Coach 2013 Annual Report Download - page 146

(f) Nothing herein shall prevent the Coach Member from conducting an inspection of all books and records of the Company for
purposes of a final accounting described in Section 13.05 of the Development Agreement.
(g) The Company shall maintain copies of all Draw Requests, invoices and other documentation as shall be necessary to establish
and verify the Project Costs for a period of two (2) years following the date on which Final Completion occurs; provided, that such maintenance shall give the
Coach Member no additional rights or time periods for audit; and provided, further, that if the Coach Member requests (at any time prior to the expiration of
such two-year period) that the Company deliver to the Coach Member (at the Coach Member’s sole cost and expense) copies of all such Draw Requests,
invoices and other documentation, then the Company shall deliver all such materials to the Coach Member.
(h) In the event that the Coach Member exercises its right to replace Developer pursuant to Section 7.6, then the Coach Member shall
thereafter provide or cause the Replacement Developer to provide to the Fund Member all monthly Draw Requests in accordance with Section 4.2(e) hereof and
copies of all written status reports and other information, documents and materials with respect to the Project that the Replacement Developer, pursuant to the
replacement development agreement or otherwise, provides to Legacy Tenant, the Company or the Coach Member.
3.7. Condominium Regime.
(a) The Fund Member, on behalf of the Company and Legacy Tenant, shall cause the MTA to, immediately prior to the Closing,
submit the Building to a condominium form of ownership (the “ Condominium”) in accordance with the provisions of Article 9-B of the New York State Real
Property Law (the “Condominium Act”) and this Section 3.7.
(b) Attached hereto as Exhibit C-1 is the form condominium declaration for the Condominium (the “ Form Declaration”), which Form
Declaration is hereby approved by the Coach Member and the Fund Member. The Form Declaration, with any revisions thereto approved by the Coach
Member in accordance with Section 3.7(f) is referred to herein as the “Condominium Declaration”.
(c) Attached hereto as Exhibit C-2 is the form of by-laws of the Condominium (“ Form By-laws”), which Form By-laws are hereby
approved by Coach Member and Fund Member. The Form By-laws, together with any revisions approved by the Coach Member in accordance with Section
3.7(f) are referred to herein as the “Condominium By-laws”.
(d) Attached hereto as Exhibit C-3 are the form Floor Plans (“Form Floor Plans”), which Form Floor Plans are hereby approved by
Coach Member and Fund Member. The Form Floor Plans, together with any revisions thereto approved by the Coach Member in accordance with Section
3.7(f) are referred to herein as the “Floor Plans”. The Fund Member shall cause the approved Floor Plans to be filed with (and in the form required by) the New
York City Department of Finance Tax Map Unit and recorded in the Register’s Office.
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