SEC Filings

AMAZON COM INC filed this Form 10-K on 01/30/2013
Entire Document An Owner’s Affidavit in a commercially reasonable form (“Owner’s Affidavit”) including required indemnification related to construction. Seller shall also deliver to the Title Company and Purchaser such evidence as may be reasonably required by the Title Company for the authority of the person(s) executing the Deed and the other documents required to be executed by Seller on behalf of Seller; Delivery of any notices, third party consents or other documents that may be required to transfer any Contracts to be assigned in accordance with Section 6.1.3. Copies of notices of termination of such Contracts as are to be terminated in accordance with Section 6.1.3; Such transfer documentation as may be necessary to transfer all tenant security deposits held by Seller under the Leases or Licenses in the form of a letter of credit (“Letters of Credit”) or any other non-cash form; A Limited Guaranty executed by City Investors LLC in the form of Exhibit L hereto; A Post-Closing Obligations Guaranty executed by City Investors LLC in the form attached hereto as Exhibit M; and Such other documents as may be reasonably required for the transaction or as requested by Title Company.

8.2.2 Original Property Information Documents. Seller will deliver to Purchaser, or make available to Purchaser at the Property, originals within Seller’s possession or control of all Leases, Licenses, Contracts and Permits.

8.2.3 Keys. Seller will deliver to Purchaser all keys to the Improvements in the possession or subject to the control of Seller, including, without limitation, master keys as well as combinations, card keys and cards for the security systems, if any.

8.2.4 Costs. Seller will pay all costs allocated to Seller pursuant to Section 8.5.1 of this Agreement.

8.3 Purchaser’s Obligations at the Closing. At the Closing, Purchaser will do, or cause to be done, the following:

8.3.1 Closing Documents. At Closing, Purchaser shall execute, acknowledge (if necessary) and deliver originals of the following documents: Assignment and Assumption Agreement with respect to the Leases and Licenses in the form of Exhibit F-1 hereto; Assignment and Assumption Agreement;