Coach 2013 Annual Report Download - page 120

“Floor Plans” shall have the meaning ascribed thereto in the Condominium Declaration, as the same may be amended, modified or supplemented
from time to time in accordance with the terms of this Agreement and the Development Agreement. The Floor Plans approved by the Members are attached to
the Condominium Declaration.
“Force Majeure” shall have the meaning ascribed thereto in the Development Agreement.
“Form By-Laws” shall have the meaning set forth in Section 3.7(b).
“Form Declaration” shall have the meaning set forth in Section 3.7(b).
“Forty-Seventh Floor Curtain Wall Adjustment” shall have the meaning ascribed thereto in the Development Agreement.
“Fund Member” shall have the meaning set forth in the preamble.
“Fund Member Equity Commitment(s)” shall have the meaning set forth in Section 4.6.
“Fund Member Guaranties” shall mean, collectively, (a) that certain Equity Funding Guaranty, dated as of the date hereof, made by the
Related/Oxford Guarantor in favor of the Mortgage Loan Agent, for the benefit of the Third Party Lender, with respect to the funding of the equity commitment
of Podium Fund MM to the Podium Fund JV, (b) that certain Equity Funding Guaranty, dated as of the date hereof, made by the Related/Oxford Guarantor in
favor of the Mezzanine Loan Agent, for the benefit of the Third Party Lender, with respect to the funding of the equity commitment of Podium Fund MM to the
Podium Fund JV, (c) that certain Equity Funding Guaranty, dated as of the date hereof, made by Related in favor of the Mortgage Loan Agent, for the benefit of
the Third Party Lender, with respect to the funding of the equity commitment of Related Hudson Yards to the Podium Fund JV, (d) that certain Equity
Funding Guaranty, dated as of the date hereof, made by Related in favor of the Mezzanine Loan Agent, for the benefit of the Third Party Lender, with respect
to the funding of the equity commitment of Related Hudson Yards to the Podium Fund JV, (e) that certain Equity Funding Guaranty, dated as of the date
hereof, made by Oxford Guarantor in favor of the Mortgage Loan Agent, for the benefit of the Third Party Lender, with respect to the funding of the equity
commitment of Oxford Podium Fund Investor LLC (“ Oxford Investor”) to the Podium Fund JV, (f) that certain Equity Funding Guaranty, dated as of the date
hereof, made by Oxford Guarantor in favor of the Mezzanine Loan Agent, for the benefit of the Third Party Lender, with respect to the funding of the equity
commitment of Oxford Investor to the Podium Fund JV, (g) that certain Limited Equity Commitment Guaranty, dated as of the date hereof, made by Podium
Fund REIT LLC (“Podium Fund REIT”) in favor of the Mortgage Loan Agent, for the benefit of the Third Party Lender, with respect to the funding of the
equity commitment of HY Acquisition Company LLC, a Delaware limited liability company (“ HY Acquisition”) to the Podium Fund JV; (h) that certain
Limited Equity Commitment Guaranty, dated as of the date hereof, made by Podium Fund REIT in favor of the Mezzanine Loan Agent, for the benefit of the
Third Party Lender, with respect to the funding of the equity commitment of HY Acquisition to the Podium Fund JV; (i) that certain Equity Commitment
Guaranty, dated as of the date hereof, made by Commingled Pension Trust (Strategic Property) of JP Morgan Chase Bank N.A. (“ JPM Fund”) in favor of
Podium Fund REIT with respect to the funding of the equity commitment of HY Acquisition, as assigned by Podium Fund REIT to the Mortgage Loan Agent
and the Mezzanine Loan Agent, for the benefit of the Third Party Lender, with the consent and agreement of JPM Strategic Property Fund pursuant to that
certain Assignment of Equity Commitment Guaranty, dated as of the date hereof, and (j) that certain Collateral Assignment of Rights, dated as of the date
hereof, made by Podium Fund JV, Fund Member, Podium-K Investors LLC, a Delaware limited liability company (“ Podium-K”), Podium Fund Capital
LLC, a Delaware limited liability company (“ Podium Capital”), and Podium Fund Tower C Corp., a Delaware corporation (“Tower C Corp.”), as assignors,
in favor to the Mortgage Loan Agent and the Mezzanine Loan Agent, for the benefit of the Third Party Lender (the “ Collateral Assignment of Rights ”). Each of
the Fund Member Guaranties is referred to herein as a “ Fund Member Guaranty”.
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