Coach 2013 Annual Report Download - page 151

(xiv) The No Action Letter shall have been issued by the NYS Department of Law or any required offering plan shall have
been filed and accepted by the NYS Department of Law.
(xv) The Fund Member shall have caused Legacy Tenant to file with the Real Property Assessment Bureau and to record in
the Register’s Office the Condominium Declaration and the Floor Plans immediately prior to or simultaneously with the Closing, and shall have caused Legacy
Tenant or Developer, as applicable, to assign to the Condominium each Condominium Warranty required to be delivered and assigned to the Condominium
upon the creation thereof pursuant to the Development Agreement, including, without limitation, Section 9.04 thereof, and each such Condominium Warranty
shall be in full force and effect; provided, however, that to the extent that any Condominium Warranty has not commenced as of the Closing and is therefore
not assignable to the Condominium in accordance with the terms hereof or of the Development Agreement, the Fund Member shall cause Legacy Tenant or
Developer, as applicable, to deliver an assignment of such Condominium Warranty to the Condominium as promptly as possible thereafter;
(xvi) To the extent that any of the other Units in the Building shall remain subject to the Building C Lease, the Condominium
Declaration shall be superior to the Building C Lease to the extent remaining in effect.
(xvii) The New York City Department of Finance shall have issued a separate tax lot for the Coach Unit.
(xviii) An all-risk casualty insurance policy with standard coverages and endorsements (as specified in the Condominium
Declaration) covering the Common Elements (to the extent constructed and in existence as of such date) to the extent of the full replacement value thereof shall
be obtained and maintained by the Board of Managers of the Condominium and shall be in force, valid and enforceable on the Closing Date.
(xix) Except for the Project Labor Agreement, there being no agreement or letter with any union (or relative to labor matters)
which relates to or will impact or affect the Coach Finish Work or the performance thereof, and, in any event, there being no union contracts or letters or
understandings with any union (other than any such contracts, letters or understandings entered into by the Coach Member or Coach Guarantor) which relate
to the operation or management of the Coach Unit.
(b) Fund Member’s Conditions to Close. The Fund Member’s obligation to consummate the Closing pursuant to this Agreement is
conditioned upon the satisfaction (or waiver by the Fund Member in writing) of the following conditions on and as of the Closing Date:
(i) The Coach Member shall have delivered to the Fund Member all of the documents and deliveries required to be delivered
by the Coach Member under Section 3.8(h)(ii); and
(ii) The Coach Member shall have made all payments required to be made by the Coach Member under Section 3.8(h)(i).
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