Coach 2013 Annual Report Download - page 477

If to Optionee: Coach Legacy Yards LLC
c/o Coach, Inc.
[516 West 34th Street]
New York, New York 10001
Attention: Todd Kahn
Facsimile: [phone]
with copies to: Coach, Inc.
[516 West 34th Street]
New York, New York 10001
Attention: Mitchell L. Feinberg
Facsimile: [phone]
and to: Fried, Frank, Harris, Shriver & Jacobson LLP
One New York Plaza
New York, New York 10004
Attention: Jonathan L. Mechanic and Harry R. Silvera, Esqs.
Facsimile: [phone]
Any counsel designated above or any replacement counsel who may be designated respectively by any Party or such counsel by written Notice to the other
parties is hereby authorized to give Notices hereunder on behalf of its respective client.
11. Attorney Fees. The prevailing party in any litigation shall be entitled to recovery of all of its actual out-of-pocket costs and expenses
(including legal fees and disbursements) incurred in such action. The provisions of this Section 11 shall survive any Closing, the expiration of the Option
Period, the Offer Period and the termination of this Agreement.
12. Captions. All titles or captions contained in this Agreement are inserted only as a matter of convenience and for reference and in no way
define, limit, extend, or describe the scope of this Agreement or the intent of any provision in this Agreement.
13. Pronouns. All pronouns and any variations thereof shall be deemed to refer to the masculine, feminine, and neuter, singular and plural, as
the identity of the party or parties may require.
14. Assignment; Successors and Assigns . This Agreement shall be binding upon the Parties and their respective successors and assigns, and
shall inure to the benefit of the Parties and their respective successors and assigns. Without limiting the foregoing, Optionee shall have the right to designate one
or more Persons as its designee(s) to acquire or lease all or any portion of the Coach Expansion Premises or 23rd Floor at any Closing (but no such designation
shall relieve Optionee from any of its obligations hereunder); provided, that if Optionee is exercising the Lease Option or the 23rd Floor Option to lease the 23rd
Floor and Optionee’s designated lessee under the Lease is a Person other than Coach, the Lease shall be guaranteed by Coach pursuant to a guaranty of such
lessee’s obligations under such Lease (a “Guaranty”) in the form attached hereto as Exhibit G.
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