Coach 2013 Annual Report Download - page 597

(b) Guarantor agrees with Landlord that (i) any action, suit or proceeding of any kind or nature whatsoever (an “ Action”) commenced
by Landlord against Guarantor to collect Fixed Annual Rent and Additional Rent and any other sums and charges due under the Lease for any month or
months shall not prejudice in any way Landlord’s rights to collect any such amounts due for any subsequent month or months in any subsequent Action,
(ii) Landlord may, at its option, without prior notice, upon demand (other than any notice or demand required by Applicable Laws), join Guarantor in any
Action against Tenant in connection with or based upon the Lease or any of the Obligations, (iii) Landlord may seek and obtain recovery against Guarantor in
an Action against Tenant in which Guarantor is joined as a party or in any independent Action against Guarantor without Landlord first asserting,
prosecuting, or exhausting any remedy or claim against Tenant or against any security of Tenant held by Landlord under the Lease, and (iv) Guarantor will be
conclusively bound in any jurisdiction by a judgment in any Action by Landlord against Tenant, as if Guarantor were a party to such Action, even though
Guarantor is not joined as a party in such Action.
3. Guarantor’s Obligations Unconditional.
(a) This Guaranty is an absolute and unconditional guaranty of payment and of performance, and not of collection, and shall be
enforceable against Guarantor without the necessity of the commencement by Landlord of any Action against Tenant, and without the necessity of any notice
of nonpayment, nonperformance or nonobservance, or any notice of acceptance of this Guaranty, or of any other notice or demand to which Guarantor might
otherwise be entitled, all of which Guarantor hereby expressly waives in advance, other than any notice or demand otherwise provided for under this Guaranty.
(b) If the Lease is renewed or the Term thereof extended for any time period beyond the Expiration Date, whether pursuant to an option
granted under the Lease or otherwise, or if Tenant hold over beyond the Expiration Date, the obligations of Guarantor hereunder shall extend and apply to the
full and faithful performance and observance of all of the Obligations under the Lease during any such renewal, extension or holdover period.
(c) This Guaranty is a continuing guarantee and will remain in full force and effect notwithstanding, and the liability of Guarantor
hereunder shall be absolute and unconditional irrespective of: (i) any modifications or amendments of the Lease, (ii) any releases or discharges of Tenant other
than the full release and complete discharge of all of the Obligations, (iii) any extension of time that may be granted by Landlord to Tenant, (iv) any
assignment or transfer of all or any part of Tenant’s interest under the Lease, (v) any subletting of the Premises, (vi) any changed or different use of the
Premises, (vii) any other dealings or matters occurring between Landlord and Tenant, (viii) the taking by Landlord of any additional guarantees from other
persons or entities, (ix) the releasing by Landlord of any other guarantor, (x) Landlord’s release of any security provided under the Lease, or (xi) Landlord’s
failure to perfect any landlord’s lien or other security interest available under Applicable Laws. Guarantor hereby consents, prospectively, to Landlord’s taking
or entering into any or all of the foregoing actions.
Exhibit D - 2