Coach 2013 Annual Report Download - page 1081

(g) all Violations (as hereinafter defined) whether or not noted or issued as of the date hereof or the Closing Date, but excluding any
liens, judgments, fines, penalties or other charges imposed or assessed by reason of any such Violations;
(h) the matters described in Schedule 5(h) attached hereto and made a part hereof and which are not stricken thereon;
(i) written consents granted by Seller or any former owner of all or a portion of the Premises prior to the date hereof for the erection of
any structure or structures on, under or above any street or streets on which the Premises may abut, copies of which have been furnished to Purchaser to the
extent in Seller’s possession;
(j) possible encroachments and/or projections of stoop areas, roof cornices, window trims, vent pipes, cellar doors, steps, columns
and column bases, flue pipes, signs, piers, lintels, window sills, fire escapes, satellite dishes, protective netting, sidewalk sheds, ledges, fences, coping walls
(including retaining walls and yard walls), air conditioners and the like, if any, on, under, or above any street or highway onto to Premises or from the
Premises to any adjoining property; and
(k) all other matters which, pursuant to the terms of this Agreement, are deemed Permitted Encumbrances.
6. TITLE INSURANCE; LIENS.
(a) (i) The parties acknowledge that Purchaser and Seller have received and reviewed a title commitment dated January 15,
2013 (the “Commitment”) for an owner’s policy of title insurance with respect to Purchaser’s acquisition of the Premises from Royal Abstract Company, as
agent for a national recognized title insurance company to be selected by Purchaser (the “ Title Company”). Purchaser, at its option and expense, may obtain a
new survey or an update of the Existing Survey (the “ Updated Survey”) of the Premises, and Seller agrees to provide Purchaser’s surveyor with reasonable
access to the Premises at reasonable times in connection therewith.
(ii) The parties acknowledge that Purchaser has received the Existing Survey and the Commitment.
(iii) Purchaser shall have no right to object to any exception or other matters disclosed in the Commitment or Existing Survey
except for Item 2, and the mortgages identified on the Mortgage Schedule to the Commitment, and Items 4, 7, 8, 9, 10, 16(A), 18, 19 and 25 listed on
Schedule B of the Commitment (collectively, the “Commitment Objections”). All such exceptions and other matter disclosed in the Commitment and Existing
Survey (other than the Commitment Objections) shall be deemed Permitted Encumbrances.
(iv) Purchaser shall (A) direct the Title Company to deliver a copy of any update to the Commitment, and (B) if applicable,
direct the surveyor to deliver a copy of the Updated Survey (and any update thereto), to Seller simultaneously with its delivery of the same to Purchaser. If,
prior to the Closing Date, Purchaser shall receive the Updated Survey (or any update thereto) or any update to the Commitment which discloses additional
liens, encumbrances or other title exceptions which were not disclosed by the Commitment and are not Disclosed Survey Items and which do not constitute
Permitted Encumbrances hereunder (each, an “ Update Exception”), then Purchaser shall have until the earlier of (x) thirty (30) days after delivery of such
update to Purchaser or its counsel or (y) business day immediately preceding the Closing Date (except for matters first disclosed on the Closing Date, as to
which Purchaser may object on the Closing Date), time being of the essence (the “ Update Objection Date”) to deliver written notice to Seller objecting to any of
the Update Exceptions (the “Update Objections”; the Update Objections and Commitment Objections are referred to herein collectively as the “ Title
Objections”). If Purchaser fails to deliver such objection notice by the Update Objection Date, then Purchaser shall be deemed to have waived its right to object
to such Update Exception and the same shall not be deemed a Title Objection, but shall instead be deemed a Permitted Encumbrance. If Purchaser shall deliver
such objection notice by the Update Objection Date, any Update Exceptions which are not objected to in such notice shall not constitute Title Objections, but
shall be Permitted Encumbrances.
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