Coach 2013 Annual Report Download - page 148

(g) Each of the Fund Member and the Coach Member shall, subject to the provisions of this Agreement and the Development
Agreement, reasonably cooperate with the other party with respect to the Condominium Documents, including providing all reasonable information and
executing and delivering all documents, forms and affidavits required under the Condominium Act or otherwise required with respect to the Condominium
Declaration or any other Condominium Document.
3.8. Conditions to Distribution of Coach Unit; Closing Payments and Deliveries.
(a) Coach Member’s Conditions to Close. The Coach Member’s obligation to consummate Closing pursuant to this Agreement is
conditioned upon the satisfaction (or waiver in writing by the Coach Member) of the following conditions on and as of the Closing Date:
(i) The Fund Member shall have delivered or caused to be delivered to the Coach Member all of the documents and deliveries
under Section 3.8(e) and shall have performed all of its other obligations under this Agreement to be performed on or prior to the Closing Date in all material
respects.
(ii) (A) Substantial Completion has been achieved, and (B) the Punch List Work has been agreed upon by the Coach
Member and Developer, in accordance with the applicable terms and provisions of the Development Agreement (it being understood that the schedule for
completing the Punch List Work may not and need not be finally agreed upon, as provided in Section 9.02(h) of the Development Agreement).
(iii) The Coach Member has received an updated environmental report, showing no adverse change to environmental
conditions from that shown in the environmental report obtained by the Mortgage Lender and the Mezzanine Lender in connection with the closing of the
Construction Loan.
(iv) The Fund Member has provided, or caused to be provided, to the Coach Member reasonably satisfactory evidence that,
based on the Budget as of the Closing Date, sufficient Fund Member Equity Commitments remain to be called (or other funds are available, in addition to the
Coach Member’s Allocable Share) to pay for the costs of achieving Final Completion in accordance with the Plans, the Development Agreement and all
applicable Laws.
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