Coach 2013 Annual Report Download - page 747

(d) The obligations of Developer under this Article 12 are guaranteed by the Related/Oxford Guarantor subject to and in accordance
with the Related/Oxford Guaranty, and neither Developer nor the Building C JV nor the Fund Member may use or permit the use of the Coach Contingency or
any portion of the Coach Unit Loan to pay any such costs or to “cover” such amount. The obligations of the Coach Member under this Article 12 are
guaranteed by the Coach Guarantor subject to and in accordance with the Coach Guaranty.
Section 12.02 Survival. The provisions of this Article 12 shall survive the Closing.
ARTICLE 13.
PUNCH LIST WORK; SPECIAL HOIST PROVISIONS; DELIVERIES AND PAYMENTS TO BE MADE FOLLOWING THE CLOSING; FINAL
ACCOUNTING
Section 13.01 Completion of Punch List Work. (a) Developer shall cause the Punch List Work to be completed in accordance with the Plans and
all applicable Laws, and with due diligence and, in any event, within the times periods set forth therefor on the Punch List, subject to Force Majeure, Coach
Change Delays extending beyond the Change Order Grace Period and Coach Work Delays.
(b) If Developer fails to commence (or cause to be commenced) the Punch List Work promptly following agreement on the Punch List
or if Developer does not thereafter diligently progress and complete (or cause the progression and completion of) such Punch List Work within the time periods
set forth for completion of such work as set forth on the Punch List (subject to extension for Force Majeure, Coach Change Delays extending beyond the
Change Order Grace Period and Coach Work Delays), and if the Coach Member notifies Developer that the applicable contractors have not commenced or are
not proceeding with due diligence and within the agreed-upon time periods to complete such Punch List Work (subject to extension for Force Majeure, Coach
Change Delays extending beyond the Change Order Grace Period and Coach Work Delays) and of the Coach Member’s intention to perform the Punch List
Work, then within ten (10) Business Days thereafter, if the Punch List Work is not completed or being diligently prosecuted to completion by Developer
(subject to extension for Force Majeure, Coach Change Delays extending beyond the Change Order Grace Period and Coach Work Delays), the Coach Member
shall have the right (but not the obligation) to undertake the Punch List Work. In addition, the parties acknowledge and agree that any failure by Developer to
commence (or cause to be commenced) the Punch List Work promptly following agreement on the Punch List, and any failure by Developer to cause the
progression and completion of the Punch List Work within the time periods set forth for completion of such work as set forth on the Punch List (subject to
extension for Force Majeure, Coach Change Delays extending beyond the Change Order Grace Period and Coach Work Delays), may constitute a Developer
Default subject to the provisions of Section 10.02.
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