Common use of Adjusted Consideration Clause in Contracts

Adjusted Consideration. The Operating Partnership reserves the right not to acquire any particular interest that constitutes part of the Partnership Interests, if in good faith the Operating Partnership determines that it would be inappropriate for the Operating Partnership to own the underlying Property. The risk of loss relating to the Partnership Interests and the underlying Properties prior to Closing shall be borne by Contributor. If, prior to the Closing, any Property is materially destroyed or damaged by fire or other casualty, then the Operating Partnership may, at its option, determine not to acquire a particular Property, including Contributor's interest in the Partnership that directly or indirectly owns such Property, that has been destroyed or damaged. Under such circumstances, Contributor acknowledges that the Total Consideration will likely be correspondingly reduced. After the occurrence of any such casualty affecting a Property, the Operating Partnership may also, at its option, elect to (a) acquire Contributor's interest in any such Partnership that directly or indirectly owns the affected Property, (b) direct Contributor to pay or cause to be paid to the Operating Partnership any sums collected under any policies of insurance relating to such casualty and otherwise assign to the Operating Partnership all rights to collect such sums as may then be uncollected, and (c) adjust or settle any insurance claim.