Agreement constitutes, and any instrument or agreement Borrower is required to give under this Agreement when delivered will constitute legal, valid, and binding obligations of Borrower enforceable against Borrower in accordance with their respective terms.

Properties.Except as contemplated bythis Agreementor aspreviouslydisclosedin Borrower'sfinancialstatements or in writingto Lender andas accepted by Lender, and except for property tax liens fortaxes not presently due and payable,Borrower owns and has good titleto all of Borrower's properties free and clear of all Security Interests, and has not executed any security documents or financing statements relating to such properties.All of Borrower's properties are titled in Borrower's legal name, and Borrower has not used or filed a financing statement under any other name for at least the last five (5) years.

HazardousSubstances.ExceptasdisclosedtoandacknowledgedbyLenderinwriting,Borrowerrepresentsandwarrantsthat:(1)During the period of Borrower's ownership of the Collateral, there has been no use, generation, manufacture, storage, treatment, disposal, release or threatened release of any Hazardous Substance by any person on, under, about or from any of the Collateral.(2)Borrower has no knowledge of, or reason to believe that there has been(a)any breach or violation of any Environmental Laws;(b)any use, generation, manufacture, storage, treatment, disposal, release or threatened release of any Hazardous Substance on, under, about or from the Collateral by any prior owners or occupants of any of the Collateral; or(c)any actual or threatened litigation or claims of any kind by any person relating to such matters.(3)Neither Borrower nor any tenant, contractor, agent or other authorized user of any of the Collateralshall use, generate, manufacture, store, treat, dispose of or release any Hazardous Substance on, under, about or from any of the Collateral; and any such activity shall be conducted in compliance with all applicable federal, state, and local laws, regulations, and ordinances, including without limitation all Environmental Laws.Borrower authorizes Lender and its agents to enter upon the Collateral to make such inspections and tests as Lender may deem appropriate to determine compliance of the Collateral with this section of the Agreement.Any inspections or tests made by Lender shall be at Borrower's expense and for Lender's purposes only and shall not be construed to create any responsibility or liability on the part of Lender to Borrower or to any other person.The representations and warranties contained herein are based on Borrower's due diligence in investigating the Collateral for hazardous waste and Hazardous Substances.Borrower hereby(1)releases and waives any future claims against Lender for indemnity or contribution in the event Borrower becomes liable for cleanup or other costs under any such laws, and(2)agrees to indemnify, defend, and hold harmless Lender against any and all claims, losses, liabilities, damages, penalties, and expenses which Lender may directly or indirectly sustain or suffer resulting from a breach of this section of the Agreement or as a consequence of any use, generation, manufacture, storage, disposal, release or threatened release of a hazardous waste or substance on the Collateral.The provisions of this section of the Agreement, including the obligation to indemnify and defend, shall survive the payment of the Indebtedness and the termination, expiration or satisfaction of this Agreement and shall not be affected by Lender's acquisition of any interest in any of the Collateral, whether by foreclosure or otherwise.

Litigation.There are no suits or proceedings pending, or to the knowledge of Borrower, threatened against or affecting Borrower or Borrower's assets, before any court or by any governmental agency, other than those previously disclosed to Lender in writing, which, if adversely determined, may have a material adverse effect on Borrower's financial condition or business.

Taxes.Tothebest ofBorrower'sknowledge,allofBorrower'staxreturnsandreports thatareorwererequiredtobefiled,havebeen filed,and alltaxes, assessmentsandothergovernmentalchargeshave beenpaidin full,exceptthosepresentlybeingor tobe contestedby Borrower in good faith in the ordinary course of business and for which adequate reserves have been provided.

Information.All information heretofore or contemporaneously herewith furnished by Borrower to Lender for the purposes of or in connection with this Agreement or any transaction contemplated hereby is, and all information hereafter furnished by or on behalf of Borrower to Lender will be, true and accurate in every material respect on the date as of which such information is dated or certified; and none of such information is or will be incomplete by omitting to state any material fact necessary to make such information not misleading.

Lien Priority.Unless otherwise previously disclosed to Lender in writing, Borrower has not entered into or granted any Security Agreements, orpermittedthefilingorattachmentofanySecurityInterestsonoraffectinganyoftheCollateraldirectlyorindirectly securing repayment of Borrower's Loan and Note, that would be prior or that may in any way be superior to Lender'sSecurity Interests and rights in and to such Collateral.

Binding Effect.This Agreement, the Note, all Security Agreements (if any), and all Related Documents are binding upon the signers thereof, as well as upon their successors, representatives and assigns, and are legally enforceable in accordance with their respective terms.

AFFIRMATIVECOVENANTS.BorrowercovenantsandagreeswithLenderthat,solongasthisAgreementremainsineffect,Borrowerwill:

NoticesofClaimsandLitigation.PromptlyinformLenderinwritingof(1)allmaterialadversechangesinBorrower'sfinancialcondition,

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and(2)all existing and all threatened litigation, claims, investigations, administrative proceedings or similar actions affecting Borrower or any Guarantor which could materially affect the financial condition of Borrower or the financial condition of any Guarantor.

Financial Records.Maintainitsbooksand recordsinaccordance withGAAP,oranOCBOAacceptabletoLender,applied onaconsistent basis,andpermitLendertoexamineandauditBorrower'sbooksandrecordsatallreasonabletimes.

Financial Statements.Furnish Lender with such financial statements and other related information at such frequencies and in such detail as Lender may reasonably request.

Additional Information.Furnishsuchadditional informationandstatements, asLendermayrequestfromtimetotime.

AdditionalRequirements.

Cash and Equivalents.Maintain Cashand Equivalents inexcess of$5,000,000.00. The termCash andEquivalents means Unencumbered Cash, TimeDeposits,MarketSecurities,andavailabilityontherevolvinglineofcreditacceptabletoLender.CashandCash Equivalents excludesanycashheldinoperatingaccountsandexcludesanycashheldaspayableonpreferredstock.CashheldinrelatedBorrower, SeritageSRCFinanceLLCmaybeincludedinmeetingthe$5,0000,000minimum.Covenantistobetestedwithin45daysunlesstheSEC filingdateismorethan45daysaftertherespectivequarterend.

Compliance Certificate. Borrower covenants and agrees with Lender that Borrowerwill furnish toLender on 45 days after the end of each fiscal Quarterly unless SEC filing date is more than 45 days after respective quarter end a statement identifying the Borrower's financial performance requirements per this loan agreement, the Borrower's actual performance of this metric, and certifying the accuracy of the calculation and Borrower'scompliance withthe metricto thebest knowledgeand beliefby Borrower'sChiefFinancialofficer orother person acceptable to Lender, in a form acceptable to Lender.

Insurance.Maintain fireandotherriskinsurance, public liabilityinsurance,andsuch otherinsuranceasLendermayrequirewith respectto Borrower's properties and operations, in form, amounts, coverages and with insurance companies acceptable to Lender.Borrower, upon request of Lender, will deliver to Lender from time to time the policies or certificates of insurance in form satisfactory to Lender, including stipulations that coverages will not be cancelled or diminished without at least ten (10) days prior written notice to Lender.Each insurance policy also shall include an endorsement providing that coverage in favor of Lender will not be impaired in any way by any act, omission or default of Borrower or any other person.In connection with all policies covering assets in which Lender holds or is offered a security interest for the Loans, Borrower will provide Lender with such lender's loss payable or other endorsements as Lender may require.

Insurance Reports.Furnish to Lender, upon request of Lender, reports on each existing insurance policy showing such information as Lender may reasonably request, including without limitation the following:(1)the name of the insurer;(2)the risks insured;(3)the amount of the policy;(4)the propertiesinsured;(5)the then current property values on the basis of which insurance has beenobtained, and the manner of determining those values; and(6)the expiration date of the policy.In addition, upon request of Lender (however not more often than annually), Borrower will have an independent appraiser satisfactory to Lender determine, as applicable, the actual cash value or replacement cost of any Collateral.The cost of such appraisal shall be paid by Borrower.

Guaranties.Priorto disbursement ofanyLoanproceeds, furnishexecutedguarantiesoftheLoans infavorofLender,executed bythe guarantors named below, on Lender's forms, and in the amounts and under the conditions set forth in those guaranties.

NamesofGuarantorsAmounts

SeritageGrowthPropertiesUnlimited

SRGLimitedPartner,LLCUnlimited

Seritage SRC Finance LLC UnlimitedSeritageSRCMezzanineFinanceLLCUnlimited

Other Agreements.Comply with all terms and conditions of all other agreements, whether now or hereafter existing, between Borrower and any other party and notify Lender immediately in writing of any default in connection with any other such agreements.

LoanProceeds.UseallLoanproceedssolelyforBorrower'sbusinessoperations,unlessspecificallyconsentedtothecontrarybyLenderin writing.

Taxes,ChargesandLiens.Payanddischargewhendueallofitsindebtednessandobligations,includingwithoutlimitationallassessments, taxes, governmental charges, levies andliens,of every kind and nature,imposed uponBorrower or its properties,income,or profits,prior to the date on which penalties would attach, and all lawful claims that, if unpaid, might become a lien or charge upon any of Borrower's properties, income, or profits.Provided however, Borrower will not be required to pay and discharge any such assessment, tax, charge, levy, lien or claim so long as(1)the legality of the same shall be contested in good faith by appropriate proceedings, and(2)Borrower shall have established on Borrower's books adequate reserves with respect to such contested assessment, tax, charge, levy, lien, or claim in accordance with GAAP or an OCBOA acceptable to Lender.

Performance.Performandcomply, inatimelymanner,withallterms,conditions,and provisionssetforthin this Agreement,intheRelated Documents, and in all other instruments andagreements between Borrower and Lender.Borrower shall notify Lender immediately in writing of any default in connection with any agreement.

Operations.Maintain executive and management personnel with substantially the same qualifications and experience as the present executiveand managementpersonnel; provide written notice toLenderofany change in executive and managementpersonnel; conductits business affairs in a reasonable and prudent manner.

EnvironmentalStudies.Promptlyconductandcomplete,atBorrower'sexpense,allsuchinvestigations,studies,samplingsandtestingsas maybe requested by Lender or any governmentalauthority relative to any substance, or anywaste or by-product of any substance defined as toxic or a hazardous substance under applicable federal, state, or local law, rule, regulation, order or directive, at or affecting anyproperty or any facility owned, leased or used by Borrower.

Compliance with Governmental Requirements.Comply with all laws, ordinances, and regulations, now or hereafter in effect, of all governmentalauthoritiesapplicable to the conductof Borrower's properties,businesses andoperations, andtothe use or occupancyof the Collateral,includingwithoutlimitation,theAmericansWithDisabilitiesAct.Borrowermaycontestingoodfaithanysuchlaw,ordinance, or regulation and withhold compliance during any proceeding, including appropriate appeals, so long as Borrower has notified Lender in writing prior to doing so and so long as, in Lender's sole opinion, Lender's interests in the Collateral are not jeopardized.Lender mayrequire Borrower to post adequate security or a surety bond, reasonably satisfactory to Lender, to protect Lender's interest.

BeneficialOwnershipInformation.ComplywithallbeneficialownershipinformationreportingrequirementsoftheCorporateTransparency Act and its implementing regulations (collectively the CTA), if applicable to that Borrower.Any Borrower that is or becomes a reporting company as defined in the CTA: (1) has filed, or will file within required timeframes a complete and accurate report of its beneficial ownershipinformationwiththeFinancialCrimesEnforcementNetwork(FinCEN)asrequiredbytheCTA;(2)willupdateorcorrectits

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beneficial ownership information with FinCEN within required timeframes upon any change in its beneficial ownership information; (3) will provide Lender with a copy of its beneficial ownership information report filed with FinCEN upon request; (4) consents to allow Lender to obtain from FinCEN beneficial ownership information filed by Borrower; and (5) will notify Lender in writing of any change in its beneficial ownership information within 30 days of such change.

Inspection.PermitemployeesoragentsofLenderatanyreasonabletimetoinspectanyandallCollateralfortheLoanorLoansand Borrower'sotherpropertiesandtoexamineorauditBorrower'sbooks,accounts,andrecordsandtomakecopiesandmemorandaof Borrower'sbooks,accounts,andrecords.IfBorrowernoworatanytimehereaftermaintainsanyrecords(includingwithoutlimitation computergeneratedrecordsandcomputersoftwareprogramsforthegenerationofsuchrecords)inthepossessionofathirdparty, Borrower,uponrequestofLender,shallnotifysuchpartytopermitLenderfreeaccesstosuchrecordsatallreasonabletimesandto provideLenderwithcopiesofanyrecordsitmayrequest,allatBorrower'sexpense.

EnvironmentalComplianceandReports.BorrowershallcomplyinallrespectswithanyandallEnvironmentalLaws;notcauseorpermitto exist,asaresultofanintentionalorunintentionalactionoromissiononBorrower'spartoronthepartofanythirdparty,onproperty owned and/or occupied by Borrower, any environmental activity where damage may result to the environment, unless such environmental activity is pursuant to and in compliance with the conditions of a permit issued by the appropriate federal, state or local governmental authorities; shall furnish to Lender promptlyand in any event within thirty(30) days after receipt thereofa copy of any notice, summons, lien, citation, directive, letter or other communication from any governmental agency or instrumentality concerning any intentional or unintentional action or omission on Borrower's part in connection with any environmental activity whether or not there is damage to the environment and/or other natural resources.

Additional Assurances.Make, execute and deliver to Lender such promissory notes, mortgages, deeds of trust, security agreements, assignments, financing statements, instruments, documents and other agreements as Lender or its attorneys may reasonably request to evidence and secure the Loans and to perfect all Security Interests.

LENDER'S EXPENDITURES.Borrowerrecognizes andagrees that Lender mayincur certain expenses in connectionwith Lender's exercise of rights under this Agreement.If any action or proceeding is commenced that would materially affect Lender's interest in the Collateral or if Borrower fails to comply with any provision of this Agreement or any Related Documents, including but not limited to Borrower's failure to discharge or pay when due any amounts Borrower is required to discharge or pay under this Agreement or any Related Documents, Lender on Borrower's behalf may (but shall not be obligated to) take any action that Lender deems appropriate, including but not limited to discharging or payingalltaxes,Encumbrancesandotherclaims, atanytimeleviedorplacedon anyCollateraland payingallcosts forinsuring,maintainingand preserving any Collateral, including without limitation, the purchase of insurance protecting only Lender's interest in any Collateral.Lender may further take such other action or actions and incur such additional expenditures as Lender may deem to be necessary and proper to cure or rectify any actions or inactions on Borrower's part as may be required under this Agreement.Nothing under this Agreement or otherwise shall obligate Lender to take any such actions or to incur any such additional expenditures on Borrower's behalf, or as making Lender in any way responsible or liable for any loss, damage, or injury to any Collateral, to Borrower, or to any other person or persons, resulting from Lender's election not to take such actions or to incur such additional expenses.In addition, Lender's election to take any such actions or to incur such additional expenditures shall not constitute a waiver or forbearance by Lender of any Event of Default under this Agreement.All such expenditures incurred or paid by Lender for such purposes will then bear interest at the rate charged under the Note from the date incurred or paidbyLendertothedateofrepaymentbyBorrower.AllsuchexpenseswillbecomeapartoftheIndebtednessand,atLender'soption,will

(A)be payableondemand;(B)beadded to the balanceof the Noteand be apportioned among andbe payable with any installment payments to become due during either(1)the term of any applicable insurance policy; or(2)the remaining term of the Note; or(C)be treated as a balloon payment which will be due and payable at the Note's maturity.

NEGATIVE COVENANTS.Borrower covenants and agrees with Lender that while this Agreement is in effect, Borrower shall not, without the prior written consent of Lender:

IndebtednessandLiens.(1)ExceptfortradedebtincurredinthenormalcourseofbusinessandindebtednesstoLendercontemplatedby this Agreement, create, incur or assume indebtedness for borrowed money, including finance leases,(2)sell, transfer, mortgage, assign, pledge, lease, grant a security interest in, or encumber any of Borrower's assets (except as allowed as Permitted Liens), or(3)sell with recourse any of Borrower's accounts receivable, except to Lender.

ContinuityofOperations.(1)EngageinanybusinessactivitiessubstantiallydifferentthanthoseinwhichBorrowerispresentlyengaged,

(2)cease operations, liquidate, merge or restructure as a legal entity (whether by division or otherwise), consolidate with or acquire any other entity, change its name, convert to another type of entity or redomesticate, dissolve or transfer or sell Collateral out of the ordinary course of business, or(3)make any distribution with respect to any capital account, whether by reduction of capital or otherwise.

Loans, Acquisitions and Guaranties.(1)Loan, invest in or advance money or assets to any other person, enterprise or entity,(2) purchase, createoracquire anyinterestinanyotherenterprise or entity,or(3)incurany obligation assuretyorguarantor other than in the ordinary course of business.

Agreements.Enter into any agreement containing any provisions which would be violated or breached by the performance of Borrower's obligations under this Agreement or in connection herewith.

CESSATIONOFADVANCES.IfLenderhasmadeanycommitmenttomakeanyLoantoBorrower,whetherunderthisAgreementorunderany otheragreement,LendershallhavenoobligationtomakeLoanAdvances ortodisburseLoanproceedsif:(A)Borrower oranyGuarantorisin defaultunderthetermsofthisAgreementoranyoftheRelatedDocumentsoranyotheragreementthatBorroweroranyGuarantorhaswith Lender;(B)BorroweroranyGuarantordies,becomesincompetentorbecomesinsolvent,filesapetitioninbankruptcyorsimilarproceedings, orisadjudgedabankrupt;(C)thereoccursamaterialadversechangeinBorrower'sfinancialcondition,inthefinancialconditionofany Guarantor,orinthevalueofanyCollateralsecuringanyLoan;or(D)anyGuarantorseeks,claimsorotherwiseattemptstolimit,modifyor revokesuchGuarantor'sguarantyoftheLoan oranyotherloanwithLender;or(E)Lenderingoodfaithdeemsitselfinsecure,eventhoughno Event of Default shall have occurred.

DEPOSITACCOUNTS.Ascollateralsecurity forrepaymentofBorrower'sNoteandallrenewalsandextensions,aswell astosecureanyandall other loans, notes, indebtedness and obligations that Borrower may now and in the future owe to Lender or incur in Lender's favor, whetherdirect or indirect, absolute or contingent, due or to become due, of any nature and kind whatsoever (with the exception of any indebtedness undera consumer credit card account), and to the extent permitted by law, Borrower is granting Lender a continuingsecurity interest in any and allfundsthatBorrowermaynowandinthefuturehaveondepositwithLenderorincertificatesofdepositorotherdepositaccountsasto which Borrower is an account holder (with the exception of IRA, pension, and other tax-deferred deposits).Borrower further agrees that, to the extent permitted by law, Lender may at any time apply any funds that Borrower may have on deposit with Lender or in certificates of deposit or other deposit accounts as to which Borrower is an account holder against the unpaid balance of Borrower's Note and any and all other present and future indebtedness and obligations that Borrower may then owe to Lender, in principal, interest, fees, costs, expenses, and reasonable attorneys' fees.

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EVENTSOFDEFAULT.ThefollowingactionsorinactionsorbothshallconstituteEventsofDefaultunderthisAgreement:

DefaultUndertheNote.ShouldBorrowerdefaultinthepaymentofprincipalorinterestundertheNoteoranyoftheIndebtedness.

DefaultUnderthisAgreement.ShouldBorrowerviolate,orfailtocomplyfullywithany ofthetermsandconditionsof,ordefaultunderthis Agreement.

DefaultUnderotherAgreements.ShouldanydefaultoccurorexistunderanyRelatedDocumentwhichdirectlyorindirectlysecures repayment of the Loan and any of the Indebtedness.

Other Defaults in Favor of Lender.Borrower or any guarantor defaults under any other loan, extension of credit, security right, instrument, document, or agreement, or obligation infavor of Lender.

DefaultinFavorofThirdParties.ShouldBorroweroranyGuarantordefaultunderanyloan,extensionofcredit,securityagreement, purchase or sales agreement, or any other agreement, in favor ofany other creditor or person that may materially affect any ofBorrower's property,oranyGuarantor'sabilitytoperformtheirrespectiveobligationsunderthisAgreement,oranyRelatedDocument,orpertainingto the Indebtedness.

Insolvency.Shouldthesuspension,failureorinsolvency,howeverevidenced,ofBorroweroranyGuarantoroccurorexist.

ReadjustmentofIndebtedness.Shouldproceedingsforreadjustmentofindebtedness,reorganization,compositionorextensionunderany insolvency law be brought by or against Borrower or any Guarantor.

Assignment for Benefit of Creditors.Should Borrower or any Guarantor file proceedings for a respite or make a general assignment for the benefit of creditors.

Receivership.ShouldareceiverofalloranypartofBorrower'sproperty,orthepropertyofanyGuarantor,beappliedfororappointed.

DissolutionProceedings.ProceedingsforthedissolutionorappointmentofaliquidatorofBorroweroranyguarantorarecommenced.

False Statements.Any warranty, representationor statementmade or furnished to Lender by Borrower or on Borrower's behalf under this AgreementortheRelated Documentsis falseormisleadinginanymaterial respect,eithernoworatthetimemadeorfurnishedor becomes false or misleading at any time thereafter.

ChangeinOwnership.Anychangeinownershipinterestoftwenty-fivepercent(25%)ormoreofanypartnershipinterestinBorrower.

Insecurity.LenderingoodfaithbelievesitselfinsecurewithregardtorepaymentoftheLoan.

EFFECT OF AN EVENT OF DEFAULT.If any Event of Default shall occur, except where otherwise provided in this Agreement or the Related Documents,allcommitmentsandobligations ofLenderunderthisAgreement ortheRelatedDocumentsor anyotheragreementimmediatelywill terminate (including any obligation to make further Loan Advances or disbursements), and, at Lender's option, all Indebtedness immediately will become due and payable, all without notice of any kind to Borrower, except that in the case of an Event of Default of the type described in the "Insolvency" subsection above, such acceleration shall be automatic and not optional.In addition, Lender shall have all the rights and remedies provided in the Related Documents or available at law, in equity, or otherwise.

Lender shall have the right at its sole option, to accelerate payment of Borrower's Note in full, in principal, interest, costs, expenses, attorneys' fees,andotherfees and charges, as wellas to acceleratethematurity of any and all otherloans and/or obligations that Borrowermaythen owe to Lender, whether direct or indirect, or by way of assignment or purchase of a participation interest, and whether absolute or contingent, liquidated or unliquidated, voluntary or involuntary, determined or undetermined, due or to become due, and whether now existing or hereafter arising, andwhether Borrower isobligatedaloneorwithothersona"solidary" or "jointandseveral" basis,asaprincipal obligoror as asurety, of every nature and kind whatsoever, whether any such indebtedness may be barred under any statute of limitations or otherwise may be unenforceable or voidable for any reason whatsoever.

Lender shall have the additional right, again at its sole option, to file an appropriate collection action against Borrower and/or against any guarantororguarantorsof Borrower'sLoanandNote,and/ortoproceed orexerciseany rightsagainstanyCollateralthensecuringrepayment of Borrower's Loan and Note.Borrower and each guarantor further agree that Lender's remedies shall be cumulative in nature and nothing under this Agreement or otherwise, shall be construed as to limit or restrict the optionsand remedies available to Lender following any event of default under this Agreement or otherwise.

Except as may be prohibited by applicable law, all of Lender's rights and remedies shall be cumulative and may be exercised singularly or concurrently.Election by Lender to pursue any remedy shallnotexclude pursuit of any other remedy, and an election to make expenditures orto take action to perform an obligation of Borrower or of any Grantor shall not affect Lender's right to declare a default and to exercise its rights and remedies.

MISCELLANEOUSPROVISIONS.ThefollowingmiscellaneousprovisionsareapartofthisAgreement:

Amendments.No amendment, modification, consent or waiver of any provision of this Agreement, and no consent to any departure by Borrower therefrom, shall be effective unless the same shall be in writing signed by a duly authorized officer of Lender, and then shall be effective only as to the specific instance and for the specific purpose for which given.

Attorneys' Fees; Expenses.Borrower agrees to pay upon demand all of Lender's costs and expenses, including Lender's reasonable attorneys' fees in an amount not exceeding 25.000% of the principal balance due on the Loan and Lender's legal expenses, incurred in connection with the enforcement of this Agreement.Lender may hire or pay someone else to help enforce this Agreement, and Borrower shall pay the costs andexpenses of such enforcement.Costs and expenses include Lender's reasonable attorneys' fees in an amount not exceeding 25.000% of the principal balance due on the Loan and legal expenses whether or not there is a lawsuit, including reasonable attorneys' fees in an amount not exceeding 25.000% of the principal balance due on the Loan and legal expenses for bankruptcy proceedings (including efforts to modify or vacate any automatic stay or injunction), appeals, and any anticipated post-judgment collection services.Borrower also shall pay all court costs and such additional fees as may be directed by the court.

Caption Headings.Caption headings in this Agreement are for convenience purposes only and are not to be used to interpret or define the provisions of this Agreement.

Consent to Loan Participation.Borrower agrees and consents to Lender's sale or transfer, whether now or later, of one or more participation interests in the Loan to one or more purchasers, whether related or unrelated to Lender.Lender may provide, without any limitation whatsoever, to any one or more purchasers, or potential purchasers, any information or knowledge Lender may have about Borrower or about any other matter relatingto the Loan,and Borrower hereby waives any rightsto privacy Borrowermay have with respect to such matters.Borroweradditionally waives any and all notices of sale of participation interests, as well as all notices of any repurchaseof such participation interests.Borrower also agrees that the purchasers of any such participation interests will be considered as the absoluteownersofsuchinterestsintheLoanandwillhavealltherightsgrantedundertheparticipationagreementoragreements

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governing the sale of such participation interests.Borrower further waives all rights of offset or counterclaim that it may have now or later againstLenderoragainstanypurchaserofsuchaparticipationinterestandunconditionallyagreesthateitherLenderorsuchpurchasermay enforce Borrower's obligation under the Loan irrespective of the failure or insolvency of any holder of any interest in the Loan.Borrower further agrees thatthe purchaser of any such participation interests may enforce its interests irrespective of any personal claims or defenses that Borrower may have against Lender.

GoverningLaw.ThisAgreementwillbegovernedbyfederallawapplicabletoLenderand,totheextentnotpreemptedbyfederallaw,the lawsoftheStateofLouisianawithout regardtoitsconflictsoflaw provisions.ThisAgreementhasbeenacceptedbyLender intheState of Louisiana.

No Waiver by Lender.Lender shall not be deemedto have waived any rightsunder this Agreement unless suchwaiver is given in writing and signed by Lender.No delay or omissionon the part of Lender in exercising any right shall operate as a waiverof such right orany other right.A waiver by Lender of a provision of this Agreement shall not prejudice or constitute a waiver of Lender's right otherwise to demand strict compliance with thatprovision or anyotherprovisionofthisAgreement.No prior waiverbyLender, nor anycourse of dealing between Lender and Borrower, or between Lender and any Grantor, shall constitute a waiver of any of Lender's rights or of any of Borrower's or any Grantor's obligations as to any future transactions.Whenever the consent of Lender is required under this Agreement,the grantingofsuch consentby Lenderin any instanceshall notconstitute continuingconsenttosubsequent instances wheresuch consent is required and in all cases such consent may be granted or withheld in the sole discretion of Lender.

Notices.To giveBorrowerany noticerequiredunder this Agreement, Lendermayhand deliverormail thenoticeto Borrowerat Borrower's last address in Lender's records.If there is more than oneBorrower under this Agreement, notice to a single Borrower shall be considered as notice to all Borrowers.To give Lender any notice under this Agreement, Borrower (or any Borrower) shall mail the notice to Lender by registered or certified mail at the address specified in this Agreement, or at any other address that Lender may have given to Borrower (or any Borrower) by written notice as provided inthis section.All notices required or permittedunder this Agreement mustbe in writing and will be considered as given on the day it is delivered by hand or deposited in the U.S. Mail as provided herein.

Severability.IfanyprovisionofthisAgreementisheldtobeillegal,invalidorunenforceableunderpresentorfuturelawseffectiveduring the term hereof, such provision shall be fully severable.This Agreement shall be construed and enforceable as if the illegal, invalid or unenforceableprovisionhadnevercomprisedapartofit,andtheremainingprovisionsofthisAgreementshallremaininfullforceand effectandshallnotbeaffectedbytheillegal,invalidorunenforceableprovisionorbyitsseveranceherefrom.Furthermore,inlieuofsuch illegal,invalidorunenforceableprovision,thereshallbeaddedautomaticallyasapartofthisAgreement,aprovisionassimilarintermsto suchillegal,invalidorunenforceableprovisionasmaybepossibleandlegal,validandenforceable.

Subsidiaries and Affiliates of Borrower.To the extent the context of any provisions of this Agreement makes it appropriate, including without limitation any representation, warranty or covenant, the word "Borrower" as used in this Agreement shall include all of Borrower's subsidiaries and affiliates.Notwithstanding the foregoing however, under no circumstances shall this Agreement be construed to require Lender to make any Loan or other financial accommodation to any of Borrower's subsidiaries or affiliates.

Successors and Assigns.All covenants and agreements by or on behalf of Borrower contained in this Agreement or any Related Documentsshallbind Borrower'ssuccessors andassignsandshallinure tothe benefitofLenderandits successorsand assigns.Borrower shallnot,however,havetherighttoassignBorrower'srightsunderthisAgreementoranyinteresttherein,withoutthepriorwritten consent of Lender.

SurvivalofRepresentationsand Warranties.Borrowerunderstandsandagreesthatinextending LoanAdvances,Lenderisrelyingonall representations,warranties,andcovenantsmadebyBorrowerinthisAgreementorinanycertificateorotherinstrumentdeliveredby Borrowerto Lender under this Agreementor the RelatedDocuments.Borrower furtheragrees that regardlessofany investigationmade by Lender,allsuchrepresentations,warrantiesandcovenantswillsurvivetheextensionofLoanAdvancesanddeliverytoLenderofthe RelatedDocuments,shallbe continuinginnature, shallbedeemed madeandredatedby BorroweratthetimeeachLoan Advanceismade, andshallremaininfullforceandeffectuntilsuchtimeasBorrower'sIndebtednessshallbepaidinfull,oruntilthisAgreementshallbe terminated in the manner provided above, whichever is the last to occur.

WaiveJury.AllpartiestothisAgreementherebywaivetherighttoanyjurytrialinanyaction,proceeding,orcounterclaimbroughtbyany party against any other party.

ADDITIONALREQUIREMENTS.ProvisionsincludedintheOmnibusAgreementwilloverrideandsupersedeprovisionsandtermsinallthe loan documents.

DEFINITIONS.The following capitalized words and terms shall have the following meanings when used in this Agreement.Unless specifically stated to the contrary, all references to dollar amounts shall mean amounts in lawful money of the United States of America.Words and terms usedinthesingular shall includetheplural, andthe plural shall includethesingular, as the context mayrequire.Words andtermsnot otherwise defined in this Agreement shall have the meanings attributed to such terms in the Louisiana Commercial Laws (La. R.S. 10: 9-101, et seq.). Accounting words and terms not otherwise defined in this Agreement shall have the meanings assigned to them in accordance with generally accepted accounting principles as in effect on the date of this Agreement:

Advance.The word "Advance" meansa disbursement ofLoan fundsmade, ortobe made,to Borroweroron Borrower's behalf ona line of credit or multiple advance basis under the terms and conditions of this Agreement.

Agreement.Theword"Agreement"meansthisBusinessLoanAgreement,asthisBusinessLoanAgreementmaybeamendedor modified from time to time, together with all exhibits and schedules attached or to be attached to this Business Loan Agreement from time to time.

Borrower.Theword"Borrower"meansSeritageGrowthProperties,L.P.andincludesallco-signersandco-makerssigningtheNoteandall their successors and assigns.

Collateral.Theword "Collateral"means all propertyand assetsgranted ascollateral security fora Loan,whether realor personal property, whether granteddirectly orindirectly, whether grantednow orin thefuture, andwhethergranted inthe form of asecurityinterest, mortgage, collateral mortgage, deed of trust, assignment, pledge, crop pledge, chattel mortgage, collateral chattel mortgage, chattel trust, factor's lien, equipment trust, conditional sale, trust receipt, lien, charge, lien or title retention contract, lease or consignment intended as a security device, or any other security or lien interest whatsoever, whether created by law, contract, or otherwise.

Environmental Laws.The words "Environmental Laws" mean any and all state, federal and local statutes, regulations and ordinances relating to the protection of human health or the environment, including without limitation the Comprehensive Environmental Response, Compensation, and Liability Act of 1980, as amended, 42 U.S.C. Section 9601, et seq. ("CERCLA"), the Superfund Amendments and Reauthorization Act of 1986, Pub. L. No. 99-499 ("SARA"), the Hazardous Materials Transportation Act, 49 U.S.C. Section 1801, et seq.,the Resource Conservation and Recovery Act, 42 U.S.C. Section 6901, et seq., or other applicable state or federal laws, rules, or regulations adopted pursuant thereto.

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EventofDefault.Thewords "EventofDefault"meananyoftheeventsofdefault setforthInthisAgreement Inthe default sectionofthis Agreement.

GAAP.The word"GAAP"meansgenerallyacceptedaccountingprinciples.

Grantor,The word"Granter'' means each and allofthepersons or entitles granting a Security Interest In any Collateral for the Loan, IncludingwithoutllmltatlonallBorrowers grantingsuchaSecurityInterest.

Guarantor.Theword"Guarantor" meansanyguarantor,surety,oraccommodationpartyofanyoralloftheLoan.

HazardousSubstances.Thewords"HazardousSubstances"meanmaterialsthat,becauseoftheirquantity,concentration orphysical, chemical or infectious characteristics, may cause or pose a present or potential hazard to human health or the environment when Improperly used, treated, stored, disposed of, generated, manufactured, transported or otherwise handled.The words "Hazardous Substances"areusedintheirverybroadestsense andIncludewithout!imitationanyandallhazardous ortoxicsubstances, materials or wasteasdefinedbyorlistedundertheEnvironmentalLaws.Theterm"Hazardous Substances" alsoIncludes, withoutlimitation,petroleum andpetroleumby-productsoranyfractionthereofandasbestos.

Indebtedness.Theword"Indebtedness"means theindebtednessevidencedbytheNoteorRelatedDocuments,Inprincipal,Interest,costs, expenses and attorneys' fees and all other fees and charges together with all other Indebtedness and costs and expenses for which BorrowerIsresponsible underthis Agreementorunder anyoftheRelated Documents.

Lender.Theword"Lender"meansb1BANK,itssuccessors andassigns,andanysubsequent holderorholders ofBorrower's Loanand Note, or any interest therein.

Loan.The word "Loan" means any and all loans and financial accommodations from Lender to Borrower whether now or hereafter existing,andhoweverevidenced,Includingwithoutlimitationthoseloansandfinancialaccommodationsdescribedhereinordescribedon anyexhibitorschedule attachedtothis Agreement from timetotime.

Note.Theword "Note"meanstheNotedatedJuly23,2026andexecutedbySeritageGrowthProperties,L.P.Intheprincipalamountof

$25,000,000.00,togetherwithallrenewals, extensions, modifications,refinanclngs, consolldatlonsandsubstitutions ofandfor thenoteor credit agreement.

OCBOA.The term"OCBOA" means Other Comprehensive Basis of Accounting, as designated by Lender Inwritingas an acceptable alternative to GAAP.

PermittedLiens.Thewords"PermittedLiens"mean(1)liensandsecurityInterestssecuringIndebtednessowedbyBorrowertoLender;

(2)liens for taxes, assessments, or similar charges either not yet due or being contested In good faith;(3)liens of materlalmen, mechanics,warehousemen,orcarriers, orotherlikeliens arisingIntheordinarycourse ofbusinessandsecuring obligationswhich arenot yetdelinquent;(4)purchasemoneyliensorpurchasemoneysecurityInterestsuponorInanypropertyacquiredorheldbyBorrowerInthe ordinary course of business to secure Indebtedness outstanding on the date of this Agreement or permitted to be Incurred under the paragraph of this Agreement titled"Indebtedness and Liens";(5)liens andsecurity Interests which, as ofthe date ofthis Agreement, havebeendisclosedtoandapprovedbytheLenderInwriting;and(6)thoseliensandsecurityInterestswhichIntheaggregateconstitute anImmaterialandinsignificantmonetaryamountwithrespecttothenetvalueofBorrower'sassets.

Related Documents.The words "Related Documents" mean all promissory notes, credit agreements, loan agreements, environmental agreements,guaranties,securityagreements,mortgages,deedsoftrust,securitydeeds,collateralmortgages,andallotherInstruments, agreementsanddocuments, whethernoworhereafterexisting,executedInconnectionwiththeloan.

Security Agreement.Thewords"Security Agreement"meanandIncludelndlvldually, collectively,Interchangeablyandwithoutlimitation anyagreements,promises,covenants,arrangements,understandingsorotheragreements,whether createdbylaw,contract,orotherwise, evidencing,governing,representing,orcreatingaSecurityInterest.

Security Interest.The words "Security Interest" mean, without limitation, any and all types of collateral security, present and future, whether In the form of a lien, charge, encumbrance, mortgage, deed of trust, security deed, assignment, pledge, crop pledge, chattel mortgage, collateral chattel mortgage, chattel trust, factor's lien, equipment trust, conditional sale, trust receipt, lien or title retention contract, lease orconsignment lntehded as a security device, oranyother security orlienInterest whatsoever whether createdbylaw, contract, or otherwise.

BORROWERACKNOWLEDGESHAVINGREADALLTHEPROVISIONSOFTHISBUSINESSLOANAGREEMENTANDBORROWERAGREESTO

ITS TERMS.THIS BUSINESSLOAN AGREEMENTIS DATED JULY 23,2026.BORROWER:

SERITAGEGROWTHPROPERTIES,LP.

MatthewFernand,ChiefLegalOfficerandCorporate

SecretaryofSerltageGrowthProperties

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LENDER:

B1BANK

By:

AuthorizedSigner

LaserPIU,Ver.26.1.10.001Copr.FlnaslraUSACorporaUon1997,2026.AllRightsRese,ved.-LAc:\l..aserPro\CFI\LPL\C40.FCTR410902-4PR�1S3