Coach 2013 Annual Report Download - page 723

(b) Notwithstanding the foregoing provisions of Section 7.01(a), Developer may, in lieu of obtaining and maintaining a Subguard
Policy, obtain or cause to be obtained (i) dual obligee payment and performance bonds for all trade contracts relating to the Developer Work and the Base
Building Work a contract amount in excess of Two Million Dollars ($2,000,000.00), which dual obligee payment and performance bonds shall be
substantially in the form of Exhibit P attached hereto with a surety company reasonably acceptable to the Coach Member and licensed to do business in the
State of New York, as surety, and with, inter alia, Executive Construction Manager, Developer, Legacy Tenant, the Coach Member and the Coach Lender as
dual obligees, and (ii) a guaranty in favor of, inter alia, Executive Construction Manager, Developer and Legacy Tenant, from the creditworthy parent entity of
Construction Manager with respect to any work that is “self-performed” by Construction Manager or an Affiliate thereof.
Section 7.02 Insurance Coverages. (a) Developer or the Executive Construction Manager shall cause to be maintained (through Final
Completion) the insurance coverages listed and described in Exhibit S-1 attached hereto, naming the parties described in Exhibit S-2 attached hereto as named
or additional insureds, as applicable. Developer shall not amend or revise or terminate (or permit the Executive Construction Manager or any Person to amend
or revise or terminate) the coverages (including any limits or deductibles shown on Exhibit S-1 attached hereto) without the Coach Member’s prior written
approval, which approval shall not be unreasonably withheld or delayed; provided, that Developer may, without first obtaining the Coach Member’s prior
written approval, revise (or cause to be revised) any builder’s risk policy obtained and maintained by Developer, as required herein, to omit or reduce from the
coverage provided thereby at the appropriate time the Coach Unit is conveyed to the Coach Member (and thereafter covered by the Condominium policies or the
Coach Member’s property insurance) in accordance with the provisions of this Agreement and the Operating Agreement.
(b) Developer shall maintain in full force and effect the OCIP “Wrap-Up” liability insurance policy which is currently in effect until
Final Completion. The OCIP Wrap-Up policy shall be limited to the activities that are performed on the Project site and shall be implemented prior to the
commencement of construction activity. Coach, Inc. and the Coach Member shall be named insured, and the Coach Lender shall be named as an additional
insured, for any policies issued under the OCIP “Wrap-Up”. Developer shall use Best Efforts to cause the Project Architect to maintain in full force and effect,
the errors and omissions policies which are currently in effect until the Base Building Work is completed. Developer shall not amend or revise or terminate (or
permit or consent to any amendment, revision or termination of) such policies without, in each case, the Coach Member’s prior written approval, which
approval shall not be unreasonably withheld or delayed.
(c) With respect to all insurance policies maintained by Developer as required hereunder, Developer shall (i) provide the Coach
Member with a certified copy of binders and polices and (ii) provide the Coach Member with certificates of insurance evidencing such insurance policies in a
form reasonably acceptable to the Coach Member.
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