11Risk of Loss. The risk of loss relating to the Property prior to Closing shall be borne by the Contributor. If, prior to the Closing, the Property is partially or totally destroyed or damaged by fire or other casualty, or is taken by eminent domain or through condemnation proceedings, then the Operating Partnership may, at its option, determine not to acquire the Property but only if the cost of repairing such destruction or damage or the value of the portion of the Property so taken is, in the reasonable judgment of the Operating Partnership, in excess of the Maximum Per Property Total Consideration Adjustment. After the occurrence of any such total or partial casualty or condemnation affecting the Property, the Operating Partnership may, at its option, (i) elect to acquire the Property (with an adjustment to the Total Consideration as set forth in this Section 1.11) within 30 days after the Operating Partnership is notified of any such casualty or condemnation, (ii) oversee the repairs and restoration being made by the Contributor at the Property and (iii) direct the Contributor to pay or cause to be paid to the Operating Partnership at or following the Closing any sums collected by the Contributor, if any, under any insurance policies or award proceeds relating to such casualty or condemnation (to the extent that the Contributor has not applied such sums or proceeds to the restoration of the Property or otherwise to address the impacts of such casualty or condemnation) and otherwise assign to the Operating Partnership at or following the Closing all rights of the Contributor to collect such sums as may then be uncollected, and/or to the extent available to the Contributor, adjust or settle any insurance claim or condemnation proceeding, which the Contributor has not adjusted or settled prior to the Closing. If the Operating Partnership elects to acquire the Property following any such casualty or condemnation, the Total Consideration shall be reduced by the amount of (i) any deductibles under the applicable insurance policies or award with respect to the Property and (ii) any uninsured casualty or loss with respect to the Property, provided that any such reduction shall not exceed an amount which, when aggregated with any other adjustments with respect to the Property pursuant to this Section 1.11 and/or Section 5.1.4, would exceed $250,000 (the “Maximum Per Property Total Consideration Adjustment”). Insurance on the transferred Property shall be cancelled as of 12:0...
11Risk of Loss. 26 13.12Post-Closing Access. ..........................................26 13.13Applicable Law and Venue. ......................................26 13.14Counterparts. .................................................26 14.ARBITRATION .......................................................27 14.
11Risk of Loss. The vendor shall bear the risk of loss or damage to the Deliverables during the period of transportation, and installation , except when said loss or damage is due to the sole fault or negligence of the City.
