In Re SCCC Associates II Ltd. Partnership

I. INTRODUCTION.

Before the court is the motion for summary judgment by the City of Santa Clara (the “City”) and Redevelopment Agency for the City of Santa Clara (the “Agency”) and the counter-motion for summary judgment by SCCC Associates II Limited Partnership (the “Debtor”). The motions concern, among others, the following issue:

The court finds that the agreement is a lease subject to § 365.

II. PROCEDURAL BACKGROUND.

Debtor filed a petition under Chapter 11 of Title 11 of the United States Code (the “Bankruptcy Code”) on September 3, 1992. The primary asset of the estate is an interest in land improved by a building commonly referred to as the Techmart Building. Debtor’s interest in the land on which the Techmart Building lies is memorialized in documents denominated TRADE CENTER GROUND LEASE, executed on April 29, 1985; FIRST AMENDMENT TO TRADE CENTER GROUND LEASE, executed on November 25, 1987; SECOND AMENDMENT TO TRADE CENTER GROUND LEASE, executed on December 20, 1988; and THIRD AMENDMENT TO TRADE CENTER GROUND LEASE, executed on July 7, 1989 (collectively referred to as the “Agreement”).

Debtor asserts that the Agreement, although denominated a lease, has…