Coach 2013 Annual Report Download - page 552

(2) Landlord’s Restoration Work that becomes necessary by reason of a fire or other casualty that occurs
from and after the date that the Successor succeeds to Landlord’s interest in the Building and that Landlord is required to perform pursuant to Article
11 (it being agreed, however, that with respect to Landlord’s Restoration Work that became necessary by reason of a fire or other casualty that
occurred before the date that the Successor succeeded to Landlord’s interest in the Building, the foregoing shall not be or be deemed to affect any rent
abatement or termination right that Tenant may otherwise be entitled to pursuant to Article 11 of this Lease and, in addition, if a Successor shall fail
to commence to perform any Landlord’s Restoration Work that became necessary by reason of a fire or other casualty that occurred before the date
that the Successor succeeded to Landlord’s interest in the Building, and if a substantial portion of the Premises remains untenantable as a result
thereof, Tenant shall have the right to terminate this Lease effective as of the date which is thirty (30) days after the giving of notice to such
Successor, unless prior to the expiration of such thirty (30) day period, such Successor shall give written notice to Tenant of its intention to perform
such Landlord’s Restoration Work within a reasonable period of time thereafter).
(vi) bound by any amendment or modification of this Lease entered into after Tenant has been notified of the
existence or identity of such Mortgagee or Lessor and made without the consent of the Mortgagee or the Lessor, as the case may be, other than an amendment or
modification that is expressly permitted or required by the terms of this Lease or a modification of merely an administrative nature.
Any Non-Disturbance Agreement may also contain other terms and conditions that are reasonably required by the Mortgagee or the Lessor,
as the case may be, provided that they do not (a) increase Tenant’s monetary obligations under this Lease, (b) adversely affect or diminish Tenant’s rights or
Landlord’s obligations under this Lease (except in either case to a de minimis extent), or (c) increase Tenant’s other obligations or any of Landlord’s rights
under this Lease (except to a de minimis extent).
[As of the date hereof, the sole existing Mortgages are held by the HYIC and [______________________________] (collectively,
“Lenders”). Concurrently with the execution and delivery of this Lease, Tenant shall execute, acknowledge and deliver to Landlord a Non-Disturbance
Agreement for the benefit of each of the Lenders, and with respect to the Mortgages held by the HYIC, substantially in the form attached thereto. Concurrently
with the execution and delivery of this Lease by Landlord, Landlord shall deliver to Tenant such Non-Disturbance Agreements executed and acknowledged by
the Lenders.]5
[As of the date hereof, the sole existing Superior Leases are held by the IDA and the MTA (collectively, the “ Ground Lessors”).
Concurrently with the execution and delivery of this Lease, Tenant shall execute, acknowledge and deliver to Landlord a Non-Disturbance Agreement for the
benefit of each of the Ground Lessors, and with respect to the Superior Lease with the IDA, substantially in the form attached thereto. Concurrently with the
execution and delivery of this Lease by Landlord, Landlord shall deliver to Tenant such Non-Disturbance Agreements executed and acknowledged by the
Ground Lessors.]6
5 This bracketed provision will be updated accordingly at Lease execution to reflect the then Lenders.
6 This bracketed provision will be updated accordingly at Lease execution to reflect the then Ground Lessors.
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