SEC Filings

AMAZON COM INC filed this Form 10-K on 01/30/2013
Entire Document

6.1.2 Notwithstanding the foregoing, Seller shall have no obligation to Purchaser to make or perform any capital repairs or replacements unless required to do so to meet its obligations as landlord under the Leases or by applicable law.

6.1.3 Not later than ten (10) Business Days prior to the Designated Closing Date, Purchaser may deliver a written notice to Seller setting forth which, if any, of the Contracts Purchaser has elected to have Seller terminate. Seller will deliver notices of termination at Closing terminating those Contracts that Seller is timely notified hereunder to terminate by Purchaser, provided that (i) such Contracts are terminable in accordance with their terms and (ii) Purchaser shall be responsible for, and shall indemnify Seller for, any termination penalties or fees. At Closing, Seller shall assign to Purchaser, to the extent assignable, and Purchaser shall assume, the other Contracts pursuant to the Assignment and Assumption Agreement (as defined in Section

6.1.4 Notices. Promptly after receipt, Seller shall provide Purchaser with true and complete copies of any written notices that Seller receives from any governmental authority with respect to (i) any special assessments or proposed increases in the valuation of the Property; (ii) any condemnation or eminent domain proceedings affecting the Property or any portion thereof; or (iii) any violation of any environmental law or any zoning, health, fire, safety or other law, regulation or code applicable to the Property. In addition, Seller shall deliver or cause to be delivered to Purchaser, promptly upon the giving or receipt thereof by Seller, true and complete copies of any written notices of default given or received by Seller under any of the Leases or Licenses.

6.2 Litigation. Seller will advise Purchaser promptly of any litigation, arbitration proceeding or administrative hearing that is instituted after the Effective Date and that concerns or affects Seller or the Property, other than any such matters (such as slip and fall and similar claims) that are covered by Seller’s insurance which shall be Retained Liabilities.

6.3 Insurance. Prior to Closing, Seller will maintain Seller’s existing insurance coverage or substantially similar replacement coverage for the Property.

6.4 Tenant Estoppels. Seller shall not be obligated to obtain an estoppel from Amazon Corporate LLC, as Purchaser is an affiliate of Amazon Corporate LLC. Seller shall request from each of the other tenants under a Lease an estoppel certificate in substantially the form of Exhibit C attached hereto or on the standard form of a tenant that customarily issues its own form; provided, however, that if such tenant’s Lease attaches or prescribes a form of, or content of, an estoppel certificate, such tenant may deliver an estoppel certificate conforming to such tenant’s Lease (collectively, the “Tenant Estoppels”). Seller shall promptly deliver to Purchaser the Tenant Estoppels received by Seller. Seller shall deliver Landlord Estoppels in the form attached hereto as Exhibit C-1 for any Lease (except the Amazon Lease) for which Landlord does not deliver a Tenant Estoppel.