Coach 2013 Annual Report Download - page 534

(ii) The proposed assignee or subtenant shall not then be a tenant, subtenant, assignee or occupant of any space in the
Building, nor shall the proposed assignee or subtenant be a person or entity who has dealt with Landlord or Landlord’s agent (directly or through a broker)
with respect to space in the Building during the six (6) months immediately preceding Tenant’s request for Landlord’s consent; provided that, in any such
instance, Landlord has comparably-sized space available for leasing in the Building for a term equal to or greater than the remaining term of this Lease (in the
case of a proposed assignment) or the term of the proposed sublease, as applicable (or will have comparably-sized space available in the Building within six
(6) months after the proposed effective date of such assignment or subletting for a term equal to or greater than the remaining term of this Lease (in the case of a
proposed assignment) or the term of the proposed sublease, as applicable);
(iii) The character of the business to be conducted in the Premises by the proposed assignee or subtenant shall not require any
alterations, installations, improvements, additions or other physical changes to be performed, or made to, any portion of the Building or the Building Project
other than the Premises and any other portions of the Building with respect to which Tenant has use rights and in which Tenant is permitted to perform
Alterations pursuant to this Lease;
(iv) In the case of a subletting, the subtenant shall be expressly subject to all of the obligations of Tenant under this Lease
with respect to the applicable portion of the Premises so sublet and the further condition and restriction that such sublease shall not be assigned, encumbered
or otherwise transferred or the Premises further sublet by the subtenant in whole or in part, or any part thereof suffered or permitted by the subtenant to be
used or occupied by others, without the prior written consent of Landlord in each instance which consent with respect to any request to further sublease or
assign shall be granted or withheld in accordance with all applicable provisions of this Article 4, as if Tenant was the proposed sublandlord or assignor (i.e.,
the provisions of this Article 4 shall be applied as if the references herein to Tenant were references to such sublessee seeking consent);
(v) Tenant shall reimburse Landlord, as Additional Rent hereunder, within thirty (30) days after demand (which shall
include reasonable supporting documentation), for any reasonable out-of-pocket costs to third parties, including attorneys’ fees and disbursements, that may
be incurred by Landlord in connection with said assignment or sublease; and
(vi) The proposed assignee or subtenant shall not be any entity which is entitled to diplomatic or sovereign immunity or
which is not subject to service of process in the State of New York or to the personal jurisdiction of the courts of the State of New York and the United States
located in New York County.
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