Coach 2013 Annual Report Download - page 722

(c) If the Coach Member believes in good faith that any delay with respect to the completion of any Major Milestone Event on or prior
to the applicable Major Milestone Outside Date might be mitigated by the expenditure of additional money or the performance of overtime work, the Coach
Member may give notice thereof to Developer setting forth in reasonable detail the Coach Member’s proposed plan of mitigation. If, in Developer’s reasonable
judgment, the Coach Member’s mitigation plan will reduce or eliminate the applicable delay in the completion of such Major Milestone Event, Developer shall,
or shall cause the Executive Construction Manager to, implement such plan at Developer’s sole cost and expense (and no portion of the cost thereof shall be
included in Coach Total Development Costs). In addition, if requested by the Coach Member, Developer shall provide to the Coach Member a proposed plan
for mitigation of the delay in question, and Developer shall, or shall cause the Executive Construction Manager to, exercise Best Efforts to implement such
plan at Developer’s sole cost and expense (and no portion of the cost thereof shall be included in Coach Total Development Costs). The performance of any
such mitigation work by Developer (including, without limitation, the payment of additional money by Developer or the performance of overtime work at
Developer’s sole cost and expense) shall not affect any of Developer’s obligations to the Coach Member with respect to such delay (except to the extent any such
delay is actually mitigated or eliminated).
(d) For the avoidance of doubt, the obligations of Developer under this Section 6.02 are guaranteed by the Related/Oxford Guarantor
subject to and in accordance with the Related/Oxford Guaranty, and n either the Coach Contingency nor any portion of the Coach Unit Loan may be used to
pay such amount to the Coach Member or to “cover” such amount.
(e) Any dispute regarding the timely completion of any Major Milestone Event or Developer’s compliance with its obligations under
this Section 6.02 to mitigate any delay in the completion of any Major Milestone Event shall be submitted to Arbitration pursuant to the provisions of Article
14.
ARTICLE 7.
SUBGUARD; PAYMENT AND PERFORMANCE BONDS;
DEVELOPER’S INSURANCE; DEVELOPER INDEMNITIES
Section 7.01 Subguard. (a) Subject to the provisions of Section 7.01(b), Developer shall obtain and maintain that certain subguard policy form
(the “Subguard Policy”) issued by an insurer selected by Developer and reasonably acceptable to the Coach Member for the benefit of the Building C JV. The
Coach Member shall have the right to approve any material amendments to the Subguard Policy, such approval not to be unreasonably withheld or delayed.
Developer shall provide the Coach Member with any notice of cancellation of the Subguard Policy it receives from the Subguard Policy insurer within five (5)
Business Days of its receipt of such notice. The costs associated with obtaining and maintaining the Subguard Policy shall constitute a Project Cost.
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