|AMAZON COM INC filed this Form 10-K on 01/30/2013|
TO PURCHASE AND SALE AGREEMENT
Form of Bill of Sale
BILL OF SALE
THIS BILL OF SALE is executed as of the day of , 20 , by [VARIES ] LLC, a Washington limited liability company (Seller), and , a (Purchaser).
FOR VALUE RECEIVED, receipt of which is hereby acknowledged, Seller does hereby assign, transfer, convey and set over unto Purchaser the right, title and interest in and to all fixtures, furniture, equipment, furnishings, and other personal property owned by Seller (the Personal Property) located on that certain real property commonly known as the located in Seattle, Washington, as more particularly described on Exhibit A attached hereto , including, without limitation, the Personal Property described on Exhibit B. The Seller represents and warrants that its title to the Personal Property is free and clear of liens, security interests mortgages, pledges, prior assignments, encumbrances and claims of any nature.
Seller does hereby covenant that it will forever warrant and defend the Personal Property against all persons whomsoever claiming by, through or under Seller and not otherwise. Seller shall execute such commercially reasonable confirmation instruments (including registration certificates) as reasonably requested by Purchaser to confirm or perfect the transfer of the Property. In all other respects, the Personal Property is being transferred in its as is, where is condition, and without representation or warranty, except as set forth in the Purchase and Sale Agreement between Seller and Purchaser dated , 2012.
This Bill of Sale shall be binding upon and inure to the benefit of the parties hereto and their respective heirs, legal representatives, successors and assigns. This Bill of Sale and the legal relations of the parties hereto shall be governed by and construed and enforced in accordance with the laws of the State of Washington, without regard to its principles of conflicts of law.