Common use of Condemnation of Property Clause in Contracts

Condemnation of Property. In the event of (a) any condemnation or sale in lieu of condemnation of all of the Property; or (b) any condemnation or sale in lieu of condemnation of greater than ten percent (10%) of the fair market value of the Property prior to the Closing, Purchaser will have the option, to be exercised within fifteen (15) days after receipt of notice of such condemnation or sale, of terminating Purchaser’s obligations under this Agreement, or electing to have this Agreement remain in full force and effect. In the event that either (i) any condemnation or sale in lieu of condemnation of the Property is for less than ten percent (10%) of the fair market value of the Property, or (ii) Purchaser does not terminate this Agreement pursuant to the preceding sentence, Seller will assign to Purchaser any and all claims for the proceeds of such condemnation or sale to the extent the same are applicable to the Property, and Purchaser will take title to the Property with the assignment of such proceeds and subject to such condemnation and without reduction of the Purchase Price. Should Purchaser elect to terminate Purchaser’s obligations under this Agreement under the provisions of this Section 11.2, the Xxxxxxx Money Deposit and any interest thereon will be returned to Purchaser and neither Seller nor Purchaser will have any further obligation under this Agreement, except for the Termination Surviving Obligations. Notwithstanding anything to the contrary herein, if any eminent domain or condemnation proceeding is instituted (or notice of same is given) solely for the taking of any subsurface rights for utility easements or for any right-of-way easement, and the surface may, after such taking, be used in substantially the same manner as though such rights have not been taken, Purchaser will not be entitled to terminate this Agreement as to any part of the Property, but any award resulting therefrom will be assigned to Purchaser at Closing and will be the exclusive property of Purchaser upon Closing.

Condemnation of Property. In the event of (a) any condemnation or sale in lieu of condemnation (i) of all or any Significant Portion of any of the Property; Real Properties and any of the Improvements, (ii) that materially and adversely affects existing points of vehicular access to and/or from any portion of the Real Property and/or Improvements to a public or private street or other roadway, (iii) that permits any Major Tenant to terminate its Tenant Lease as a result of such casualty, or (biv) other than a temporary taking, that causes any condemnation or sale in lieu of condemnation of greater than ten percent (10%) portion of the fair market value Real Property and/or Improvements to fail to comply with applicable zoning laws, rules and regulations, or if Seller shall receive an official notice from any governmental authority having eminent domain power over any of the Property Real Properties and the Improvements thereon of its intention to take, by eminent domain proceeding, all or any portion of any of the Real Properties and any of the Improvements and such taking would result in any one or more of items (i) through (iv) above, prior to the Closing, Purchaser will have the option, to be exercised by providing Seller written notice within fifteen (15) days after receipt of Seller’s notice of such condemnation or sale, of terminating Purchaser’s obligations under this Agreement, Agreement or electing to have this Agreement remain in full force and effect. In the event that either (i) any condemnation or sale in lieu of condemnation of the Property is for less than ten percent (10%) of the fair market value of the Property, or (ii) Purchaser does not terminate this Agreement pursuant to the preceding sentencesentence or Purchaser does not have the right to terminate this Agreement pursuant to this Section 9.3, the Seller will assign to Purchaser any and all claims for the proceeds of such condemnation or sale to the extent the same are applicable to the PropertyProperty and the Improvements, and Purchaser will take title to the Property with the assignment of such proceeds and subject to such condemnation and without reduction of the Purchase Price. Should Purchaser elect to terminate Purchaser’s obligations under this Agreement under the provisions of this Section 11.29.3, the Xxxxxxx Money Deposit and any interest thereon will be returned to Purchaser upon Purchaser’s compliance with Section 4.6 and neither Seller nor Purchaser will have any further obligation under this Agreement, Agreement except for the Termination Surviving Obligations. Notwithstanding anything to the contrary herein, if any eminent domain or condemnation proceeding is instituted (or notice of same is given) solely for the taking of any subsurface rights for utility easements or for any right-of-way easementeasement (in lieu of fee simple title), and the surface may, after such taking, be used in substantially the same manner as though such rights have not been taken, Purchaser will not be entitled to terminate this Agreement as to any part of the applicable Property, but any award resulting therefrom will be assigned to Purchaser at Closing and will be the exclusive property of Purchaser upon Closing.

Condemnation of Property. In the event of (a) any condemnation or sale in lieu of condemnation of all of the Property; or (b) any condemnation or sale in lieu of condemnation of greater than ten twenty-five percent (1025%) of the fair market value of the Property prior to the Closing, Purchaser will have the option, to be exercised within fifteen (15) days after receipt of notice of such condemnation or sale, of (i) terminating Purchaser’s obligations under this Agreement, Agreement or (ii) electing to have this Agreement remain in full force and effect. In the event that either (ix) any condemnation or sale in lieu of condemnation of the Property is for equal to or less than ten twenty-five percent (1025%) of the fair market value of the Property, or (iiy) Purchaser does not terminate this Agreement pursuant to the preceding sentence, Seller will assign to Purchaser any and all claims for the proceeds of such condemnation or sale to the extent the same are applicable to the Property, and Purchaser will take title to the Property with the assignment of such proceeds and subject to such condemnation and without reduction of the Purchase Price. Should Purchaser elect to terminate Purchaser’s 's obligations under this Agreement under the provisions of this Section 11.2, the Xxxxxxx Money Deposit and any interest thereon will be returned to Purchaser and neither Seller nor Purchaser will have any further obligation under this Agreement, except for the Termination Surviving Obligations. Notwithstanding anything to the contrary herein, if any eminent domain or condemnation proceeding is instituted (or notice of same is given) solely for the taking of any subsurface rights for utility easements or for any right-of-way easement, and the surface may, after such taking, be used in substantially the same manner as though such rights have not been taken, Purchaser will not be entitled to terminate this Agreement as to any part of the PropertyAgreement, but any award resulting therefrom will be assigned to Purchaser at Closing and will be the exclusive property of Purchaser upon Closing.

Condemnation of Property. In the event of (a) any condemnation or sale in lieu of condemnation of all or any portion of the Property; or (b) any condemnation or sale in lieu of condemnation of greater than ten percent (10%) of the fair market value of the Real Property and Improvements prior to the Closing, Purchaser will have the option, to be exercised by providing Seller written notice within fifteen ten (1510) days after receipt of Seller's notice of such condemnation or sale, of terminating Purchaser’s 's obligations under this Agreement, Agreement or electing to have this Agreement remain in full force and effect. In the event that either (i) any condemnation or sale in lieu of condemnation of the Property is for less than ten percent (10%) of the fair market value of the Property, or (ii) Purchaser does not terminate this Agreement pursuant to the preceding sentence, Seller will assign to Purchaser any and all claims for the proceeds of such condemnation or sale to the extent the same are applicable to the PropertyReal Property and Improvements, and Purchaser will take title to the Property with the assignment of such proceeds and subject to such condemnation and without reduction of the Purchase Price. Should Purchaser elect to terminate Purchaser’s 's obligations under this Agreement under the provisions of this Section 11.29.3, the Xxxxxxx Money Deposit and any interest thereon will be returned to Purchaser upon Purchaser's compliance with Section 4.5 and neither Seller nor Purchaser will have any further obligation under this Agreement, Agreement except for the Termination Surviving Obligations. Notwithstanding anything to the contrary herein, if any eminent domain or condemnation proceeding is instituted (or notice of same is given) solely for the taking of any subsurface rights for utility easements or for any right-of-way easement, and the surface may, after such taking, be used in substantially the same manner as though such rights have not been taken, Purchaser will not be entitled to terminate this Agreement as to any part of the Property, but any award resulting therefrom will be assigned to Purchaser at Closing and will be the exclusive property of Purchaser upon Closing.

Condemnation of Property. In the event of (a) any condemnation or sale in lieu of condemnation of all of the Property; or (b) any condemnation or sale in lieu of condemnation of greater than ten percent (10%) of the fair market value portion of the Property or if Seller shall receive an official notice from any governmental authority having eminent domain power over the Land and Improvements of its intention to take, by eminent domain proceeding, all or any part of the Land and Improvements, prior to the Closing, Purchaser will have the option, to be exercised by providing Seller written notice within fifteen twenty (1520) days after receipt of Seller’s notice of such condemnation or sale, of terminating Purchaser’s obligations under this Agreement, Agreement or electing to have this Agreement remain in full force and effect. In the event that either (i) any condemnation or sale in lieu of condemnation of the Property is for less than ten percent (10%) of the fair market value of the Property, or (ii) Purchaser does not terminate this Agreement pursuant to the preceding sentence, Seller will assign to Purchaser any and all claims for the proceeds of such condemnation or sale to the extent the same are applicable to the PropertyLand and Improvements, and Purchaser will take title to the Property with the assignment of such proceeds and subject to such condemnation and without reduction of the Purchase Price. Should Purchaser elect to terminate Purchaser’s obligations under this Agreement under the provisions of this Section 11.225.3, the Xxxxxxx Money Deposit and any interest thereon will be returned to Purchaser and thereafter neither Seller nor Purchaser will have any further obligation under rights or obligations to the other hereunder except for obligations that survive the termination of this Agreement, except for the Termination Surviving Obligations. Notwithstanding anything to the contrary herein, if any eminent domain or condemnation proceeding is instituted (or notice of same is given) solely for the taking of any subsurface rights for utility easements or for any right-of-way easement, and the surface may, after such taking, be used in substantially the same manner as though such rights have not been taken, Purchaser will not be entitled to terminate this Agreement as to any part of the Property, but any award resulting therefrom will be assigned to Purchaser at Closing and will be the exclusive property of Purchaser upon Closing.

Condemnation of Property. In Notwithstanding the provisions of Section 2.2 above, in the event of (a) any condemnation or sale in lieu of condemnation of all of the Propertyany Project; or (b) any condemnation or sale in lieu of condemnation of greater than ten twenty percent (1020%) of the fair market value allocated Purchase Price of the Property any Project prior to the ClosingClosing or that materially interferes with the operations of the Project, Purchaser will have the option, to be exercised within fifteen (15) days after receipt of notice of such condemnation or sale, of terminating Purchaser’s obligations under this Agreement, or (i) electing to have this Agreement remain in full force and effecteffect with respect to all of the Projects or (ii) terminating this Agreement as to any Project condemned or affected by a sale in lieu of condemnation as set forth above (a "CONDEMNED PROJECT"), provided that if Purchaser elects to terminate this Agreement with respect to the Condemned Project, Purchaser must proceed to Closing with respect to the remaining Projects. In the event that either (i) any condemnation or sale in lieu of condemnation of the Property any Project is for equal to or less than ten twenty percent (1020%) of the fair market value allocated Purchase Price of the PropertyProject and does not materially interfere with the operations of the Project, or (ii) Purchaser does not terminate this Agreement with respect to a Condemned Project pursuant to the preceding sentence, Seller will assign to Purchaser any and all claims for the proceeds of such condemnation or sale to the extent the same are applicable to the PropertyProject, and Purchaser will take title to the Property such Project with the assignment of such proceeds and subject to such condemnation and without reduction of the Purchase Price. The term "MATERIALLY INTERFERE" shall refer to a condemnation or sale that (a) leaves the remaining balance of the Project in a condition such that the Project may not reasonably be anticipated to be economically operated for the purposes and in the manner in which it was operated prior to such taking or (b) affects a sufficient amount of the Project such that the Project no longer complies with Governmental Regulations or (c) causes a default under any of the Leases or gives any Major Tenant a right to terminate its Lease. Should Purchaser elect to terminate Purchaser’s 's obligations under this Agreement with respect to any Condemned Project under the provisions of this Section 11.2, the portion of the Xxxxxxx Money Deposit allocated to such Condemned Project and any accrued interest thereon will be returned shall remain on deposit with the Escrow Agent, re-allocated to Purchaser the other Projects in the same proportions as set forth in Section 4.1(a), and neither Seller nor Purchaser will have any further obligation under this AgreementAgreement with respect to such Condemned Project, except for the Termination Surviving ObligationsObligations pertaining to such Project. Notwithstanding anything to the contrary herein, if any eminent domain or condemnation proceeding is instituted (or notice of same is given) solely for the taking of any subsurface rights for utility easements or for any right-of-way easement, and the surface may, after such taking, be used in substantially the same manner as though such rights have not been taken, Purchaser will not be entitled to terminate this Agreement as to any part of the Propertyany Project, but any award resulting therefrom will be assigned to Purchaser at Closing and will be the exclusive property of Purchaser upon Closing.

Condemnation of Property. In If, prior to the event of Closing Date, (a) any all of the Property is condemned or sold in lieu of condemnation, or if such a condemnation or is commenced (it being agreed for all provisions of this Section 11.2, that Contributor shall not agree to a sale in lieu of condemnation except with the prior consent of all of the Property; BKP, which consent shall not be unreasonably withheld or delayed) or (b) any condemnation a portion of the Property having a value in excess of $20,000,000 is condemned or sale sold in lieu of condemnation or in the event any condemnation below such threshold (i) prevents or materially limits access to the Property, or (ii) is of greater such a nature or extent as to entitle an Anchor Tenant or any other Tenants occupying more than ten twenty-five percent (1025%) of the fair market value rentable square feet in the aggregate to terminate its or their Leases pursuant to the terms thereof, or (iii) causes material non-compliance with any Governmental Regulation of any Authority having jurisdiction over the Property prior to or Improvements or any portion thereof, or (iv) otherwise has comparably adverse effect on the ClosingProperty, Purchaser BKP will have the option, to be exercised within fifteen thirty (1530) days after receipt of notice of such condemnation or sale, of terminating Purchaserto terminate BKP’s obligations under this Agreement, Agreement or electing to elect to have this Agreement remain in full force and effect. In the event that either (ix) any there shall occur a condemnation or sale in lieu thereof in respect of a portion the Property that is not described in the first sentence of this Section 11.2 or (y) there shall occur a condemnation or sale or lien thereof in respect of the Property that is for less than ten percent (10%) described in the first sentence of the fair market value of the Property, this Section 11.2 or (ii) Purchaser such a condemnation shall be commenced but BKP does not terminate this Agreement pursuant to the preceding sentenceas provided in this Section 11.2, Seller Contributor will assign to Purchaser BKP any and all claims for the proceeds of such condemnation or sale to the extent the same are applicable to the Property, and Purchaser BKP will take title to the Property with the assignment of such proceeds and subject to such condemnation and without reduction of the Purchase PriceConsideration except for a credit for any award received by Contributor. Should Purchaser BKP elect to terminate PurchaserBKP’s obligations under this Agreement under the provisions of this Section 11.2, the Xxxxxxx Money Deposit and any interest thereon will be returned to Purchaser BKP and neither Seller Contributor nor Purchaser BKP will have any further obligation under this Agreement, except for the Termination Surviving Obligations. Notwithstanding anything to the contrary herein, if any eminent domain or condemnation proceeding is instituted (or notice of same is given) solely for the taking of any subsurface rights for utility easements or for any right-of-way easement, and the surface may, after such taking, be used in substantially the same manner as though such rights have not been taken, Purchaser will not be entitled to terminate this Agreement as to any part of the Property, but any award resulting therefrom will be assigned to Purchaser at Closing and will be the exclusive property of Purchaser upon Closing.

Condemnation of Property. In the event of (a) any condemnation or sale in lieu of condemnation (i) of all or any Significant Portion of any of the Property; Real Properties and any of the Improvements, (ii) that materially and adversely affects existing points of vehicular access to and/or from any portion of the Real Property and/or Improvements to a public or private street or other roadway, (iii) that permits any Major Tenant to terminate its Tenant Lease as a result of such casualty, or (biv) other than a temporary taking, that causes any condemnation or sale in lieu of condemnation of greater than ten percent (10%) portion of the fair market value Real Property and/or Improvements to fail to comply with applicable zoning laws, rules and regulations, or if Seller shall receive an official notice from any governmental authority having eminent domain power over any of the Property Real Properties and the Improvements thereon of its intention to take, by eminent domain proceeding, all or any portion of any of the Real Properties and any of the Improvements and such taking would result in any one or more of items (i) through (iv) above, prior to the Closing, Purchaser will have the option, to be exercised by providing Seller written notice within fifteen (15) days after receipt of Seller’s notice of such condemnation or sale, of terminating Purchaser’s obligations under this Agreement, Agreement or electing to have this Agreement remain in full force and effect. In the event that either (i) any condemnation or sale in lieu of condemnation of the Property is for less than ten percent (10%) of the fair market value of the Property, or (ii) Purchaser does not terminate this Agreement pursuant to the preceding sentencesentence or Purchaser does not have the right to terminate this Agreement pursuant to this Section 9.3, the Seller will assign to Purchaser any and all claims for the proceeds of such condemnation or sale to the extent the same are applicable to the PropertyProperty and the Improvements, and Purchaser will take title to the Property with the assignment of such proceeds and subject to such condemnation and without reduction of the Purchase Price. Should Purchaser elect to terminate Purchaser’s obligations under this Agreement under the provisions of this Section 11.29.3, the Xxxxxxx Money Deposit and any interest thereon will be returned to Purchaser upon Purchaser’s compliance with Section 4.6 and neither Seller nor Purchaser will have any further obligation under this Agreement, Agreement except for the Termination Surviving Obligations. Notwithstanding anything to the contrary herein, if any eminent domain or condemnation proceeding is instituted (or notice of same is given) solely for the taking of any subsurface rights for utility easements or for any right-of-way easementeasement (in lieu of fee simple title), and the surface may, after such taking, 34 be used in substantially the same manner as though such rights have not been taken, Purchaser will not be entitled to terminate this Agreement as to any part of the applicable Property, but any award resulting therefrom will be assigned to Purchaser at Closing and will be the exclusive property of Purchaser upon Closing.

Condemnation of Property. In the event of (a) any condemnation or sale in lieu of condemnation of all of the Property; or (b) any condemnation or sale in lieu of condemnation of greater than ten percent (10%) of the fair market value that portion of the Property prior which entitles Schwab to terminate the ClosingSchwab Lease pursuant to Section 10.04 thereof (a “Material Taking”), Purchaser will have the option, to be exercised within fifteen (15) days after receipt of notice of such condemnation or sale, of terminating Purchaser’s obligations under this Agreement, or electing to have this Agreement remain in full force and effect. In the event that either (i) any condemnation or sale in lieu of condemnation of the Property is for less than ten percent (10%) of the fair market value of the Propertynot a Material Taking, or (ii) Purchaser does not terminate this Agreement pursuant to the preceding sentence, Seller will assign (or will cause Property Owner to) turn over to Purchaser any and all claims for the proceeds of such condemnation or sale to the extent the same are applicable to the Property, and Purchaser will take title to the Property with the assignment of such proceeds and subject to such condemnation and without reduction of the Purchase Price. Should Purchaser elect to terminate Purchaser’s obligations under this Agreement under the provisions of this Section 11.2, the Xxxxxxx Money Deposit and any interest thereon will be returned to Purchaser and neither Seller nor Purchaser will have any further obligation under this Agreement, except for the Termination Surviving Obligations. Notwithstanding anything Purchaser hereby acknowledges and agrees that the Dedication shall not constitute a Material Taking and Purchaser shall have no rights whatsoever pursuant to the contrary herein, if any eminent domain or condemnation proceeding is instituted (or notice provisions of same is given) solely for this Section 11.2 with respect to the taking of any subsurface rights for utility easements or for any right-of-way easement, and the surface may, after such taking, be used in substantially the same manner as though such rights have not been taken, Purchaser will not be entitled to terminate this Agreement as to any part of the Property, but any award resulting therefrom will be assigned to Purchaser at Closing and will be the exclusive property of Purchaser upon ClosingDedication.

Condemnation of Property. If proceedings in eminent domain are threatened, instituted or concluded with respect to, or if any of the Authorities prior to the Closing Date indicates in writing its offer, to purchase the Redemption Property or any part thereof, prior to the Closing, MC Owner shall notify the ROFO (RM) Parties in writing of such fact promptly after obtaining knowledge thereof. In the event of (a) any such threatened or actual condemnation or sale in lieu thereof with respect to the Real Property or any part thereof, (i) where the award or the cost of condemnation restoration exceeds the greater of all of the Property; or (bx) any condemnation or sale in lieu of condemnation of greater than ten percent (10%) of the fair market value Redemption Property Value and (y) $500,000.00, (ii) which materially and adversely affects the ingress or egress to, the parking for, or the current use and operation of the Redemption Property prior with no viable alternative available in lieu thereof, or (iii) where any Major Tenant’s Lease automatically terminates by its terms or any Major Tenant terminates its Lease in accordance with its terms because of such condemnation, or any Major Tenant has not waived in writing any right which it has, if any, to terminate its Lease because of such condemnation unless such right is not likely to arise (each, a “Major Taking”), the Closing, Purchaser ROFO (RM) Parties will have the option, to be exercised within fifteen (15) days after receipt of notice of such condemnation or saleMajor Taking, of terminating Purchaser’s obligations under to amend this Agreement to remove the Redemption Property and replace it with the Substituted Redemption Property and, if necessary, the Scheduled Closing Date shall be automatically extended to give the ROFO (RM) Parties the full fifteen (15) day period to make such election. If the ROFO (RM) Parties so elects to amend this Agreement, or electing the Redemption Property Value shall be accordingly adjusted by the fair market value of the Substituted Redemption Property, and the parties shall enter into an amendment to have this Agreement remain in full force confirming the substitution of the Substituted Redemption Property as the Redemption Property and effectthe applicable adjustment of the Redemption Property Value. In the event that either (i) any condemnation or sale in lieu of condemnation of the Redemption Property which is for less than ten percent (10%) of the fair market value of the Property, not a Major Taking; or (ii) Purchaser does the ROFO (RM) Parties do not terminate elect to amend this Agreement pursuant to the preceding sentence, Seller (a) at the Closing MC Owner will assign and turn over to Purchaser the ROFO (RM) Parties any and all claims awards for and/or the proceeds of such condemnation or sale sale, net of reasonable collection costs (or if such have not been awarded, all of its right, title and interest therein), to the extent the same are applicable to the Property (which right of the ROFO (RM) Parties shall survive Closing), (b) MC Owner will not be obligated to restore the Redemption Property, and Purchaser (c) the parties will take title proceed to Closing pursuant to the Property with the assignment of such proceeds and subject to such condemnation and terms hereof without reduction abatement of the Purchase PriceRedemption Property Value (except for any adjustment thereto for any Substituted Redemption Property). Should Purchaser elect Unless the ROFO (RM) Parties have elected to terminate Purchaser’s obligations under amend this Agreement under the provisions of this Section 11.2to identify Substituted Redemption Property, the Xxxxxxx Money Deposit and MC Owner shall not settle any interest thereon will be returned claim with respect to Purchaser and neither Seller nor Purchaser will have any further obligation under this Agreementcondemnation, except for the Termination Surviving Obligations. Notwithstanding anything to the contrary herein, if any eminent domain or condemnation proceeding is instituted or offer concerning the Redemption Property or any part thereof or spend any award for repairs or restoration without obtaining the ROFO (or notice of same is givenRM) solely for the taking of any subsurface rights for utility easements or for any right-of-way easementParties’ prior written consent in each case, and the surface may, after such taking, be used in substantially the same manner as though such rights have not been taken, Purchaser will which consent shall not be entitled to terminate this Agreement as to any part of the Propertyunreasonably withheld, but any award resulting therefrom will be assigned to Purchaser at Closing and will be the exclusive property of Purchaser upon Closingconditioned or delayed.

Condemnation of Property. In the event of (a) any If prior to Closing, there is a condemnation or sale in lieu of condemnation of all or any portion of the Property; Real Property or the Improvements, Seller shall promptly notify Purchaser of such condemnation or sale. In the event of (ba) any a condemnation or sale in lieu of condemnation of greater than ten percent (10%) all or a Significant Portion of the fair market value Real Property and the Improvements, (b) a condemnation or sale in lieu of condemnation of any portion of the Real Property or the Improvements that is not a Significant Portion of the Property but that causes the remainder of the Real Property and the Improvements to no longer be in compliance with applicable law ("grandfathering" as a pre-existing use or pre-existing structure constituting compliance for this purpose), (c) a condemnation or sale in lieu of condemnation of any portion of the Real Property that affects access to the Real Property or reduces the available parking within the Real Property, or (d) a condemnation or sale in lieu of condemnation of any portion of the buildings on the Real Property, prior to the Closing, Purchaser will have the option, to be exercised by providing Seller written notice within fifteen (15) days after receipt of Seller's notice of such condemnation or sale, of terminating this Agreement and Purchaser’s 's obligations under this Agreement, or electing to have this Agreement remain in full force and effect. In the event that either (i) any condemnation or sale in lieu of condemnation of the Property is for less than ten percent (10%) of the fair market value of the Property, or (ii) Purchaser does not terminate this Agreement pursuant to the preceding sentence or is not entitled to terminate this Agreement pursuant to the preceding sentence, Seller will assign to Purchaser, pursuant to an assignment agreement reasonably acceptable to Purchaser and Seller, any and all claims for the proceeds of such condemnation or sale to the extent the same are applicable to the PropertyReal Property and the Improvements, and Purchaser will take title to the Property with the assignment of such proceeds and subject to such condemnation and without reduction of the Purchase Price. Should Purchaser elect to terminate Purchaser’s 's obligations under this Agreement under the provisions of this Section 11.29.3, the Xxxxxxx Money Deposit and any interest thereon will be returned to Purchaser, Purchaser shall return the Purchaser's Information to Seller, and neither Seller nor Purchaser will have any further obligation under this Agreement, Agreement except for the Termination Surviving Obligations. Notwithstanding anything to the contrary herein, if any eminent domain or condemnation proceeding is instituted (or notice of same is given) solely for the taking of any subsurface rights for utility easements or for any right-of-way easement, and the surface may, after such taking, be used in substantially taking does not materially affect the same manner as though such rights have not been takenvalue or enjoyment of the Real Property and the Improvements for their current use or Purchaser's anticipated use, Purchaser will not be entitled to terminate this Agreement as to any part of the Property, but any award resulting therefrom will be assigned to Purchaser at Closing Closing, pursuant to an assignment agreement reasonably acceptable to Purchaser and Seller, and will be the exclusive property of Purchaser upon Closing.

Condemnation of Property. In If, prior to the event of Closing Date, (a) any all of the Property is condemned or sold in lieu of condemnation, or if such a condemnation or is commenced (it being agreed for all provisions of this Section 11.2, that Seller shall not agree to a sale in lieu of condemnation except with the prior consent of all of the Property; Purchaser, which consent shall not be unreasonably withheld or delayed) or (b) any condemnation a portion of the Property having a value in excess of $15,000,000 is condemned or sale sold in lieu of condemnation or in the event any condemnation below such threshold (i) prevents or materially limits access to the Property, or (ii) is of greater such a nature or extent as to entitle an Anchor Tenant or any other Tenants occupying more than ten twenty-five percent (1025%) of the fair market value rentable square feet in the aggregate to terminate its or their Leases pursuant to the terms thereof, or (iii) causes material non-compliance with any Governmental Regulation of any Authority having jurisdiction over the Property prior to or Improvements or any portion thereof, or (iv) otherwise has a comparably adverse effect on the ClosingProperty, Purchaser will have the option, to be exercised within fifteen thirty (1530) days after receipt of notice of such condemnation or sale, of terminating to terminate Purchaser’s obligations under this Agreement, Agreement or electing to elect to have this Agreement remain in full force and effect. In the event that either (ix) any there shall occur a condemnation or sale in lieu thereof in respect of a portion the Property that is not described in the first sentence of this Section 11.2 or (y) there shall occur a condemnation or sale in lieu thereof in respect of the Property that is for less than ten percent (10%) described in the first sentence of the fair market value of the Property, this Section 11.2 or (ii) such a condemnation shall be commenced but Purchaser does not terminate this Agreement pursuant to the preceding sentenceas provided in this Section 11.2, Seller will assign to Purchaser any and all claims for the proceeds of such condemnation or sale to the extent the same are applicable to the Property, and Purchaser will take title to the Property with the assignment of such proceeds and subject to such condemnation and without reduction of the Purchase PricePrice except for a credit for any award received by Seller. Should Purchaser elect to terminate Purchaser’s obligations under this Agreement under the provisions of this Section 11.2, the Xxxxxxx Money Deposit and any interest thereon will be returned to Purchaser and neither Seller nor Purchaser will have any further obligation under this Agreement, except for the Termination Surviving Obligations. Notwithstanding anything to the contrary herein, if any eminent domain or condemnation proceeding is instituted (or notice of same is given) solely for the taking of any subsurface rights for utility easements or for any right-of-way easement, and the surface may, after such taking, be used in substantially the same manner as though such rights have not been taken, Purchaser will not be entitled to terminate this Agreement as to any part of the Property, but any award resulting therefrom will be assigned to Purchaser at Closing and will be the exclusive property of Purchaser upon Closing.

Condemnation of Property. In the event that all or any Significant Portion of the Property shall be taken in condemnation or under the right of eminent domain, Seller shall promptly notify Purchaser thereof. Within five (5) business days after receipt of the foregoing notice, Purchaser shall notify Seller, electing either: (a) any condemnation or sale to proceed with this transaction and Closing in lieu of condemnation of all of the Propertyaccordance with this Agreement notwithstanding such condemnation; or (b) any to terminate this Agreement. If Purchaser elects to proceed with this transaction pursuant to clause (a) above, or if there is a taking in condemnation or sale in lieu of condemnation of greater than ten percent (10%) of the fair market value of the Property prior to the Closing, Purchaser will have the option, to be exercised within fifteen (15) days after receipt of notice of such condemnation or sale, of terminating Purchaser’s obligations under this Agreement, or electing to have this Agreement remain in full force and effect. In the event eminent domain that either (i) any condemnation or sale in lieu of condemnation of the Property is for less than ten percent (10%) of the fair market value does not affect a Significant Portion of the Property, there shall be no reduction in the Purchase Price and Seller shall (x) deliver to Purchaser at the Closing, or (ii) Purchaser does not terminate this Agreement pursuant as soon thereafter as available, any proceeds actually received by Seller attributable to the preceding sentenceProperty from such condemnation or eminent domain proceeding, Seller will and (y) transfer and assign to Purchaser any and all claims rights Seller may have with respect to payments by or from and with respect to recovery against any party for damages or compensation relating to the proceeds Property on account of such condemnation or sale eminent domain proceeding. A failure by Purchaser to the extent the same are applicable to the Property, and Purchaser will take title to the Property with the assignment notify Seller in writing within five (5) business days after receiving written notice of such proceeds and subject taking shall be deemed an election to proceed under clause (b) in this subsection. If Purchaser elects to proceed under clause (a) in this subsection, Seller shall not compromise, settle or adjust any claims to such condemnation and award without reduction Purchaser’s prior written consent. In the event Purchaser notifies Seller (or is deemed to have notified Seller) of the Purchase Price. Should Purchaser elect its election to terminate Purchaser’s obligations under this Agreement under the provisions of this Section 11.2pursuant to clause (b) above, the Xxxxxxx Money Deposit and any all interest accrued thereon will be returned to Purchaser Purchaser, the parties shall equally share the Cancellation Charges, and thereafter neither Seller nor Purchaser will have any further obligation under this Agreement, rights or obligations to the other hereunder except for with respect to the Termination Surviving Obligations. Notwithstanding anything to the contrary herein, if any eminent domain or condemnation proceeding is instituted (or notice of same is given) solely for the taking of any subsurface rights for utility easements or for any right-of-way easement, and the surface may, after such taking, be used in substantially the same manner as though such rights have not been taken, Purchaser will not be entitled to terminate this Agreement as to any part of the Property, but any award resulting therefrom will be assigned to Purchaser at Closing and will be the exclusive property of Purchaser upon Closing.

Condemnation of Property. In the event of (a) any condemnation or sale in lieu of condemnation (i) of all or any Significant Portion of any of the Property; Real Properties and any of the Improvements, (ii) that materially and adversely affects existing points of vehicular access to and/or from any portion of the Real Property and/or Improvements to a public or private street or other roadway, (iii) that permits any Major Tenant to terminate its Tenant Lease as a result of such casualty, or (biv) other than a temporary taking, that causes any condemnation or sale in lieu of condemnation of greater than ten percent (10%) portion of the fair market value Real Property and/or Improvements to fail to comply with applicable zoning laws, rules and regulations, or if Sellers shall receive an official notice from any governmental authority having eminent domain power over any of the Property Real Properties and the Improvements thereon of its intention to take, by eminent domain proceeding, all or any portion of any of the Real Properties and any of the Improvements and such taking would result in any one or more of items (i) through (iv) above, prior to the Closing, Purchaser will have the option, to be exercised by providing Sellers written notice within fifteen (15) days after receipt of Sellers’ notice of such condemnation or sale, of terminating Purchaser’s obligations under this Agreement, Agreement or electing to have this Agreement remain in full force and effect. In the event that either (i) any condemnation or sale in lieu of condemnation of the Property is for less than ten percent (10%) of the fair market value of the Property, or (ii) Purchaser does not terminate this Agreement pursuant to the preceding sentencesentence or Purchaser does not have the right to terminate this Agreement pursuant to this Section 9.3, Seller the Sellers will assign to Purchaser any and all claims for the proceeds of such condemnation or sale to the extent the same are applicable to the PropertyProperty and the Improvements, and Purchaser will take title to the Property with the assignment of such proceeds and subject to such condemnation and without reduction of the Purchase Price. Should Purchaser elect to terminate Purchaser’s obligations under this Agreement under the provisions of this Section 11.29.3, the Xxxxxxx Money Deposit and any interest thereon will be returned to Purchaser upon Purchaser’s compliance with Section 4.6 and neither Seller Sellers nor Purchaser will have any further obligation under this Agreement, Agreement except for the Termination Surviving Obligations. Notwithstanding anything to the contrary herein, if any eminent domain or condemnation proceeding is instituted (or notice of same is given) solely for the taking of any subsurface rights for utility easements or for any right-of-way easementeasement (in lieu of fee simple title), and the surface may, after such taking, be used in substantially the same manner as though such rights have not been taken, Purchaser will not be entitled to terminate this Agreement as to any part of the applicable Property, but any award resulting therefrom will be assigned to Purchaser at Closing and will be the exclusive property of Purchaser upon Closing.

Condemnation of Property. In the event of (a) any condemnation or sale in lieu of condemnation of all of the Property; or (b) any condemnation or sale in lieu of condemnation of greater than ten percent (10%) of the fair market value a material portion of the Property prior to the Closing, Purchaser will Buyer shall have the option, to be exercised within fifteen ten (1510) days after receipt of notice of such condemnation or sale, of (i) terminating PurchaserBuyer’s obligations under this Agreement, Agreement or (ii) electing to have this Agreement remain in full force and effect. In the event that either (i) any condemnation or sale in lieu of condemnation of the Property is for less than ten percent (10%) of the fair market value of the Property, or (ii) Purchaser does Buyer elects not to terminate Buyer’s obligations under this Agreement pursuant to the preceding sentenceAgreement, Seller will shall assign to Purchaser Buyer any and all claims for the proceeds of such condemnation or sale to the extent the same are applicable to the Property, and Purchaser will Buyer shall take title to the Property with the assignment of such proceeds and subject to such condemnation and without reduction of the Purchase Price. Should Purchaser Buyer elect to terminate PurchaserBuyer’s obligations under this Agreement under the provisions of this Section 11.217, the Xxxxxxx Money Deposit and any interest thereon will shall be returned to Purchaser Buyer and neither Seller nor Purchaser will Buyer shall have any further obligation under this Agreement. A condemnation by eminent domain of a portion of the Property shall be deemed to affect a “material portion” of the Property if the estimated value of the portion of the Property taken exceeds Two Hundred Fifty Thousand Dollars ($250,000). The phrase “estimated value” shall mean an estimate obtained from an M.A.I. appraiser, except for who has at least five (5) years of experience evaluating property located in Salt Lake County, Utah, similar in nature and function to that of the Termination Surviving ObligationsProperty, selected by Seller and approved by Buyer. Notwithstanding anything to the contrary herein, if any eminent domain or condemnation proceeding is instituted (or notice of same is which shall be given) solely for the taking of any subsurface rights for utility easements or for any right-of-way easement, and the surface may, after such taking, be used in substantially the same manner as though such rights have not been taken, Purchaser will Buyer shall not be entitled to terminate this Agreement as to any part of the Property, but any award resulting therefrom will shall be assigned to Purchaser Buyer at Closing and will shall be the exclusive property of Purchaser Buyer upon Closing. If Buyer elects to terminate this Agreement pursuant to this Section 17, then the terms of the Lease shall control in the event of condemnation.

Condemnation of Property. In the event of (a) If any condemnation proceedings are instituted, or sale in lieu written notice of condemnation of intent to condemn is given, with respect to all or any portion of the Property; or , Seller shall promptly, upon obtaining knowledge thereof, notify Purchaser thereof (b) any a “Taking Notice”). If the condemnation or sale will not result in lieu the taking of condemnation of greater than ten percent (10%) a Significant Portion of the fair market value Property, the parties shall proceed to Closing, in which event Seller shall assign or pay to Purchaser at Closing all of Seller’s right, title, and interest in any award payable on account of the condemnation and/or pay to Purchaser all such awards previously paid, less any sums reasonably expended by Seller prior to the Closing for the restoration or repair of the Property prior to the Closing, Purchaser will have the option, to be exercised within fifteen (15) days after receipt of notice of or in negotiating or collecting such condemnation or sale, of terminating Purchaser’s obligations under this Agreement, or electing to have this Agreement remain in full force and effectawards. In the event that such condemnation will result in taking of all or any Significant Portion of the Property, Purchaser shall have the option, which shall be exercised by written notice to Seller within ten (10) Business Days after its receipt of the Taking Notice, either (i) any condemnation or sale in lieu of condemnation of the Property is for less than ten percent (10%) of the fair market value of the Property, or (ii) Purchaser does not to terminate this Agreement pursuant to the preceding sentence, Seller will assign to Purchaser any and all claims for the proceeds of such condemnation or sale to the extent the same are applicable to the Property, and Purchaser will take title to the Property with the assignment of such proceeds and subject to such condemnation and without reduction of the Purchase Price. Should Purchaser elect to terminate Purchaser’s obligations under this Agreement under the provisions of this Section 11.2, in its entirety in which event the Xxxxxxx Money Deposit and any interest thereon will be returned to Purchaser upon Purchaser’s compliance with Section 4.6 and neither Seller nor Purchaser will the parties shall have any no further obligation rights or obligations under this Agreement, Agreement with respect to the Property (except for the Termination Surviving Obligations. Notwithstanding anything ), or (ii) to consummate the contrary herein, if any eminent domain or condemnation proceeding is instituted (or notice of same is given) solely for the taking of any subsurface rights for utility easements or for any right-of-way easement, and the surface may, after such taking, be used in substantially the same manner as though such rights have not been taken, Purchaser will not be entitled to terminate this Agreement as to any part purchase of the PropertyProperty without a reduction of the Non-Contingent Purchase Price, but any award resulting therefrom will be assigned in which event Seller shall assign or pay to Purchaser at Closing all of Seller’s right, title, and will be interest in any award payable on account of the exclusive property condemnation proceeding and/or pay to Purchaser all such awards previously paid, less any sums reasonably expended by Seller prior to the Closing for the restoration or repair of the Property or in negotiating or collecting such condemnation awards. Failure of Purchaser upon Closingto give notice of Purchaser’s election within such ten (10) Business Day period shall be deemed an election by Purchaser to consummate the purchase pursuant to subsection (ii) above.

Condemnation of Property. In the event of (a) any condemnation or sale in lieu of condemnation of all or any portion of the Property; or (b) any condemnation or sale in lieu of condemnation of greater than ten percent (10%) of the fair market value of the Real Property and/or Improvements prior to the Closing, except as provided below Purchaser will have the option, by providing Seller written notice prior to be exercised within fifteen the earlier of (15x) the Closing Date or (y) ten (10) days after receipt of Seller’s notice of such condemnation or sale, of terminating Purchaser’s obligations under this Agreement, Agreement or electing to have this Agreement remain in full force and effect. In the event that either (i) any condemnation or sale in lieu of condemnation of the Property is for less than ten percent (10%) of the fair market value of the Property, or (ii) Purchaser does not terminate this Agreement pursuant to the preceding sentence, Seller will assign to Purchaser any and all claims for the proceeds of such condemnation or sale to the extent the same are applicable to the Real Property and/or Improvements, net of reasonable collection costs and any costs incurred by Seller to restore the Property, and Purchaser will take title to the Property with the assignment of such proceeds and subject to such condemnation and without reduction of the Purchase Price. Should Purchaser elect to terminate Purchaser’s obligations under this Agreement under the provisions of this Section 11.29.3, the Xxxxxxx Money Deposit and any interest thereon will be returned to Purchaser upon Purchaser’s compliance with Section 4.5, and neither Seller nor Purchaser will have any further obligation under this Agreement, Agreement except for the Termination Surviving Obligations. Notwithstanding anything to the contrary herein, if any eminent domain or condemnation proceeding is instituted (or notice of same is given) solely for the taking of any subsurface rights for utility easements or for any right-of-way easementless than all of the Real Property and/or Improvements, and the surface may, after such taking, Improvements may be used in substantially the same manner as though such rights have not been taken, and such taking does not materially adversely affect the ingress and egress to the Real Property and/or Improvements, Purchaser will not be entitled to terminate this Agreement as to any part of the Property, but any award resulting therefrom will be assigned to Purchaser at Closing and will be the exclusive property of Purchaser upon Closing. The parties agree that the provisions of this Section 9.3 shall apply and control in the event that the same are inconsistent with any laws or statutes of the State of California that would otherwise govern the effect of, or the rights of the parties with respect to any awards or payments made in respect of, the exercise of the power of eminent domain as applied to contracts for the purchase and sale of real property, including, without limitation, California Civil Code Section 1662 and California Code of Civil Procedure Sections 1260.220 and 1263.010, and the parties hereby waive their respective rights under any and all such laws and statutes.

Condemnation of Property. In the event of (ai) any condemnation or sale in lieu of condemnation of all of the Property; or (bii) any condemnation or sale in lieu of condemnation of greater than ten twenty-five percent (1025%) of the fair market value Purchase Price of the Property prior to the Closing, Purchaser will have the option, to be exercised within fifteen (15) days after receipt of notice of such condemnation or sale, of terminating Purchaser’s obligations under this AgreementAgreement by written notice to Seller, or electing to have this Agreement remain in full force and effect. In the event that either (i) any condemnation or sale in lieu of condemnation of the Property is for less than ten twenty-five percent (1025%) of the fair market value Purchase Price of the Property, or (ii) Purchaser does not terminate this Agreement pursuant to the preceding sentence, Seller will assign to Purchaser any and all claims for the proceeds of such condemnation or sale to the extent the same are applicable to the Property, and Purchaser will take title to the Property with the assignment of such proceeds and subject to such condemnation and without reduction of the Purchase Price. Should Purchaser elect to terminate Purchaser’s obligations under this Agreement under the provisions of this Section 11.2, the Xxxxxxx Money Deposit and any interest thereon will be returned to Purchaser and neither Seller nor Purchaser will have any further obligation under this Agreement, except for the Termination Surviving Obligations. Notwithstanding anything to the contrary herein, if any eminent domain or condemnation proceeding is instituted (or notice of same is given) solely for the taking of any subsurface rights for utility easements or for any right-of-way easement, and the surface may, after such taking, be used in substantially the same manner as though such rights have not been taken, Purchaser will not be entitled to terminate this Agreement as to any part of the Property, but any award resulting therefrom will be assigned to Purchaser at Closing and will be the exclusive property of Purchaser upon Closing.

Condemnation of Property. Seller shall promptly notify Purchaser if, prior to the Closing Date, all or any portion of the Real Property and Improvements is subject to a condemnation or sale in lieu of condemnation or if Seller shall receive an official notice from any governmental authority having eminent domain power over the Real Property and Improvements of its intention to take, by eminent domain proceeding, all or any portion of the Real Property and Improvements. In the event of (a) any condemnation or sale in lieu of condemnation of all or any Significant Portion of the Property; Real Property and Improvements or (b) if Seller shall receive an official notice from any condemnation governmental authority having eminent domain power over the Real Property and Improvements of its intention to take, by eminent domain proceeding, all or sale in lieu of condemnation of greater than ten percent (10%) any Significant Portion of the fair market value of the Real Property and Improvements, prior to the Closing, Purchaser will have the option, to be exercised by providing Seller written notice within fifteen ten (1510) days after receipt of Seller’s notice of such condemnation or sale, of terminating Purchaser’s obligations under this Agreement, Agreement or electing to have this Agreement remain in full force and effect. In the event that either (i) any condemnation or sale in lieu of condemnation of the Property is for less than ten percent (10%) of the fair market value of the Property, or (ii) Purchaser does not terminate this Agreement pursuant to the preceding sentencesentence or if less than a Significant Portion of the Real Property and Improvements is the subject of a condemnation or sale in lieu of condemnation or such official notice, Seller will assign to Purchaser any and all claims for the proceeds of such condemnation or sale to the extent the same are applicable to the Real Property, Improvements and Seller’s interest in the Tenant Lease, and Purchaser will take title to the Property with the assignment of such proceeds and subject to such condemnation and without reduction of the Purchase Price. Should Purchaser elect to terminate Purchaser’s obligations under this Agreement under the provisions of this Section 11.29.3, the Xxxxxxx Money Deposit and any interest thereon will be returned to Purchaser upon Purchaser’s compliance with Section 4.6 and neither Seller nor Purchaser will have any further obligation under this Agreement, Agreement except for the Termination Surviving Obligations. Notwithstanding anything to the contrary herein, if any eminent domain or condemnation proceeding is instituted (or notice of same is given) solely for the taking of any subsurface rights for utility easements or for any right-of-way easement, and the surface may, after such taking, be used in substantially the same manner as though such rights have not been taken, Purchaser will not be entitled to terminate this Agreement as to any part of the PropertyProperty (unless Tenant would have a right to terminate the Tenant Lease or xxxxx Rentals in whole or in part and such right is not waived prior to Closing), but any award resulting therefrom will be assigned to Purchaser at Closing and will be the exclusive property of Purchaser upon Closing.

Condemnation of Property. In the event of (a) any condemnation or sale in lieu of condemnation (i) of all or any Significant Portion of any of the Property; Real Properties and any of the Improvements, (ii) that materially and adversely affects existing points of vehicular access to and/or from any portion of the Real Property and/or Improvements to a public or private street or other roadway, (iii) that permits any Major Tenant to terminate its Tenant Lease as a result of such casualty, or (biv) other than a temporary taking, that causes any condemnation or sale in lieu of condemnation of greater than ten percent (10%) portion of the fair market value Real Property and/or Improvements to fail to comply with applicable zoning laws, rules and regulations, or if Sellers shall receive an official notice from any governmental authority having eminent domain power over any of the Property Real Properties and the Improvements thereon of its intention to take, by eminent domain proceeding, all or any portion of any of the Real Properties and any of the Improvements and such taking would result in any one or more of items (i) through (iv) above, prior to the Closing, Purchaser will have the option, to be exercised by providing Sellers written notice within fifteen (15) days after receipt of Sellers’ notice of such condemnation or sale, of terminating Purchaser’s obligations under this Agreement, Agreement or electing to have this Agreement remain in full force and effect. In the event that either (i) any condemnation or sale in lieu of condemnation of the Property is for less than ten percent (10%) of the fair market value of the Property, or (ii) Purchaser does not terminate this Agreement pursuant to the preceding sentencesentence or Purchaser does not have the right to terminate this Agreement pursuant to this Section 9.3, Seller the Sellers will assign to Purchaser any and all claims for the proceeds of such condemnation or sale to the extent the same are applicable to the PropertyProperty and the Improvements, and Purchaser will take title to the Property with the assignment of such proceeds and subject to such condemnation and without reduction of the Purchase Price. Should Purchaser elect to terminate Purchaser’s obligations under this Agreement under the provisions of this Section 11.29.3, the Xxxxxxx Money Deposit and any interest thereon will be returned to Purchaser upon Purchaser’s compliance with Section 4.6 and neither Seller Sellers nor Purchaser will have any further obligation under this Agreement, Agreement except for the Termination Surviving Obligations. Notwithstanding anything to the contrary herein, if any eminent domain or condemnation proceeding is instituted (or notice of same is given) solely for the taking of any subsurface rights for utility easements or for any right-of-way easementeasement (in lieu of fee simple title), and the surface may, after such taking, be used in substantially the same manner as though such rights have not been taken, Purchaser will -33- not be entitled to terminate this Agreement as to any part of the applicable Property, but any award resulting therefrom will be assigned to Purchaser at Closing and will be the exclusive property of Purchaser upon Closing.

Condemnation of Property. In the event of (a) any condemnation or sale in lieu of condemnation of all or any portion of the Property; or (b) any condemnation or sale in lieu of condemnation of greater than ten percent (10%) of the fair market value of the Real Property and/or Improvements prior to the Closing, Purchaser will have the option, by providing Seller written notice prior to be exercised within fifteen the earlier of (15x) the Closing Date or (y) ten (10) days after receipt of Seller’s notice of such condemnation or sale, of terminating Purchaser’s obligations under this Agreement, Agreement or electing to have this Agreement remain in full force and effect. In the event that either (i) any condemnation or sale in lieu of condemnation of the Property is for less than ten percent (10%) of the fair market value of the Property, or (ii) Purchaser does not terminate this Agreement pursuant to the preceding sentence, Seller will assign to Purchaser any and all claims for the proceeds of such condemnation or sale to the extent the same are applicable to the PropertyReal Property and/or Improvements, and Purchaser will take title to the Property with the assignment of such proceeds and subject to such condemnation and without reduction of the Purchase Price. Should Purchaser elect to terminate Purchaser’s obligations under this Agreement under the provisions of this Section 11.29.3, the Xxxxxxx Money Deposit and any interest thereon will be promptly returned to Purchaser Purchaser, and neither Seller nor Purchaser will have any further obligation under this Agreement, Agreement except to the extent otherwise specifically provided in this Agreement for the Termination Surviving Obligations. Notwithstanding anything to the contrary herein, if any eminent domain or condemnation proceeding is instituted (or notice of same is given) solely for the taking of any subsurface rights for utility easements or for any right-of-way easement, and the surface may, after such taking, be used in substantially the same manner as though such rights have not been taken, Purchaser will not be entitled to terminate this Agreement as to any part of the Property, but any award resulting therefrom will be assigned to Purchaser at Closing and will be the exclusive property of Purchaser upon Closing.

Condemnation of Property. In the event of (a) any condemnation or sale in lieu of condemnation of all or any Significant Portion of a Property and the Property; Improvements thereon or (b) if Seller shall receive an official notice from any condemnation governmental authority having eminent domain power over a Property and the Improvements thereon of its intention to take, by eminent domain proceeding, all or sale in lieu any Significant Portion of condemnation of greater than ten percent (10%) of the fair market value of the a Property and Improvements, prior to the Closing, Purchaser will have the option, to be exercised by providing Seller written notice within fifteen ten (1510) days after receipt of Seller’s notice of such condemnation or sale, of terminating Purchaser’s obligations under this Agreement, Agreement or electing to have this Agreement remain in full force and effect. In the event that either (i) any condemnation or sale in lieu of condemnation of the Property is for less than ten percent (10%) of the fair market value of the Property, or (ii) Purchaser does not terminate this Agreement pursuant to the preceding sentencesentence or Purchaser does not have the right to terminate this Agreement pursuant to this Section 9.3, the Seller will assign to Purchaser any and all claims for the proceeds of such condemnation or sale to the extent the same are applicable to the Propertyapplicable Property and the Improvements thereon, and Purchaser will take title to acquire the Property with the Common Interest and receive an assignment of such proceeds and proceeds, subject to such condemnation and without reduction of the Purchase Price. Should Purchaser elect to terminate Purchaser’s obligations under this Agreement under the provisions of this Section 11.29.3, the Xxxxxxx Money Deposit and any interest thereon will be returned to Purchaser upon Purchaser’s compliance with Section 4.6 and neither Seller nor Purchaser will have any further obligation under this Agreement, Agreement except for the Termination Surviving Obligations. Notwithstanding anything to the contrary herein, if any eminent domain or condemnation proceeding is instituted (or notice of same is given) solely for the taking of any subsurface rights for utility easements or for any right-of-way easement, and the surface may, after such taking, be used in substantially the same manner as though such rights have not been taken, Purchaser will not be entitled to terminate this Agreement as to any part of the PropertyAgreement, but any award resulting therefrom will be credited to or assigned to Purchaser at Closing and will be the exclusive property of Purchaser upon Closing.

Condemnation of Property. In the event of (a) any condemnation or sale in lieu of condemnation of all of the Property; or (b) any condemnation or sale in lieu of condemnation of greater than ten percent (10%) of the fair market value a portion of the Property prior to the Closing, Purchaser will Buyer shall have the option, to be exercised within fifteen (15) ten days after receipt of notice of such condemnation or sale, of (i) terminating PurchaserBuyer’s obligations under this Agreement, Agreement or (ii) electing to have this Agreement remain in full force and effect. In the event that either (i) any condemnation or sale in lieu of condemnation of the Property is for less than ten percent (10%) of the fair market value of the Property, or (ii) Purchaser does Buyer elects not to terminate Buyer’s obligations under this Agreement pursuant to the preceding sentenceAgreement, Seller will shall assign to Purchaser Buyer any and all claims for the proceeds of such condemnation or sale to the extent the same are applicable to the Property, and Purchaser will Buyer shall take title to the Property with the assignment of such proceeds and subject to such condemnation and without reduction of the Purchase Price. Should Purchaser Buyer elect to terminate PurchaserBuyer’s obligations under this Agreement under the provisions of this Section 11.217, the Xxxxxxx Money Deposit and any interest thereon will shall be returned to Purchaser Buyer and neither Seller nor Purchaser will Buyer shall have any further obligation under this Agreement, except for the Termination Surviving Obligations. Notwithstanding anything to the contrary herein, if any eminent domain or condemnation proceeding is instituted (or notice of same is which shall be given) solely for the taking of any subsurface rights for utility easements or for any right-of-way easement, and the surface may, after such taking, be used in substantially the same manner as though such rights have not been taken, Purchaser will Buyer shall not be entitled to terminate this Agreement as to any part of the Property, but any award resulting therefrom will shall be assigned to Purchaser Buyer at Closing and will shall be the exclusive property of Purchaser Buyer upon Closing.

Condemnation of Property. In the event of (a) any condemnation or sale in lieu of condemnation of all of the Property; or (b) any condemnation or sale in lieu of condemnation of greater than ten twenty-five percent (1025%) of the fair market value of the Property prior to the Closing, Purchaser will have the option, to be exercised within fifteen (15) days after receipt of notice of such condemnation or sale, of terminating Purchaser’s obligations under this Agreement, or electing to have this Agreement remain in full force and effect. In the event that either (i) any condemnation or sale in lieu of condemnation of the Property is for less than ten twenty-five percent (1025%) of the fair market value of the Property, or (ii) Purchaser does not terminate this Agreement pursuant to the preceding sentence, Seller will assign to Purchaser any and all claims for the proceeds of such condemnation or sale to the extent the same are applicable to the Property, and Purchaser will take title to the Property with the assignment of such proceeds and subject to such condemnation and without reduction of the Purchase Price. Should Purchaser elect to terminate Purchaser’s obligations under this Agreement under the provisions of this Section 11.2, the Xxxxxxx Money Deposit and any interest thereon will be returned to Purchaser and neither Seller nor Purchaser will have any further obligation under this Agreement, except for the Termination Surviving Obligations. Notwithstanding anything to the contrary herein, if any eminent domain or condemnation proceeding is instituted (or notice of same is given) solely for the taking of any subsurface rights for utility easements or for any right-of-way easement, and the surface may, after such taking, be used in substantially the same manner as though such rights have not been taken, Purchaser will not be entitled to terminate this Agreement as to any part of the PropertyAgreement, but any award resulting therefrom will be assigned to Purchaser at Closing and will be the exclusive property of Purchaser upon Closing.. Notwithstanding anything to the contrary set forth herein, in the event of any condemnation or sale in lieu of condemnation of any certain Property (i) exceeds fifteen percent (15%) of the allocated Purchase Price of such Property (as set forth on Exhibit K) condemned or sold in lieu of condemnation, (ii) permits a Major Tenant to terminate its Lease with respect to such Property, or (iii) results in a loss of access to such Property, Seller shall notify Purchaser of the same. In such event, Purchaser shall thereafter be entitled to terminate this Agreement as to such Property and shall only be required to purchase the remaining Property on the terms, conditions and provisions of this Agreement as if this Agreement had never included the condemned Property, with the Purchase Price to be reduced by the allocated Purchase Price of such Property as set forth on Exhibit K.

Condemnation of Property. (a) In the event of (ai) any condemnation or sale in lieu of condemnation of all of the Property; or (bii) any condemnation or sale in lieu of condemnation of greater than ten five percent (105%) of the fair market value of the Property prior to the Closing, Purchaser will have the option, to be exercised within fifteen (15) days after receipt of notice of such condemnation or sale, of terminating Purchaser’s 's obligations under this Agreement, or electing to have this Agreement remain in full force and effect. In the event that either (i) any condemnation or sale in lieu of condemnation of the Property is for less than ten five percent (105%) of the fair market value of the Property, or (ii) Purchaser does not terminate this Agreement pursuant to the preceding sentence, Seller will assign to Purchaser any and all claims for the proceeds of such condemnation or sale to the extent the same are applicable to the Property, and Purchaser will take title to the Property with the assignment of such proceeds and subject to such condemnation and without reduction of the Purchase Price. Should Purchaser elect to terminate Purchaser’s 's obligations under this Agreement under the provisions of this Section 11.2, the Xxxxxxx Money Deposit and any interest thereon will be returned to Purchaser and neither Seller nor Purchaser will have any further obligation under this Agreement, except for the Termination Surviving Obligations. Notwithstanding anything to the contrary herein, if any eminent domain or condemnation proceeding is instituted (or notice of same is given) solely for the taking of any subsurface rights for utility easements or for any right-of-way easement, and the surface and the Improvements may, after such taking, be used in substantially the same manner as though such rights have not been taken, Purchaser will not be entitled to terminate this Agreement as to any part of the Property, but any award resulting therefrom will be assigned to Purchaser at Closing and will be the exclusive property of Purchaser upon Closing.

Condemnation of Property. In the event of (a) any condemnation or sale in lieu of condemnation of all of the Property; or (b) any condemnation or sale in lieu of condemnation of greater than ten percent (10%) of the fair market value that portion of the Property prior which entitles Schwab to terminate the ClosingSchwab Lease pursuant to Section 10.04 thereof (a “Material Taking”), Purchaser will have the option, to be exercised within fifteen (15) days after receipt of notice of such condemnation or sale, of terminating Purchaser’s obligations under this Agreement, or electing to have this Agreement remain in full force and effect. In the event that either (i) any condemnation or sale in lieu of condemnation of the Property is for less than ten percent (10%) of the fair market value of the Propertynot a Material Taking, or (ii) Purchaser does not terminate this Agreement pursuant to the preceding sentence, Seller will assign (or will cause Property Owner to) turn over to Purchaser any and all claims for the proceeds of such condemnation or sale to the extent the same are applicable to the Property, and Purchaser will take title to the Property with the assignment of such proceeds and subject to such condemnation and without reduction of the Purchase Price. Should Purchaser elect to terminate Purchaser’s obligations under this Agreement under the provisions of this Section 11.2, the Xxxxxxx Money Deposit and any interest thereon will be returned to Purchaser and neither Seller nor Purchaser will have any further obligation under this Agreement, except for the Termination Surviving Obligations. Notwithstanding anything Purchaser hereby acknowledges and agrees that the Dedication shall not constitute a Material Taking and Purchaser shall have no rights whatsoever pursuant to the contrary herein, if any eminent domain or condemnation proceeding is instituted (or notice provisions of same is given) solely for this Section 11.2 with respect to the taking of any subsurface rights for utility easements or for any right-of-way easement, and the surface may, after such taking, be used in substantially the same manner as though such rights have not been taken, Purchaser will not be entitled to terminate this Agreement as to any part of the Property, but any award resulting therefrom will be assigned to Purchaser at Closing and will be the exclusive property of Purchaser upon Closing.Dedication. ARTICLE XII.......

Condemnation of Property. In the event of (a) any condemnation or sale in lieu of condemnation of all of the Property; or (b) any condemnation or sale in lieu of condemnation of greater than ten percent (10%) of the fair market value portion of the Property prior to the Closing, Seller shall promptly notify Purchaser of the same and Purchaser will have the option, to be exercised by providing Seller written notice within fifteen twenty (1520) days after receipt of Seller’s written notice of such condemnation or sale, of terminating Purchaser’s obligations under this Agreement, Agreement or electing to have this Agreement remain in full force and effecteffect (and the Closing will be postponed if necessary to afford Purchaser the full twenty (20) days to elect such option). In the event that either (i) any condemnation or sale in lieu of condemnation of the Property is for less than ten percent (10%) of the fair market value of the Property, or (ii) Purchaser does not terminate this Agreement pursuant to the preceding sentence, Seller will pay and assign to Purchaser any and all claims for the proceeds of such condemnation or sale to the extent the same are applicable to the Property, and Purchaser will take title to the Property with the assignment of such proceeds and subject to such condemnation and without reduction of the Purchase Price. In the event Purchaser does not terminate this Agreement, Seller shall not settle or compromise any condemnation or sale in lieu thereof without the prior written consent of Purchaser, which consent shall not be unreasonably withheld, conditioned or delayed. Should Purchaser elect to terminate Purchaser’s obligations under this Agreement under the provisions of this Section 11.29.3, the Xxxxxxx Exxxxxx Money Deposit and any interest thereon will be returned to Purchaser and neither Seller nor Purchaser will have any further obligation under this Agreement, Agreement except for the Termination Surviving Obligations. Notwithstanding anything to the contrary herein, if any eminent domain or condemnation proceeding is instituted (or notice of same is given) solely for the taking of any subsurface rights for utility easements or for any right-of-way easement, and the surface may, after such taking, be used in substantially the same manner as though such rights have not been taken, Purchaser will not be entitled to terminate this Agreement as to any part of the Property, but any award resulting therefrom will be assigned to Purchaser at Closing and will be the exclusive property of Purchaser upon Closing.

Condemnation of Property. In the event of (a) any condemnation or sale in lieu of condemnation of all or any Significant Portion of a Real Property and the Property; Improvements thereon or (b) if a Seller shall receive an official notice from any condemnation governmental authority having eminent domain power over a Property and the Improvements thereon of its intention to take, by eminent domain proceeding, all or sale in lieu any Significant Portion of condemnation of greater than ten percent (10%) of the fair market value of the a Real Property and Improvements, prior to the Closing, Purchaser will have the option, to be exercised by providing Sellers written notice within fifteen ten (1510) business days DAL02:624104.4 LEGAL_US_W # 74790953.14 33 after receipt of Sellers’ notice of such condemnation or sale, of terminating Purchaser’s obligations under this AgreementAgreement (or, if the same affects only one of the Properties, terminating this Agreement solely as it relates to the Property affected, in which case, the Purchase Price shall be modified to be the portion of the Purchase Price allocated only to the Property as to which this Agreement has not been terminated) or electing to have this Agreement remain in full force and effect. In the event that either (i) any condemnation or sale in lieu of condemnation of the Property is for less than ten percent (10%) of the fair market value of the Property, or (ii) Purchaser does not terminate this Agreement pursuant to the preceding sentence, the applicable Seller will assign to Purchaser any and all claims for the proceeds of such condemnation or sale to the extent the same are applicable to the Propertyapplicable Property and the Improvements thereon, which obligation shall survive the Closing, and Purchaser will take title to the applicable Property with the assignment of such proceeds and subject to such condemnation and without reduction of the Purchase Price. Should Purchaser elect to terminate Purchaser’s obligations under this Agreement under the provisions of this Section 11.29.3, the Xxxxxxx Money Deposit and any interest thereon will be returned to Purchaser upon Purchaser’s compliance with Section 4.6 and neither Seller Sellers nor Purchaser will have any further obligation under this Agreement, Agreement except for the Termination Surviving Obligations. Notwithstanding anything to the contrary herein, if any eminent domain or condemnation proceeding is instituted (or notice of same is given) solely for the taking of any subsurface rights for utility easements or for any right-of-way easement, and the surface may, after such taking, be used in substantially the same manner as though such rights have not been taken, Purchaser will not be entitled to terminate this Agreement as to any part of the applicable Property, but any award resulting therefrom will be assigned to Purchaser at Closing and will be the exclusive property of Purchaser upon Closing. If Purchaser does not elect to terminate this Agreement by reason of any such eminent domain or condemnation proceeding, Sellers shall not compromise, settle or adjust any award without Purchaser’s prior written consent (which consent may be withheld in Purchaser’s sole and absolute discretion).

Condemnation of Property. In the event of (a) any condemnation or sale in lieu of condemnation of all or any Significant Portion of the Property; Real Property and the Improvements, or (b) if Seller shall receive an official notice from any condemnation or sale in lieu of condemnation of greater than ten percent (10%) governmental authority having eminent domain power over any of the fair market value Real Property and the Improvements thereon of its intention to take, by eminent domain proceeding, all or any portion of the Real Property and the Improvements, prior to the Closing, Purchaser will have the option, to be exercised by providing Seller written notice within fifteen (15) days after receipt of Seller’s notice of such condemnation or sale, of terminating Purchaser’s obligations under this Agreement, Agreement or electing to have this Agreement remain in full force and effect. In the event that either (i) any condemnation or sale in lieu of condemnation of the Property is for less than ten percent (10%) of the fair market value of the Property, or (ii) Purchaser does not terminate this Agreement pursuant to the preceding sentencesentence or Purchaser does not have the right to terminate this Agreement pursuant to this Section 9.3, the Seller will assign to Purchaser any and all claims for the proceeds of such condemnation or sale to the extent the same are applicable to the Property, and Purchaser will take title to the Property with the assignment of such proceeds and subject to such condemnation and without reduction of the Purchase Price. Should Purchaser elect to terminate Purchaser’s obligations under this Agreement under the provisions of this Section 11.29.3, the Xxxxxxx Money Deposit and any interest thereon will be returned to Purchaser upon Purchaser’s compliance with Section 4.6 and neither Seller nor Purchaser will have any further obligation under this Agreement, Agreement except for the Termination Surviving Obligations. Notwithstanding anything to the contrary herein, if any eminent domain or condemnation proceeding is instituted (or notice of same is given) solely for the taking of any subsurface rights for utility easements or for any right-of-way easementeasement (in lieu of fee simple title), and the surface may, after such taking, be used in substantially the same manner as though such rights have not been taken, Purchaser will not be entitled to terminate this Agreement as to any part of the Property, but any award resulting therefrom will be assigned to Purchaser at Closing and will be the exclusive property of Purchaser upon Closing.

Condemnation of Property. In If all or any Significant Portion of the event Property shall be taken in condemnation or under the right of eminent domain, Seller shall promptly notify Purchaser thereof. Within five (5) Business Days after receipt of the foregoing notice, Purchaser shall notify Seller, electing either: (a) any condemnation or sale to proceed with this transaction and Closing in lieu of condemnation of all of the Propertyaccordance with this Agreement notwithstanding such condemnation; or (b) any to terminate this Agreement. If Purchaser elects to proceed with this transaction pursuant to clause (a) above, or if there is a taking in condemnation or sale in lieu of condemnation of greater than ten percent (10%) of the fair market value of the Property prior to the Closing, Purchaser will have the option, to be exercised within fifteen (15) days after receipt of notice of such condemnation or sale, of terminating Purchaser’s obligations under this Agreement, or electing to have this Agreement remain in full force and effect. In the event eminent domain that either (i) any condemnation or sale in lieu of condemnation of the Property is for less than ten percent (10%) of the fair market value does not affect a Significant Portion of the Property, there shall be no reduction in the Purchase Price and Seller shall (x) deliver to Purchaser at the Closing, or (ii) Purchaser does not terminate this Agreement pursuant as soon thereafter as available, any proceeds actually received by Seller attributable to the preceding sentenceProperty from such condemnation or eminent domain proceeding, Seller will and (y) transfer and assign to Purchaser any and all claims rights Seller may have with respect to payments by or from and with respect to recovery against any party for damages or compensation relating to the proceeds Property on account of such condemnation or sale eminent domain proceeding. A failure by Purchaser to the extent the same are applicable to the Property, and Purchaser will take title to the Property with the assignment notify Seller in writing within five (5) Business Days after receiving written notice of such proceeds and subject taking shall be deemed an election to proceed under clause (b) in this subsection. If Purchaser elects to proceed under clause (a) in this subsection, Seller shall not compromise, settle or adjust any claims to such condemnation and award without reduction Purchaser’s prior written consent. In the event Purchaser notifies Seller (or is deemed to have notified Seller) of the Purchase Price. Should Purchaser elect its election to terminate Purchaser’s obligations under this Agreement under the provisions of this Section 11.2pursuant to clause (b) above, the Xxxxxxx Money Deposit and any all interest accrued thereon will be returned to Purchaser Purchaser, and thereafter neither Seller nor Purchaser will have any further obligation rights or obligations to the other hereunder except for obligations under this Agreement which expressly survive Closing or the termination of this Agreement, except for the Termination Surviving Obligations. Notwithstanding anything to the contrary herein, if any eminent domain or condemnation proceeding is instituted (or notice of same is given) solely for the taking of any subsurface rights for utility easements or for any right-of-way easement, and the surface may, after such taking, be used in substantially the same manner as though such rights have not been taken, Purchaser will not be entitled to terminate this Agreement as to any part of the Property, but any award resulting therefrom will be assigned to Purchaser at Closing and will be the exclusive property of Purchaser upon Closing.

Condemnation of Property. In If, prior to the event Closing Date, all or substantially all of the Property is condemned or sold in lieu of condemnation, this Agreement shall terminate, Contributor shall return the Deposit L/C(s) and, if still held in the Deposit Escrow Account, the Initial Cash Deposit or Cash Deposit to the Partnership, and neither Contributor nor the Partnership will have any further obligation under this Agreement, except for the Termination Surviving Obligations. If, prior to the Closing Date, (a) any a condemnation or described in the immediately preceding sentence is commenced (it being agreed for all provisions of this Section 11.2, that Contributor shall not agree to a sale in lieu of condemnation of all except with the prior consent of the Property; Partnership, which consent shall not be unreasonably withheld, conditioned or delayed) or (b) any condemnation a portion of the Property having a value in excess of Twenty-Five Million Dollars ($25,000,000) is condemned or sale sold in lieu of condemnation of greater than ten percent (10%) of or in the fair market value of event any condemnation below such threshold prevents or materially limits access to the Property prior to as contemplated in the ClosingPlans and Specifications, Purchaser the Partnership will have the option, to be exercised within fifteen thirty (1530) days after receipt of notice of such condemnation or sale, of terminating Purchaserto terminate the Partnership’s obligations under this Agreement, Agreement or electing to elect to have this Agreement remain in full force and effect. In the event that either (ix) any there shall occur a condemnation or sale in lieu thereof in respect of condemnation a portion of the Property that is for less than ten percent not described in the first two sentences of this Section 11.2 or (10%y) there shall occur a condemnation or sale or lieu thereof in respect of the fair market value Property that is described in the second sentence of this Section 11.2 or such a condemnation shall be commenced but the Property, or (ii) Purchaser Partnership does not terminate this Agreement pursuant to the preceding sentenceas provided in this Section 11.2, Seller Contributor will assign to Purchaser the Partnership any and all claims for the proceeds of such condemnation or sale to the extent the same are applicable to the Property, and Purchaser the Partnership will take title to the Property with the assignment of such proceeds and subject to such condemnation and without reduction of the Purchase PriceConsideration, except that (a) the Partnership will receive a credit for any condemnation award received by Contributor net of (1) the costs (including reasonable attorneys’ fees) incurred by Contributor in connection with obtaining any such award, (2) the proceeds relating to any loss of income allocable to the period prior to the Closing Date and (3) the reasonable out-of-pocket costs incurred by Contributor in restoring the Property following such condemnation, and (b) Contributor will assign at Closing to the Partnership Contributor’s right, title and interest in and to the unpaid award, less, to the extent the same had not yet been paid to Contributor as of the Closing and included in the credit against the Consideration, the amounts described in (a)(1), (2) and (3) above in this sentence (which shall remain the property of Contributor). Should Purchaser the Partnership elect to terminate Purchaserthe Partnership’s obligations under this Agreement under the provisions of this Section 11.2, Contributor shall return the Xxxxxxx Money Deposit and any interest thereon will be returned L/C(s) and, if still held in the Deposit Escrow Account, the Initial Cash Deposit or Cash Deposit to Purchaser the Partnership and neither Seller Contributor nor Purchaser the Partnership will have any further obligation under this Agreement, except for the Termination Surviving Obligations. Notwithstanding anything to the contrary herein, if any eminent domain or condemnation proceeding is instituted (or notice of same is given) solely for the taking of any subsurface rights for utility easements or for any right-of-way easement, and the surface may, after such taking, be used in substantially the same manner as though such rights have not been taken, Purchaser will not be entitled to terminate this Agreement as to any part of the Property, but any award resulting therefrom will be assigned to Purchaser at Closing and will be the exclusive property of Purchaser upon Closing.

Condemnation of Property. In the event that all or any Significant Portion of the Property shall be taken in condemnation or under the right of eminent domain, Seller shall promptly notify Purchaser thereof. Within five (5) business days after receipt of the foregoing notice, Purchaser shall notify Seller, electing either: (a) any condemnation or sale to proceed with this transaction and Closing in lieu of condemnation of all of the Propertyaccordance with this Agreement notwithstanding such condemnation; or (b) any to terminate this Agreement. If Purchaser elects to proceed with this transaction pursuant to clause (a) above, or if there is a taking in condemnation or sale in lieu of condemnation of greater than ten percent (10%) of the fair market value of the Property prior to the Closing, Purchaser will have the option, to be exercised within fifteen (15) days after receipt of notice of such condemnation or sale, of terminating Purchaser’s obligations under this Agreement, or electing to have this Agreement remain in full force and effect. In the event eminent domain that either (i) any condemnation or sale in lieu of condemnation of the Property is for less than ten percent (10%) of the fair market value does not affect a Significant Portion of the Property, there shall be no reduction in the Purchase Price and Seller shall (x) deliver to Purchaser at the Closing, or (ii) Purchaser does not terminate this Agreement pursuant as soon thereafter as available, any proceeds actually received by Seller attributable to the preceding sentenceProperty from such condemnation or eminent domain proceeding, Seller will and (y) transfer and assign to Purchaser any and all claims rights Seller may have with respect to payments by or from and with respect to recovery against any party for damages or compensation relating to the proceeds Property on account of such condemnation or sale eminent domain proceeding. A failure by Purchaser to the extent the same are applicable to the Property, and Purchaser will take title to the Property with the assignment notify Seller in writing within five (5) business days after receiving written notice of such proceeds and subject taking shall be deemed an election to proceed under clause (b) in this subsection. If Purchaser elects to proceed under clause (a) above, Seller shall not compromise, settle or adjust any claims to such condemnation and award without reduction Purchaser’s prior written consent. In the event Purchaser notifies Seller (or is deemed to have notified Seller) of the Purchase Price. Should Purchaser elect its election to terminate Purchaser’s obligations under this Agreement under the provisions of this Section 11.2pursuant to clause (b) above, the Xxxxxxx Money Deposit and any all interest accrued thereon will be returned to Purchaser Purchaser, the parties shall equally share the Cancellation Charges, and thereafter neither Seller nor Purchaser will have any further obligation under this Agreement, rights or obligations to the other hereunder except for with respect to the Termination Surviving Obligations. Notwithstanding anything to the contrary herein, if any eminent domain or condemnation proceeding is instituted (or notice of same is given) solely for the taking of any subsurface rights for utility easements or for any right-of-way easement, and the surface may, after such taking, be used in substantially the same manner as though such rights have not been taken, Purchaser will not be entitled to terminate this Agreement as to any part of the Property, but any award resulting therefrom will be assigned to Purchaser at Closing and will be the exclusive property of Purchaser upon Closing.

Condemnation of Property. In the event of (a) any condemnation or sale in lieu of condemnation (i) of all or any Significant Portion of any of the Property; Real Properties and any of the Improvements, (ii) that materially and adversely affects existing points of vehicular access to and/or from any portion of the Real Property and/or Improvements to a public or private street or other roadway, (iii) that permits any Major Tenant to terminate its Tenant Lease as a result of such casualty, or (biv) other than a temporary taking, that causes any condemnation or sale in lieu of condemnation of greater than ten percent (10%) portion of the fair market value Real Property and/or Improvements to fail to comply with applicable zoning laws, rules and regulations, or if Sellers shall receive an official notice from any governmental authority having eminent domain power over any of the Property Real Properties and the Improvements thereon of its intention to take, by eminent domain proceeding, all or any portion of any of the Real Properties and any of the Improvements and such taking would result in any one or more of items (i) through (iv) above, prior to the Closing, Purchaser will have the option, to be exercised by providing Sellers written notice within fifteen (15) days after receipt of Sellers’ notice of such condemnation or sale, of terminating Purchaser’s obligations under this Agreement, Agreement or electing to have this Agreement remain in full force and effect. In the event that either (i) any condemnation or sale in lieu of condemnation of the Property is for less than ten percent (10%) of the fair market value of the Property, or (ii) Purchaser does not terminate this Agreement pursuant to the preceding sentencesentence or Purchaser does not have the right to terminate this Agreement pursuant to this Section 9.3, Seller the Sellers will assign to Purchaser any and all claims for the proceeds of such condemnation or sale to the extent the same are applicable to the PropertyProperty and the Improvements, and Purchaser will take title to the Property with the assignment of such proceeds and subject to such condemnation and without reduction of the Purchase Price. Should Purchaser elect to terminate Purchaser’s obligations under this Agreement under the provisions of this Section 11.29.3, the Xxxxxxx Money Deposit and any interest thereon will be returned to Purchaser upon Purchaser’s compliance with Section 4.6 and neither Seller Sellers nor Purchaser will have any further -35- obligation under this Agreement, Agreement except for the Termination Surviving Obligations. Notwithstanding anything to the contrary herein, if any eminent domain or condemnation proceeding is instituted (or notice of same is given) solely for the taking of any subsurface rights for utility easements or for any right-of-way easementeasement (in lieu of fee simple title), and the surface may, after such taking, be used in substantially the same manner as though such rights have not been taken, Purchaser will not be entitled to terminate this Agreement as to any part of the applicable Property, but any award resulting therefrom will be assigned to Purchaser at Closing and will be the exclusive property of Purchaser upon Closing.

Condemnation of Property. In the event of (a) any condemnation or sale in lieu of condemnation of all or any portion of the Property; or (b) any condemnation or sale in lieu of condemnation of greater than ten percent (10%) of the fair market value of the Real Property and/or Improvements prior to the Closing, Purchaser will have the option, by providing Seller written notice prior to be exercised within fifteen the earlier of (15x) the Closing Date or (y) ten (10) days after receipt of Seller’s notice of such condemnation or sale, of terminating Purchaser’s obligations under this Agreement, Agreement or electing to have this Agreement remain in full force and effect. In the event that either (i) any condemnation or sale in lieu of condemnation of the Property is for less than ten percent (10%) of the fair market value of the Property, or (ii) Purchaser does not terminate this Agreement pursuant to the preceding sentence, Seller will assign to Purchaser any and all claims for the proceeds of such condemnation or sale to the extent the same are applicable to the Real Property and/or Improvements, net of reasonable collection costs and costs incurred by Seller to restore the Property, and Purchaser will take title to the Property with the assignment of such proceeds and subject to such condemnation and without reduction of the Purchase Price. Should Purchaser elect to terminate Purchaser’s obligations under this Agreement under the provisions of this Section 11.29.3, the Xxxxxxx Exxxxxx Money Deposit and any interest thereon will be returned to Purchaser upon Purchaser’s compliance with Section 4.5, and neither Seller nor Purchaser will have any further obligation under this Agreement, Agreement except for the Termination Surviving Obligations. Notwithstanding anything to the contrary herein, if any eminent domain or condemnation proceeding is instituted (or notice of same is given) solely for the taking of any subsurface rights for utility easements or for any right-of-way easement, and the surface may, after such taking, be used in substantially the same manner as though such rights have not been taken, Purchaser will not be entitled to terminate this Agreement as to any part of the Property, but any award resulting therefrom will be assigned to Purchaser at Closing and will be the exclusive property of Purchaser upon Closing.

Condemnation of Property. In the event of (a) any condemnation or sale in lieu of condemnation (i) of all or any Significant Portion of any of the Property; Real Properties and any of the Improvements, (ii) that materially and adversely affects existing points of vehicular access to and/or from any portion of the Real Property and/or Improvements to a public or private street or other roadway, (iii) that permits any Major Tenant to terminate its Tenant Lease as a result of such casualty, or (biv) other than a temporary taking, that causes any condemnation or sale in lieu of condemnation of greater than ten percent (10%) portion of the fair market value Real Property and/or Improvements to fail to comply with applicable zoning laws, rules and regulations, or if Sellers shall receive an official notice from any governmental authority having eminent domain power over any of the Property Real Properties and the Improvements thereon of its intention to take, by eminent domain proceeding, all or any portion of any of the Real Properties and any of the Improvements and such taking would result in any one or more of items (i) through (iv) above, prior to the Closing, Purchaser will have the option, to be exercised by providing Sellers written notice within fifteen (15) days after receipt of Sellers’ notice of such condemnation or sale, of terminating Purchaser’s obligations under this Agreement, -34- Agreement or electing to have this Agreement remain in full force and effect. In the event that either (i) any condemnation or sale in lieu of condemnation of the Property is for less than ten percent (10%) of the fair market value of the Property, or (ii) Purchaser does not terminate this Agreement pursuant to the preceding sentencesentence or Purchaser does not have the right to terminate this Agreement pursuant to this Section 9.3, Seller the Sellers will assign to Purchaser any and all claims for the proceeds of such condemnation or sale to the extent the same are applicable to the PropertyProperty and the Improvements, and Purchaser will take title to the Property with the assignment of such proceeds and subject to such condemnation and without reduction of the Purchase Price. Should Purchaser elect to terminate Purchaser’s obligations under this Agreement under the provisions of this Section 11.29.3, the Xxxxxxx Money Deposit and any interest thereon will be returned to Purchaser upon Purchaser’s compliance with Section 4.6 and neither Seller Sellers nor Purchaser will have any further obligation under this Agreement, Agreement except for the Termination Surviving Obligations. Notwithstanding anything to the contrary herein, if any eminent domain or condemnation proceeding is instituted (or notice of same is given) solely for the taking of any subsurface rights for utility easements or for any right-of-way easementeasement (in lieu of fee simple title), and the surface may, after such taking, be used in substantially the same manner as though such rights have not been taken, Purchaser will not be entitled to terminate this Agreement as to any part of the applicable Property, but any award resulting therefrom will be assigned to Purchaser at Closing and will be the exclusive property of Purchaser upon Closing.

Condemnation of Property. In the event of (a) any condemnation or sale in lieu of condemnation of all or any Significant Portion of the Property; Real Property and the Improvements, or (b) if Seller shall receive an official notice from any condemnation governmental authority having eminent domain power over a Property and the Improvements thereon of its intention to take, by eminent domain proceeding, all or sale in lieu of condemnation of greater than ten percent (10%) any Significant Portion of the fair market value of the Real Property and Improvements, prior to the Closing, Purchaser will have the option, to be exercised by providing Seller written notice within fifteen ten (1510) days Business Days after receipt of Seller’s notice of such condemnation or sale, of terminating Purchaser’s obligations under this Agreement, Agreement or electing to have this Agreement remain in full force and effect. In the event that either (i) any condemnation or sale in lieu of condemnation of the Property is for less than ten percent (10%) of the fair market value of the Property, or (ii) Purchaser does not terminate this Agreement pursuant to the preceding sentence, the Seller will assign to Purchaser any and all claims for the proceeds of such condemnation or sale to the extent the same are applicable to the Property, which obligation shall survive the Closing, and Purchaser will take title to the Property with the assignment of such proceeds and subject to such condemnation and without reduction of the Purchase Price. Should Purchaser elect to terminate Purchaser’s obligations under this Agreement under the provisions of this Section 11.29.3, the Xxxxxxx Money Deposit and any interest thereon will be returned to Purchaser within three (3) Business Days and neither Seller nor Purchaser will have any further obligation under this Agreement, Agreement except for the Termination Surviving Obligations. Notwithstanding anything to the contrary herein, if any eminent domain or condemnation proceeding is instituted (or notice of same is given) solely for the taking of any subsurface rights for utility easements or for any right-of-way easement, and the surface may, after such taking, be used in substantially the same manner as though such rights have not been taken, Purchaser will not be entitled to terminate this Agreement as to any part of the applicable Property, but any award resulting therefrom will be assigned to Purchaser at Closing and will be the exclusive property of Purchaser upon Closing. If Purchaser does not elect to terminate this Agreement by reason of any such eminent domain or condemnation proceeding, Seller shall not compromise, settle or adjust any award without Purchaser’s prior written consent (which consent may be withheld in Purchaser’s sole and absolute discretion following the Contingency Date).

Condemnation of Property. In the event of (a) any condemnation or sale in lieu of condemnation of all of the Propertyany Project; or (b) any condemnation or sale in lieu of condemnation of greater than ten twenty percent (1020%) of the fair market value allocated Purchase Price of the Property any Project prior to the ClosingClosing or that materially interferes with the operations of the Project, Purchaser will have the option, to be exercised within fifteen (15) days after receipt of notice of such condemnation or sale, of terminating Purchaser’s obligations under this Agreement, or (i) electing to have this Agreement remain in full force and effecteffect with respect to all of the Projects or (ii) terminating this Agreement as to all of the Projects. In the event that either (ix) any condemnation or sale in lieu of condemnation of the Property any Project is for equal to or less than ten twenty percent (1020%) of the fair market value allocated Purchase Price of the PropertyProject and does not materially interfere with the operations of the Project, or (iiy) Purchaser does not terminate this Agreement pursuant to the preceding sentence, Seller will assign to Purchaser any and all claims for the proceeds of such condemnation or sale to the extent the same are applicable to the Propertysale, and Purchaser will take title to the Property such Project with the assignment of such proceeds and subject to such condemnation and without reduction of the Purchase Price. The term “materially interfere” shall refer to a condemnation or sale that (a) leaves the remaining balance of the Project in a condition such that the Project may not reasonably be anticipated to be economically operated for the purposes and in the manner in which it was operated prior to such taking or (b) affects a sufficient amount of the Project such that the Project no longer complies with Governmental Regulations or (c) causes a default under any of the Leases or gives any Major Tenant a right to terminate its Lease. Should Purchaser elect to terminate Purchaser’s obligations under this Agreement under the provisions of this Section 11.2, the Xxxxxxx Money Deposit and any accrued interest thereon will shall be returned to Purchaser Purchaser, and neither Seller nor Purchaser will have any further obligation under this Agreement, except for the Termination Surviving Obligations. Notwithstanding anything to the contrary herein, if any eminent domain or condemnation proceeding is instituted (or notice of same is given) solely for the taking of any subsurface rights for utility easements or for any right-of-way easement, and the surface may, after such taking, be used in substantially the same manner as though such rights have not been taken, Purchaser will not be entitled to terminate this Agreement as to any part of the PropertyAgreement, but any award resulting therefrom will be assigned to Purchaser at Closing and will be the exclusive property of Purchaser upon Closing.

Condemnation of Property. In the event of (a) any condemnation or sale in lieu of condemnation of all or any Significant Portion of the Property; Real Property and the Improvements, or (b) if Seller shall receive an official notice from any condemnation governmental authority having eminent domain power over the Real Property and the Improvements thereon of its intention to take, by eminent domain proceeding, all or sale in lieu of condemnation of greater than ten percent (10%) any Significant Portion of the fair market value of Real Property and the Property Improvements, prior to the Closing, Purchaser will have the option, to be exercised by providing Seller written notice within fifteen ten (1510) 32 days after receipt of Seller’s notice of such condemnation or sale, of terminating Purchaser’s obligations under this Agreement, Agreement or electing to have this Agreement remain in full force and effect. In the event that either (i) any condemnation or sale in lieu of condemnation of the Property is for less than ten percent (10%) of the fair market value of the Property, or (ii) Purchaser does not terminate this Agreement pursuant to the preceding sentencesentence or Purchaser does not have the right to terminate this Agreement pursuant to this Section 9.3, Seller will assign to Purchaser any and all claims for the proceeds of such condemnation or sale to the extent the same are applicable to the PropertyReal Property and the Improvements, and Purchaser will take title to the Real Property and the Improvements with the assignment of such proceeds and subject to such condemnation and without reduction of the Purchase Price. Should Purchaser elect to terminate Purchaser’s obligations under this Agreement under the provisions of this Section 11.29.3, the Xxxxxxx Money Deposit and any interest thereon will be returned to Purchaser upon Purchaser’s compliance with Section 4.6 and thereafter neither Seller nor Purchaser will have any further obligation under this Agreement, rights or obligations to the other hereunder except for with respect to the Termination Surviving Obligations. Notwithstanding anything to the contrary herein, if any eminent domain or condemnation proceeding is instituted (or notice of same is given) solely for the taking of any subsurface rights for utility easements or for any right-of-way easement, and the surface may, after such taking, be used in substantially the same manner as though such rights have not been taken, Purchaser will not be entitled to terminate this Agreement as to any part of the Property, but any award resulting therefrom will be assigned to Purchaser at Closing and will be the exclusive property of Purchaser upon Closing.

Condemnation of Property. In the event of (a) any condemnation or sale in lieu of condemnation of all or any portion of the Property; or (b) any condemnation or sale in lieu of condemnation of greater than ten percent (10%) of the fair market value of the Real Property and Improvements prior to the Closing, Purchaser will have the option, to be exercised by providing Seller written notice within fifteen ten (1510) days Business Days after receipt of Seller’s notice of such condemnation or sale, of terminating Purchaser’s obligations under this Agreement, Agreement or electing to have this Agreement remain in full force and effect. In the event that either (i) any condemnation or sale in lieu of condemnation of the Property is for less than ten percent (10%) of the fair market value of the Property, or (ii) Purchaser does not terminate this Agreement pursuant to the preceding sentence, Seller will assign to Purchaser any and all claims for the proceeds of such condemnation or sale to the extent the same are applicable to the PropertyReal Property and Improvements, and Purchaser will take title to the Property with the assignment of such proceeds and subject to such condemnation and without reduction of the Purchase Price. Should Purchaser elect to terminate Purchaser’s obligations under this Agreement under the provisions of this Section 11.29.3, the Xxxxxxx Money Deposit and any interest thereon will be returned to Purchaser upon Purchaser’s compliance with Section 4.5 and neither Seller nor Purchaser will have any further obligation under this Agreement, Agreement except for the Termination Surviving Obligations. Notwithstanding anything to the contrary herein, if any eminent domain or condemnation proceeding is instituted (or notice of same is given) solely for the taking of any subsurface rights for utility easements or for any right-of-way easementeasement that will not materially impair the use, and value or operation of the surface mayProperty, after such taking, be used in substantially the same manner as though such rights have not been takenPurchaser’s reasonable opinion, Purchaser will not be entitled to terminate this Agreement as to any part of the Property, but any award resulting therefrom will be assigned to Purchaser at Closing and will be the exclusive property of Purchaser upon Closing.

Condemnation of Property. In the event of (a) If any condemnation proceedings are instituted, or sale in lieu written notice of condemnation of intent to condemn is given, with respect to all or any portion of the Property; or , Seller shall promptly, upon obtaining knowledge thereof, notify Purchaser thereof (b) any a “Taking Notice”). If the condemnation or sale will not result in lieu the taking of condemnation of greater than ten percent (10%) a Significant Portion of the fair market value Property, the parties shall proceed to Closing, in which event Seller shall assign or pay to Purchaser at Closing all of Seller’s right, title, and interest in any award payable on account of the condemnation and/or pay to Purchaser all such awards previously paid, less any sums reasonably expended by Seller prior to the Closing for the restoration or repair of the Property prior to the Closing, Purchaser will have the option, to be exercised within fifteen (15) days after receipt of notice of or in negotiating or collecting such condemnation or sale, of terminating Purchaser’s obligations under this Agreement, or electing to have this Agreement remain in full force and effectawards. In the event that such condemnation will result in taking of all or any Significant Portion of the Property, Purchaser shall have the option, which shall be exercised by written notice to Seller within ten (10) Business Days after its receipt of the Taking Notice, either (i) any condemnation or sale in lieu of condemnation of the Property is for less than ten percent (10%) of the fair market value of the Property, or (ii) Purchaser does not to terminate this Agreement pursuant to the preceding sentence, Seller will assign to Purchaser any and all claims for the proceeds of such condemnation or sale to the extent the same are applicable to the Property, and Purchaser will take title to the Property with the assignment of such proceeds and subject to such condemnation and without reduction of the Purchase Price. Should Purchaser elect to terminate Purchaser’s obligations under this Agreement under the provisions of this Section 11.2, in its entirety in which event the Xxxxxxx Money Deposit and any interest thereon will be returned to Purchaser upon Purchaser’s compliance with Section 4.6 and neither Seller nor Purchaser will the parties shall have any no further obligation rights or obligations under this Agreement, Agreement with respect to the Property (except for the Termination Surviving Obligations. Notwithstanding anything ), or (ii) to consummate the contrary herein, if any eminent domain or condemnation proceeding is instituted (or notice of same is given) solely for the taking of any subsurface rights for utility easements or for any right-of-way easement, and the surface may, after such taking, be used in substantially the same manner as though such rights have not been taken, Purchaser will not be entitled to terminate this Agreement as to any part purchase of the PropertyProperty without a reduction of the Purchase Price, but any award resulting therefrom will be assigned in which event Seller shall assign or pay to Purchaser at Closing all of Seller’s right, title, and will be interest in any award payable on account of the exclusive property condemnation proceeding and/or pay to Purchaser all such awards previously paid, less any sums reasonably expended by Seller prior to the Closing for the restoration or repair of the Property or in negotiating or collecting such condemnation awards. Failure of Purchaser upon Closingto give notice of Purchaser’s election within such ten (10) Business Day period shall be deemed an election by Purchaser to consummate the purchase pursuant to subsection (ii) above.

Condemnation of Property. If proceedings in eminent domain are threatened, instituted or concluded with respect to, or if any of the Authorities prior to the Closing Date indicates in writing its offer to purchase, any individual Property or any part thereof, prior to the Closing, Seller shall notify Purchaser in writing of such fact promptly after obtaining knowledge thereof. In the event of (a) any such threatened or actual condemnation or sale in lieu thereof with respect to any individual Property or any part thereof, (i) where the award or the cost of condemnation restoration exceeds the greater of all of the Property; or (bx) any condemnation or sale in lieu of condemnation of greater than ten percent (10%) of the fair market value Allocation for such individual Property and (y) $500,000.00, (ii) which materially and adversely affects the ingress or egress to, the parking for, or the current use and operation of the individual Property prior with no viable alternative available in lieu thereof, (iii) where any Major Tenant’s Lease automatically terminates by its terms or any Major Tenant terminates its Lease in accordance with its terms because of such condemnation, or any Major Tenant has not waived in writing any right which it has, if any, to terminate its Lease because of such condemnation unless such right is not likely to arise, or (iv) where any Ground Lease automatically terminates by its terms or the Closingground lessor terminates any Ground Lease in accordance with its terms because of such condemnation or any ground lessor has not waived in writing any right which it has, if any, to terminate any Ground Lease because of such condemnation (each, a “Major Taking”), Purchaser will have the option, to be exercised within fifteen (15) days after receipt of notice of such condemnation or saleMajor Taking, to amend this Agreement to remove the individual Property that is the subject of terminating Purchaser’s obligations under such Major Taking from the Property and, if necessary, the Scheduled Closing Date shall be automatically extended to give Purchaser the full fifteen (15) day period to make such election. If Purchaser so elects to amend this Agreement, or electing the Purchase Price shall be accordingly reduced by the Allocation for such individual Property, and the parties shall enter into an amendment to have this Agreement remain in full force confirming the removal of such individual Property and effectthe applicable reduction of the Purchase Price. In the event that either (i) any condemnation or sale in lieu of condemnation of the Property which is for less than ten percent (10%) of the fair market value of the Property, not a Major Taking; or (ii) Purchaser does not terminate elect to amend this Agreement pursuant to the preceding sentence, (a) at the Closing Seller will assign and turn over to Purchaser any and all claims awards for and/or the proceeds of such condemnation or sale sale, net of reasonable collection costs (or if such have not been awarded, all of its right, title and interest therein), to the extent the same are applicable to the Property (which right of Purchaser shall survive Closing), (b) Seller will not be obligated to restore the Property, and Purchaser (c) the parties will take title proceed to Closing pursuant to the Property with the assignment of such proceeds and subject to such condemnation and terms hereof without reduction abatement of the Purchase PricePrice (except for any reduction thereto by the Allocation of any individual Property that has been removed from this Agreement). Should Unless Purchaser elect has elected to terminate amend this Agreement to eliminate an individual Property, Seller shall not settle any claim with respect to any condemnation, condemnation proceeding or offer concerning the Property or any part thereof or spend any award for repairs or restoration without obtaining Purchaser’s obligations under this Agreement under the provisions of this Section 11.2prior written consent in each case, the Xxxxxxx Money Deposit and any interest thereon will be returned to Purchaser and neither Seller nor Purchaser will have any further obligation under this Agreement, except for the Termination Surviving Obligations. Notwithstanding anything to the contrary herein, if any eminent domain or condemnation proceeding is instituted (or notice of same is given) solely for the taking of any subsurface rights for utility easements or for any right-of-way easement, and the surface may, after such taking, be used in substantially the same manner as though such rights have not been taken, Purchaser will which consent shall not be entitled to terminate this Agreement as to any part of the Propertyunreasonably withheld, but any award resulting therefrom will be assigned to Purchaser at Closing and will be the exclusive property of Purchaser upon Closingconditioned or delayed.

Condemnation of Property. In the event of (a) any condemnation or sale in lieu of condemnation of all or any portion of the Property; or (b) any condemnation or sale in lieu of condemnation of greater than ten percent (10%) of the fair market value of the Real Property and Improvements prior to the Closing, Purchaser will have the option, to be exercised by providing Seller written notice within fifteen ten (1510) days after receipt of Seller's notice of such condemnation or sale, of terminating Purchaser’s 's obligations under this Agreement, Agreement or electing to have this Agreement remain in full force and effect. In the event that either (i) any condemnation or sale in lieu of condemnation of the Property is for less than ten percent (10%) of the fair market value of the Property, or (ii) Purchaser does not terminate this Agreement pursuant to the preceding sentence, Seller will assign to Purchaser any and all claims for the proceeds of such condemnation or sale to the extent the same are applicable to the PropertyReal Property and Improvements for periods following the Closing, and Purchaser will take title to the Property with the assignment of such proceeds and subject to such condemnation and without reduction of the Purchase Price. Should Purchaser elect to terminate Purchaser’s 's obligations under this Agreement under the provisions of this Section 11.29.3, the Xxxxxxx Earnest Money Deposit and any interest thereon will be returned to Purchaser upon Purchaser's cxxxxxxxce with Section 4.5, and neither Seller nor Purchaser will have any further obligation under this Agreement, Agreement except for the Termination Surviving Obligations. Notwithstanding anything to the contrary herein, if any eminent domain or condemnation proceeding is instituted (or notice of same is given) solely for the taking of any subsurface rights for utility easements or for any right-of-way easement, and the surface may, after such taking, be used in substantially the same manner as though such rights have not been taken, Purchaser will not be entitled to terminate this Agreement as to any part of the Property, but any award resulting therefrom will be assigned to Purchaser at Closing and will be the exclusive property of Purchaser upon Closing.

Condemnation of Property. In the event of (a) any condemnation or sale in lieu of condemnation of all of the Property; or (b) any condemnation or sale in lieu of condemnation of greater than ten percent (10%) any Significant Portion of any of the fair market value of the Real Property prior and Improvements; or (c) any condemnation which would permit any Major Tenant to the Closingterminate its lease and such Major Tenant does in fact terminate its Lease, Purchaser Buyer will have the option, to be exercised within fifteen (15) days after receipt of notice of such condemnation or sale, of terminating PurchaserBuyer’s obligations under this Agreement, or electing to have this Agreement remain in full force and effect. In the event that either (i) any condemnation or sale in lieu of condemnation of the Property is for less than ten percent (10%) not a Significant Portion of any of the fair market value of the PropertyReal Property and Improvements, or (ii) Purchaser Buyer does not terminate this Agreement pursuant to the preceding sentence, Seller will assign to Purchaser Buyer any and all claims for the proceeds of such condemnation or sale to the extent the same are applicable to the Property, net of any sums expended by Seller toward the restoration or repair of the Property, and Purchaser Buyer will take title to the Property with the assignment of such proceeds and subject to such condemnation and without reduction of the Purchase Price. Should Purchaser Buyer elect to terminate PurchaserBuyer’s obligations under this Agreement under the provisions of this Section 11.2, the Xxxxxxx Money Deposit and any interest thereon will be returned to Purchaser Buyer and neither Seller nor Purchaser Buyer will have any further obligation under this Agreement, except for the Termination Surviving Obligations. Notwithstanding anything to the contrary herein, if any eminent domain or condemnation proceeding is instituted (or notice Agreement of same is given) solely for the taking of any subsurface rights for utility easements or for any right-of-way easement, Sale and the surface may, after such taking, be used in substantially the same manner as though such rights have not been taken, Purchaser will not be entitled to terminate this Agreement as to any part of the Property, but any award resulting therefrom will be assigned to Purchaser at Closing and will be the exclusive property of Purchaser upon Closing.Purchase

Condemnation of Property. In the event of (a) any condemnation or sale in lieu of condemnation of all or any Significant Portion of the Real Property or the Improvements thereon (or combination thereof) or if Seller shall receive an official notice from any governmental authority having eminent domain power over the Property and the Improvements thereon of its intention to take, by eminent domain proceeding, all or any portion of the Real Property or Improvements, Seller shall promptly provide to Purchaser written notice of such condemnation or taking. If such condemnation or taking will result in a taking of a Significant Portion of the Property; or (b) any condemnation or sale in lieu of condemnation of greater than ten percent (10%) of the fair market value of the Property prior to the Closing, Purchaser will have the option, to be exercised by providing Seller written notice within fifteen twenty (1520) days after the date of receipt of Seller’s notice of such condemnation or sale, of terminating Purchaser’s obligations under this Agreement, Agreement or electing to have this Agreement remain in full force and effect. In the event that either (i) any condemnation or sale in lieu of condemnation of the Property is for less than ten percent (10%) of the fair market value of the Property, or (ii) Purchaser does not terminate this Agreement pursuant to the preceding sentence, the Seller will assign to Purchaser at Closing any and all claims for the proceeds of such condemnation or sale to the extent the same are applicable to the Property, and Purchaser will take title to the applicable Property with the assignment of such proceeds and subject to such condemnation and without reduction of the Purchase Price. Should Purchaser elect to terminate Purchaser’s obligations under this Agreement under the provisions of this Section 11.29.3, the Xxxxxxx Money Deposit and any interest thereon will be returned to Purchaser upon Purchaser’s compliance with Section 4.6 and neither Seller nor Purchaser will have any further obligation under this Agreement, Agreement except for the Termination Surviving Obligations. Notwithstanding anything to the contrary herein, if any eminent domain or condemnation proceeding is instituted (or notice of same is given) solely for the taking of any subsurface rights for utility easements or for any right-of-way easement, and the surface and the remainder of the Property may, after such taking, be used in substantially the same manner as though such rights have not been takentaken and such taking does not permit any Major Tenant to terminate its Tenant Lease, Purchaser will not be entitled to terminate this Agreement as to any part of the applicable Property, but any award resulting therefrom will be assigned to Purchaser at Closing and will be the exclusive property of Purchaser upon Closing.

Condemnation of Property. In the event of (a) If any condemnation proceedings are instituted, or sale in lieu written notice of condemnation of intent to condemn is given, with respect to all or any portion of the Property; or , Seller shall promptly, upon obtaining knowledge thereof, notify Purchaser thereof (b) any a “Taking Notice”). If the condemnation or sale will not result in lieu the taking of condemnation of greater than ten percent (10%) a Significant Portion of the fair market value Property, the parties shall proceed to Closing, in which event Seller shall assign or pay to Purchaser at Closing all of Seller’s right, title, and interest in any award payable on account of the condemnation and/or pay to Purchaser all such awards previously paid, less any sums reasonably expended by Seller prior to the Closing for the restoration or repair of the Property prior to the Closing, Purchaser will have the option, to be exercised within fifteen (15) days after receipt of notice of or in negotiating or collecting such condemnation or sale, of terminating Purchaser’s obligations under this Agreement, or electing to have this Agreement remain in full force and effectawards. In the event that such condemnation will result in taking of all or any Significant Portion of the Property, Purchaser shall have the option, which shall be exercised by 34 written notice to Seller within ten (10) Business Days after its receipt of the Taking Notice, either (i) any condemnation or sale in lieu of condemnation of the Property is for less than ten percent (10%) of the fair market value of the Property, or (ii) Purchaser does not to terminate this Agreement pursuant to the preceding sentence, Seller will assign to Purchaser any and all claims for the proceeds of such condemnation or sale to the extent the same are applicable to the Property, and Purchaser will take title to the Property with the assignment of such proceeds and subject to such condemnation and without reduction of the Purchase Price. Should Purchaser elect to terminate Purchaser’s obligations under this Agreement under the provisions of this Section 11.2, in its entirety in which event the Xxxxxxx Money Deposit and any interest thereon will be returned to Purchaser upon Purchaser’s compliance with Section 4.6 and neither Seller nor Purchaser will the parties shall have any no further obligation rights or obligations under this Agreement, Agreement with respect to the Property (except for the Termination Surviving Obligations. Notwithstanding anything ), or (ii) to consummate the contrary herein, if any eminent domain or condemnation proceeding is instituted (or notice of same is given) solely for the taking of any subsurface rights for utility easements or for any right-of-way easement, and the surface may, after such taking, be used in substantially the same manner as though such rights have not been taken, Purchaser will not be entitled to terminate this Agreement as to any part purchase of the PropertyProperty without a reduction of the Purchase Price, but any award resulting therefrom will be assigned in which event Seller shall assign or pay to Purchaser at Closing all of Seller’s right, title, and will be interest in any award payable on account of the exclusive property condemnation proceeding and/or pay to Purchaser all such awards previously paid, less any sums reasonably expended by Seller prior to the Closing for the restoration or repair of the Property or in negotiating or collecting such condemnation awards. Failure of Purchaser upon Closingto give notice of Purchaser’s election within such ten (10) Business Day period shall be deemed an election by Purchaser to consummate the purchase pursuant to subsection (ii) above.

Condemnation of Property. In the event of (a) any condemnation or sale in lieu of condemnation of all of the Property; or (b) any condemnation or sale in lieu of condemnation of greater than ten twenty-five percent (1025%) of the fair market value of the Property prior to the Closing, Purchaser will have the option, to be exercised within fifteen (15) days after receipt of notice of such condemnation or sale, of terminating Purchaser’s obligations under this Agreement, or electing to have this Agreement remain in full force and effect. In the event that either (i) any condemnation or sale in lieu of condemnation of the Property is for less than ten twenty-five percent (1025%) of the fair market value of the Property, or (ii) Purchaser does not terminate this Agreement pursuant to the preceding sentence, Seller will assign to Purchaser any and all claims for the proceeds of such condemnation or sale to the extent the same are applicable to the Property, and Purchaser will take title to the Property with the assignment of such proceeds and subject to such condemnation and without reduction of the Purchase Price. Should Purchaser elect to terminate Purchaser’s obligations under this Agreement under the provisions of this Section 11.2, the Xxxxxxx Money Deposit and any interest thereon will be returned to Purchaser and neither Seller nor Purchaser will have any further obligation under this Agreement, except for the Termination Surviving Obligations. Notwithstanding anything to the contrary herein, if any eminent domain or condemnation proceeding is instituted (or notice of same is given) solely for the taking of any subsurface rights for utility easements or for any right-of-way easement, and the surface may, after such taking, be used in substantially the same manner as though such rights have not been taken, Purchaser will not be entitled to terminate this Agreement as to any part of the PropertyAgreement, but any award resulting therefrom will be assigned to Purchaser at Closing and will be the exclusive property of Purchaser upon Closing. Notwithstanding anything to the contrary set forth herein, in the event of any condemnation or sale in lieu of condemnation of any certain Property (i) exceeds fifteen percent (15%) of the allocated Purchase Price of such Property (as set forth on Exhibit K) condemned or sold in lieu of condemnation, (ii) permits a Major Tenant to terminate its Lease with respect to such Property, or (iii) results in a loss of access to such Property, Seller shall notify Purchaser of the same. In such event, Purchaser shall thereafter be entitled to terminate this Agreement as to such Property and shall only be required to purchase the remaining Property on the terms, conditions and provisions of this Agreement as if this Agreement had never included the condemned Property, with the Purchase Price to be reduced by the allocated Purchase Price of such Property as set forth on Exhibit K. Notwithstanding any provision contained herein to the contrary, for purposes solely of this Section 11.1, Purchaser shall be entitled, by written notice to Seller given not less than one (1) Business Day prior to the expiration of the Evaluation Period, to increase or decrease specific Purchase Price allocations for any Property set forth on Exhibit K provided (A) such increase or decrease shall not exceed ten percent (10%) of the initial allocation for such Property, (B) Purchaser shall not be entitled to amend the allocations for those properties designated on Exhibit K as potential 1031 exchanges, and (C) any change to a Property allocation must by offset by one or more similar changes such that the total allocations equals but does not exceed the Purchase Price.

Condemnation of Property. (a) In the event of (ai) any condemnation or sale in lieu of condemnation of all of the Property; or (bii) any condemnation or sale in lieu of condemnation of greater than ten percent (10%) of the fair market value of the Property prior to the Closing$500,000.00, Purchaser will have the option, to be exercised within fifteen (15) days after receipt of notice of such condemnation or sale, of terminating Purchaser’s obligations under this Agreement, or electing to have this Agreement remain in full force and effect. In the event that either (i) any condemnation or sale in lieu of condemnation of the Property is for less than ten percent (10%) of the fair market value of the Property$500,000.00, or (ii) Purchaser does not terminate this Agreement pursuant to the preceding sentence, Seller will assign to Purchaser any and all claims for the proceeds of such condemnation or sale to the extent the same are applicable to the Property, and Purchaser will take title to the Property with the assignment of such proceeds and subject to such condemnation and without reduction of the Purchase Price. Should Purchaser elect to terminate Purchaser’s obligations under this Agreement under the provisions of this Section 11.211.3, the Xxxxxxx Money Deposit and any interest thereon will be returned to Purchaser and neither Seller nor Purchaser will have any further obligation under this Agreement, except for the Termination Surviving Obligations. Notwithstanding anything to the contrary herein, if any eminent domain or condemnation proceeding is instituted (or notice of same is given) solely for the taking of any subsurface rights for utility easements or for any right-of-way easement, and the surface may, after such taking, be used in substantially the same manner as though such rights have not been taken, Purchaser will not be entitled to terminate this Agreement as to any part of the Property, but any award resulting therefrom will be assigned to Purchaser at Closing and will be the exclusive property of Purchaser upon Closing.

Condemnation of Property. In the event of (a) any condemnation or sale in lieu of condemnation of all or any portion of the Property; or (b) any condemnation or sale in lieu of condemnation of greater than ten percent (10%) of the fair market value of the Real Property and/or Improvements prior to the Closing, Purchaser will have the option, by providing Seller written notice prior to be exercised within fifteen the earlier of (15x) the Closing Date or (y) ten (10) days after receipt of Seller’s notice of such condemnation or sale, of terminating Purchaser’s obligations under this Agreement, Agreement or electing to have this Agreement remain in full force and effect. In the event that either (i) any condemnation or sale in lieu of condemnation of the Property is for less than ten percent (10%) of the fair market value of the Property, or (ii) Purchaser does not terminate this Agreement pursuant to the preceding sentence, Seller will assign to Purchaser any and all claims for the proceeds of such condemnation or sale to the extent the same are applicable to the Real Property and/or Improvements, net of reasonable collection costs and any costs incurred by Seller to restore the Property, and Purchaser will take title to the Property with the assignment of such proceeds and subject to such condemnation and without reduction of the Purchase Price. Should Purchaser elect to terminate Purchaser’s obligations under this Agreement under the provisions of this Section 11.29.3, the Xxxxxxx Money Deposit and any interest thereon will be returned to Purchaser upon Purchaser’s compliance with Section 4.5, and neither Seller nor Purchaser will have any further obligation under this Agreement, Agreement except for the Termination Surviving Obligations. Notwithstanding anything to the contrary herein, if any eminent domain or condemnation proceeding is instituted (or notice of same is given) solely for the taking of any (i) Real Property surrounding the Improvements, or (ii) subsurface rights for utility easements or for any right-of-way easement, and the surface may, after such taking, be used in substantially the same manner as though such rights have not been taken, Purchaser will not be entitled to terminate this Agreement as to any part of the Property, but any award resulting therefrom will be assigned to Purchaser at Closing and will be the exclusive property of Purchaser upon Closing.

Condemnation of Property. In the event of prior to Closing there occurs (a) any condemnation or sale in lieu of condemnation (or notice of either) of all of the Property; or (b) any condemnation or sale in lieu of condemnation (or notice of either) of greater than ten percent (10%) of the fair market value of the Property prior Property; or (c) any condemnation or sale in lieu of condemnation (or notice of either) that would give Tenant the right to the Closingterminate its Lease, Seller will notify Purchaser of such notice of or condemnation or sale in lieu of condemnation, Purchaser will have the option, to be exercised within fifteen twenty (1520) days after receipt of notice of such condemnation or sale, of terminating Purchaser’s obligations under this Agreement, or electing to have this Agreement remain in full force and effect. In the event that either (i) any condemnation or sale in lieu Purchaser is not entitled to terminate this Agreement pursuant to the foregoing terms of condemnation of the Property is for less than ten percent (10%) of the fair market value of the Propertythis Section 11.2, or (ii) Purchaser does not terminate this Agreement pursuant to the preceding sentence, Seller will assign to Purchaser any and all claims for the proceeds of such condemnation or sale to the extent the same are applicable to the Property, and Purchaser will take title to the Property with the assignment of such proceeds and subject to such condemnation and without reduction of the Purchase Price. Should Purchaser elect to terminate Purchaser’s obligations under this Agreement under the provisions of this Section 11.2, the Xxxxxxx Money Deposit and any interest thereon will be returned to Purchaser and neither Seller nor Purchaser will have any further obligation under this Agreement, except for the Termination Surviving Obligations. Notwithstanding anything to the contrary herein, if any eminent domain or condemnation proceeding is instituted (or notice of same is given) solely for the taking of any subsurface rights for utility easements or for any right-of-way easement, and the surface may, after such taking, be used in substantially the same manner as though such rights have not been taken, Purchaser will not be entitled to terminate this Agreement as to any part of the Property, but any award resulting therefrom will be assigned to Purchaser at Closing and will be the exclusive property of Purchaser upon Closing.

Condemnation of Property. In the event of (a) any condemnation or sale in lieu of condemnation of all or any Significant Portion of the Property; Real Property and the Improvements, or (b) if Seller shall receive an official notice from any condemnation governmental authority having eminent domain power over a Property and the Improvements thereon of its intention to take, by eminent domain proceeding, all or sale in lieu of condemnation of greater than ten percent (10%) any Significant Portion of the fair market value of the Real Property and Improvements, prior to the Closing, Purchaser will have the option, to be exercised by providing Seller written notice within fifteen ten (1510) days after receipt of Seller’s notice of such condemnation or sale, of terminating Purchaser’s obligations under this Agreement, Agreement or electing to have this Agreement remain in full force and effect. In the event that either (i) any condemnation or sale in lieu of condemnation of the Property is for less than ten percent (10%) of the fair market value of the Property, or (ii) Purchaser does not terminate this Agreement pursuant to the preceding sentencesentence or Purchaser does not have the right to terminate this Agreement pursuant to this Section 9.3, the Seller will assign to Purchaser any and all claims for the proceeds of such condemnation or sale to the extent the same are applicable to the PropertyProperty and the Improvements, and Purchaser will take title to the Property with the assignment of such proceeds and subject to such condemnation and without reduction of the Purchase Price. Should Purchaser elect to terminate Purchaser’s obligations under this Agreement under the provisions of this Section 11.29.3, the Xxxxxxx Money Deposit and any interest thereon will be returned to Purchaser upon Purchaser’s compliance with Section 4.6 and neither Seller nor Purchaser will have any further obligation under this Agreement, Agreement except for the Termination Surviving Obligations. Notwithstanding anything to the contrary herein, if any eminent domain or condemnation proceeding is instituted (or notice of same is given) solely for the taking of any subsurface rights for utility easements or for any right-of-way easement, and the surface may, after such taking, be used in substantially the same manner as though such rights have not been taken, Purchaser will not be entitled to terminate this Agreement as to any part of the applicable Property, but any award resulting therefrom will be assigned to Purchaser at Closing and will be the exclusive property of Purchaser upon Closing.

Condemnation of Property. (a) In the event of (ai) any condemnation or sale in lieu of condemnation of all of the Property; or (bii) any condemnation or sale in lieu of condemnation of greater than ten percent (10%) of the fair market value of the Property prior to the Closing$500,000.00, Purchaser will have the option, to be exercised within fifteen (15) days after receipt of notice of such condemnation or sale, of terminating Purchaser’s 's obligations under this Agreement, or electing to have this Agreement remain in full force and effect. In the event that either (i) any condemnation or sale in lieu of condemnation of the Property is for less than ten percent (10%) of the fair market value of the Property$500,000.00, or (ii) Purchaser does not terminate this Agreement pursuant to the preceding sentence, Seller will assign to Purchaser any and all claims for the proceeds of such condemnation or sale to the extent the same are applicable to the Property, and Purchaser will take title to the Property with the assignment of such proceeds and subject to such condemnation and without reduction of the Purchase Price. Should Purchaser elect to terminate Purchaser’s 's obligations under this Agreement under the provisions of this Section 11.211.3, the Xxxxxxx Money Deposit and any interest thereon will be returned to Purchaser and neither Seller nor Purchaser will have any further obligation under this Agreement, except for the Termination Surviving Obligations. Notwithstanding anything to the contrary herein, if any eminent domain or condemnation proceeding is instituted (or notice of same is given) solely for the taking of any subsurface rights for utility easements or for any right-of-way easement, and the surface may, after such taking, be used in substantially the same manner as though such rights have not been taken, Purchaser will not be entitled to terminate this Agreement as to any part of the Property, but any award resulting therefrom will be assigned to Purchaser at Closing and will be the exclusive property of Purchaser upon Closing.

Condemnation of Property. In the event of (a) If any condemnation proceedings are instituted, or sale in lieu written notice of condemnation of intent to condemn is given, with respect to all or any portion of the Property; or , Seller shall promptly, upon obtaining knowledge thereof, notify Purchaser thereof (b) any a “Taking Notice”). If the condemnation or sale will not result in lieu the taking of condemnation of greater than ten percent (10%) a Significant Portion of the fair market value Property, the parties shall proceed to Closing, in which event Seller shall assign or pay to Purchaser at Closing all of Seller’s right, title, and interest in any award payable on account of the condemnation and/or pay to Purchaser all such awards previously paid, less any sums reasonably expended by Seller prior to the Closing for the restoration or repair of the Property prior to the Closing, Purchaser will have the option, to be exercised within fifteen (15) days after receipt of notice of or in negotiating or collecting such condemnation or sale, of terminating Purchaser’s obligations under this Agreement, or electing to have this Agreement remain in full force and effectawards. In the event that such condemnation will result in taking of all or any Significant Portion of the Property, Purchaser shall have the option in its sole and exclusive discretion, which shall be exercised by written notice to Seller within ten (10) Business Days after its receipt of the Taking Notice, either (i) any condemnation or sale in lieu of condemnation of the Property is for less than ten percent (10%) of the fair market value of the Property, or (ii) Purchaser does not to terminate this Agreement pursuant to the preceding sentence, Seller will assign to Purchaser any and all claims for the proceeds of such condemnation or sale to the extent the same are applicable to the Property, and Purchaser will take title to the Property with the assignment of such proceeds and subject to such condemnation and without reduction of the Purchase Price. Should Purchaser elect to terminate Purchaser’s obligations under this Agreement under the provisions of this Section 11.2, in its entirety in which event the Xxxxxxx Money Deposit and any interest thereon will be returned to Purchaser upon Purchaser’s compliance with Section 4.6 and neither Seller nor Purchaser will the parties shall have any no further obligation rights or obligations under this Agreement, Agreement with respect to the Property (except for the Termination Surviving Obligations. Notwithstanding anything ), or (ii) to consummate the contrary herein, if any eminent domain or condemnation proceeding is instituted (or notice of same is given) solely for the taking of any subsurface rights for utility easements or for any right-of-way easement, and the surface may, after such taking, be used in substantially the same manner as though such rights have not been taken, Purchaser will not be entitled to terminate this Agreement as to any part purchase of the PropertyProperty without a reduction of the Purchase Price, but any award resulting therefrom will be assigned in which event Seller shall assign or pay to Purchaser at Closing all of Seller’s right, title, and will be interest in any award payable on account of the exclusive property condemnation proceeding and/or pay to Purchaser all such awards previously paid, less any sums reasonably expended by Seller prior to the Closing for the restoration or repair of the Property or in negotiating or collecting such condemnation awards. Failure of Purchaser upon Closingto give notice of Purchaser’s election within such ten (10) Business Day period shall be deemed an election by Purchaser to consummate the purchase pursuant to subsection (ii) above.

Condemnation of Property. In the event of (a) any condemnation or sale in lieu of condemnation of all or any Significant Portion of the Property; Real Property and the Improvements, or (b) if Sellers shall receive an official notice from any condemnation governmental authority having eminent domain power over a Property and the Improvements thereon of its intention to take, by eminent domain proceeding, all or sale in lieu of condemnation of greater than ten percent (10%) any Significant Portion of the fair market value of the Real Property and Improvements, prior to the Closing, Purchaser will have the option, to be exercised by providing Sellers written notice within fifteen ten (1510) days after receipt of Sellers’ notice of such condemnation or sale, of terminating Purchaser’s obligations under this Agreement, Agreement or electing to have this Agreement remain in full force and effect. In the event that either (i) any condemnation or sale in lieu of condemnation of the Property is for less than ten percent (10%) of the fair market value of the Property, or (ii) Purchaser does not terminate this Agreement pursuant to the preceding sentencesentence or Purchaser does not have the right to terminate this Agreement pursuant to this Section 9.3, Seller Sellers will assign to Purchaser any and all claims for the proceeds of such condemnation or sale to the extent the same are applicable to the PropertyProperty and the Improvements, and Purchaser will take title to the Property with the assignment of such proceeds and subject to such condemnation and without reduction of the Purchase Price. Should Purchaser elect to terminate Purchaser’s obligations under this Agreement under the provisions of this Section 11.29.3, the Xxxxxxx Money Deposit and any interest thereon will be returned to Purchaser upon Purchaser’s compliance with Section 4.5 and neither Seller Sellers nor Purchaser will have any further obligation under this Agreement, Agreement except for the Termination Surviving Obligations. Notwithstanding anything to the contrary herein, if any eminent domain or condemnation proceeding is instituted (or notice of same is given) solely for the taking of any subsurface rights for utility easements or for any right-of-way easement, and the surface may, after such taking, be used in substantially the same manner as though such rights have not been taken, Purchaser will not be entitled to terminate this Agreement as to any part of the applicable Property, but any award resulting therefrom will be assigned to Purchaser at Closing and will be the exclusive property of Purchaser upon Closing.