Coach 2007 Annual Report Download - page 92

Download and view the complete annual report

Please find page 92 of the 2007 Coach annual report below. You can navigate through the pages in the report by either clicking on the pages listed below, or by using the keyword search tool below to find specific information within the annual report.

Page out of 147

  • 1
  • 2
  • 3
  • 4
  • 5
  • 6
  • 7
  • 8
  • 9
  • 10
  • 11
  • 12
  • 13
  • 14
  • 15
  • 16
  • 17
  • 18
  • 19
  • 20
  • 21
  • 22
  • 23
  • 24
  • 25
  • 26
  • 27
  • 28
  • 29
  • 30
  • 31
  • 32
  • 33
  • 34
  • 35
  • 36
  • 37
  • 38
  • 39
  • 40
  • 41
  • 42
  • 43
  • 44
  • 45
  • 46
  • 47
  • 48
  • 49
  • 50
  • 51
  • 52
  • 53
  • 54
  • 55
  • 56
  • 57
  • 58
  • 59
  • 60
  • 61
  • 62
  • 63
  • 64
  • 65
  • 66
  • 67
  • 68
  • 69
  • 70
  • 71
  • 72
  • 73
  • 74
  • 75
  • 76
  • 77
  • 78
  • 79
  • 80
  • 81
  • 82
  • 83
  • 84
  • 85
  • 86
  • 87
  • 88
  • 89
  • 90
  • 91
  • 92
  • 93
  • 94
  • 95
  • 96
  • 97
  • 98
  • 99
  • 100
  • 101
  • 102
  • 103
  • 104
  • 105
  • 106
  • 107
  • 108
  • 109
  • 110
  • 111
  • 112
  • 113
  • 114
  • 115
  • 116
  • 117
  • 118
  • 119
  • 120
  • 121
  • 122
  • 123
  • 124
  • 125
  • 126
  • 127
  • 128
  • 129
  • 130
  • 131
  • 132
  • 133
  • 134
  • 135
  • 136
  • 137
  • 138
  • 139
  • 140
  • 141
  • 142
  • 143
  • 144
  • 145
  • 146
  • 147

(v) Following the First Closing, all references in this Agreement to (A) Seller, shall be deemed to refer solely to Goldberg Seller and
(B) the Deposit, shall be deemed to refer solely to the sum of $6,400,000 plus the interest thereon, if any.
(vi) Notwithstanding the provisions of this Agreement, if the First Closing occurs, 50% of the interest on the Deposit through the
date immediately preceding the First Closing shall be paid to Bauman Seller at the First Closing, and if the Closing of the Goldberg Seller interest occurs, at
that closing 50% of the interest on the Deposit through the date immediately preceding the First Closing shall be paid to Goldberg Seller and the balance of the
interest shall be paid to Buyer.
(vii) If, following the First Closing, the Closing of the Goldberg Seller interest fails to occur on or before the date which is 730
days following the date of the First Closing solely as the result of the default of Goldberg Seller (and Buyer is then ready, willing and able to close in
accordance with this Agreement), then in addition to all other rights or remedies of Buyer, the Purchase Price for the Goldberg Seller interest shall be reduced
by $2,000,000.
(viii) If, following the First Closing, the Closing of the Goldberg Seller interest fails to occur on or before the date which is 90
days following the date of the notice given by Goldberg Seller pursuant to the first sentence of Subsection 6.1.2(c) solely as the result of the default of Buyer
(and Goldberg Seller is then ready, willing and able to close in accordance with this Agreement), then in addition to all other rights or remedies of Goldberg
Seller, the Purchase Price for the Goldberg Seller interest shall be increased by $2,000,000.
(ix) On the date of this Agreement, Goldberg Seller and Buyer have entered into the Tenancy-In-Common Agreement attached to
this Agreement as Exhibit G (the “TIC Agreement”), the Net Lease Agreement attached to this Agreement as Exhibit H (the “Net Lease”) and the letter attached
to this Agreement as Exhibit I (the “Letter”), each effective as of the date of the First Closing, subject to the Consent (as defined in Subsection 6.2.1) and the
occurrence of the First Closing. If the First Closing shall not occur, notwithstanding any provision of this Agreement, the TIC Agreement, the Net Lease or the
Letter to the contrary, the TIC Agreement, the Net Lease and the Letter shall be deemed null and void and of no force or effect. Upon the completion of the First
Closing, Goldberg Seller and Buyer shall execute and acknowledge a memorandum of this Agreement containing the information required by law and any
other information which is acceptable to both parties, and any other documents required to record the memorandum. Buyer shall have the right, at its option
and at its expense, to record the memorandum. If the Closing of the Goldberg Interest shall not occur and this Agreement is terminated, Buyer shall promptly
return the original memorandum, if not recorded or, if recorded, execute, acknowledge and record a cancellation of the memorandum.
(e) Buyer shall otherwise reasonably cooperate with Goldberg Seller in connection with the exchange, at no cost to Buyer and without Buyer
incurring any additional obligations or liabilities.
6.2 Consent of Lender.
-8-