Coach 2013 Annual Report Download - page 491

(ii) On the Purchase Closing Date, (a) the Deposit (together with any interest accrued thereon) shall be paid by Escrow Agent to
Optionor by wire transfer of immediately available federal funds to an account or accounts designated by Optionor to the Escrow Agent within one (1)
Business Day prior to the scheduled Purchase Closing Date, and (b) Optionee shall pay by wire transfer of immediately available federal funds to an account
or accounts designated by Optionor to Optionee within one (1) Business Day prior to the scheduled Purchase Closing Date, the Purchase Price, as adjusted in
accordance with Section 7 of this Exhibit C, less the Deposit (such amount, the “Balance”).
4. Condition of Title.
(i) On the Purchase Closing Date, title to the Premises shall be conveyed free and clear of all liens, tenancies and encumbrances,
subject only to the following matters (collectively, the “Permitted Exceptions”):
(a) those matters set forth on Schedule 1 attached hereto and incorporated herein by this reference;
(b) the state of facts shown on the survey prepared by [__________________] dated [______________];
(c) all present and future zoning, building, environmental and other laws, ordinances, codes, restrictions and regulations
of all governmental authorities having jurisdiction with respect to the Premises, including, without limitation, landmark designations and all zoning variances
and special exceptions, if any;
(d) all presently existing and future liens of real estate taxes or assessments and water rates, water meter charges, water
frontage charges and sewer taxes, rents and charges, if any, provided that such items are not yet due and payable as of the date of the Purchase Closing,
subject to adjustment as hereinbelow provided;
(e) all covenants, restrictions and rights and all easements and agreements for the erection and/or maintenance of water,
gas, steam, electric, telephone, sewer or other utility pipelines, poles, wires, conduits or other like facilities, and appurtenances thereto, over, across and under
the Premises which are either (i) presently existing or (ii) granted to a public utility in the ordinary course, provided that the same shall not have any adverse
effect (other than to a de minimis extent) on the use or occupancy of the Premises;
(f) standard pre-printed exclusions from coverage contained in the form of title policy or “marked-up” title commitment
employed by the Title Insurer;
(g) any lien or encumbrance arising out of the acts or wrongful omissions of Optionee;
(h) any encumbrance that will be extinguished upon conveyance of the Premises to Optionee, provided that the Title
Insurer shall remove any such encumbrance as an exception from the title insurance policy to be issued to Optionee at the Purchase Closing at no additional
cost to Optionee (or with Optionor paying any such cost); and
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