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T THIS AGREEMENT dated as of February —. 2012 (the "Effective Date") is made by and between WATCHTOWER BIBLE AND TRACT SOCIETY OF NEW YORK, INC., a New York not-for-profit corporation, with an office at 25 Columbia Heights, Brooklyn. New York 11201 ("Seller"), and 183 COLUMBIA HOLDING LLC. a New York lim
's Acts for the Property, in the condition described in Section 6.2. The deed shall contain the covenant required by subdivision 5 of Section 13 of New York's Lien law. 3. Price and Payment. 3.1 Purchase Price. The purchase price to be paid by Purchaser for the Property is Six Million Six Hundred Thousan
perty free and clear of all liens and en- cumbrances and that Watchtower has the right to sell the same. Watchtower will warrant and defend title to the Personal Property against the lawful claims and demands of all persons. This warranty ap- plies only to title. 3. This Assignment is made without representation or wa
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h, out of or otherwise relating to this agreement. The parties hereto agree to submit to personal jurisdiction in the State of New York, counties of New York in any action or proceeding arising out of this Agreement and, in furtherance of such 33 495555-2-W EFTA00807932 agreement, the parties hereby a
nd stationery bearing Seller's name or the names "Life", "Life Magazine", "Life Hotel", "Henry", "Gibson & Luce" or any derivations thereof (all of the Personal Property described in this clause (x), collectively, the "Intellectual Property"), in all cases provided that the sale and transfer of the Intellectual Prope
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of this Agreement. 12. CLOSING COSTS: FEES AND DISBURSEMENTS. 12.1 At the Closing, Seller and-Parehtther-shall eaeh-pay fifty-(-50%)-pereem-eithe New York State Real Estate Transfer Tax imposed pursuant to Article 31 and Section 1402 of the New York Tax Law and Title I I of Chapter 21 of the Administra
ft.frper-eent-E-50%)-ef-sueh-nteFtgage recording-tax-savings. 2.4 Purchaser expressly agrees and acknowledges that although the Property includes the Personal Property, such Personal Property has no independent resale value, that no portion of the Purchase Price is allocated to such Personal Property, and that no P
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Entities connected to both New York and the Personal Property
United States
LOCATION631 w/ New·2 w/ the
George W. Bush
PERSON453 w/ New·2 w/ the
DI
Darren Indyke
PERSON307 w/ New·2 w/ the
New York City
LOCATION292 w/ New·2 w/ the
George Mitchell
PERSON265 w/ New·3 w/ the
New York State
LOCATION233 w/ New·2 w/ the
Lawrence Krauss
PERSON163 w/ New·2 w/ the
Michael Douglas
PERSON155 w/ New·3 w/ the
John Kerry
PERSON65 w/ New·2 w/ the
the Internal Revenue Service
ORGANIZATION46 w/ New·3 w/ the
the City of New York
LOCATION45 w/ New·2 w/ the
David Mitchell
PERSON22 w/ New·3 w/ the
Utilities
ORGANIZATION18 w/ New·2 w/ the
Florida Bar
ORGANIZATION16 w/ New·2 w/ the
Exchange
ORGANIZATION14 w/ New·2 w/ the
Force
ORGANIZATION10 w/ New·2 w/ the
Review
ORGANIZATION6 w/ New·2 w/ the
DE
Douglas Elliman
PERSON4 w/ New·3 w/ the
U.S. Central Intelligence Agency
ORGANIZATION4 w/ New·2 w/ the
WITNESSETH
ORGANIZATION4 w/ New·2 w/ the