Coach 2013 Annual Report Download - page 927

14. Payment in full has been made of all the hard and soft costs (including, without limitation, general conditions items) incurred in respect of
Developer Work to the date covered by the most recently funded Draw Request, excepting (i) amounts retained by Legacy Tenant, as owner, in accordance with
the provisions of the Executive Construction Management Agreement, any agreement with the Project Architect or with any of the Existing
Contractors/Consultants, or other construction agreements and the applicable provisions of the Loan Documents; and (ii) claims that Developer is contesting
in good faith and in a commercially reasonable manner and otherwise in accordance with the provisions of the Loan Documents to the extent applicable;
15. Waivers of liens and claims have been received from all direct hard cost contractors and subcontractors performing work on or providing
materials for Developer Work, all through the date of the most recently funded Draw Request under the Construction Loan or Developer has provided to the
Coach Member evidence that bonds have been posted or other security (reasonably satisfactory to Coach) has been provided in respect of any mechanic’s liens
filed in respect of such work in respect of any mechanic’s liens filed in respect of such work;
16. All Developer Violations have been removed, the Developer Work has been completed, and such governmental or departmental sign-offs and
approvals have been received for Developer Work, all as are required to obtain a temporary certificate of occupancy for the Coach Areas that permits office use
and any legal uses ancillary thereto (which shall include, as an accessory use (within the meaning of the Zoning Resolution) to the Coach Member’s office use
(in a manner substantially the same as the Coach Member’s current accessory use at 516 West 34th Street, New York, New York), the assembly of the Coach
Member products on-site, and the use of the Coach Member cafeteria and showrooms for employees and guests);
17. All applicable filings and periodic sign-offs with or from all municipal or governmental departments or offices with respect to Developer
Work through the date which is no more than twenty (20) days prior to the Substantial Completion Date, including, without limitation, reports and results of
all controlled inspections, have been received and copies thererof have been provided by Developer to the Coach Member.
ERY DEVELOPER LLC
By:
Name:
Title:
Exhibit N-1 – Page 3