Damage and Condemnation. Prior to the Closing Date, no portion of any Facility shall have been damaged or destroyed by fire or other casualty where the estimate of damage to such Facility exceeds 10% of the Purchase Price allocated to such Facility, or proceedings be commenced or threatened to take or condemn any material part of the Real Property or improvements comprising a Facility by any public or quasi-public authority under the power of eminent domain. A proceeding shall be deemed to be “material” if such condemnation or taking (i) relates to the material taking or closing of any right of access to any Real Property or Facility, (ii) cause the Real Property or Facility to become non-conforming with then current legal requirements governing such Real Property or Facility, (iii) results in the loss of parking that is material to the operation of such Facility, or (iv) result in the loss of value in excess of 10% of the Purchase Price allocated to such Facility, in Buyer’s reasonable judgment. If such Facility shall have been so damaged or destroyed, Seller shall deliver prompt written notice of such condemnation, damage or destruction to Buyer. In the event Buyer waives this condition, by written notice to Seller within fifteen (15) business days of receipt of notice of such proceeding, and the Closing occurs, Seller shall assign to Buyer all its right to any insurance proceeds in connection therewith. If proceedings shall be so commenced or threatened to take or condemn the Real Property or the Facility or portion thereof prior to Closing, and if Buyer waives this condition and the Closing occurs, Seller shall pay or assign to Buyer all Seller’s right to the proceeds of any condemnation award in connection thereof.
Damage and Condemnation. 14.1 In the event during the Lease Term the Premises are damaged by fire or other casualty, but to such an extent that repairs and rebuilding can reasonably be completed within one hundred twenty (120) days of the date of the event causing the damage, Lessor may, at Lessor's option within sixty (60) days of such event, elect to repair and rebuild the Premises. If Lessor elects to repair and rebuild the Premises, this Lease shall remain in full force and effect, but Lessor may require Lessee temporarily to vacate the Premises while they are being repaired and, subject to the provisions of this Section 14.1, rent shall xxxxx during this period to the extent that the Premises are untenantable; provided, however, that Lessor shall not be liable to Lessee for any damage or expense which temporarily vacating the Premises may cause Lessee. If the Premises are not repaired, rebuilt, or otherwise made suitable for occupancy by Lessee within the aforesaid one hundred twenty (120) day period, Lessee shall have the right, by written notice to Lessor within ten (10) days of such period, to terminate this Lease, in which event rent shall be abated for the unexpired Lease Term, effective as of the date of the written notification, but the other terms and conditions of this Lease shall continue and remain in full force and effect until Lessee shall have vacated the Premises, removed all Lessee's personal property therefrom and delivered peaceable possession thereof to Lessor. If within the aforesaid sixty (60) day period Lessor elects not to repair and rebuild the Premises or if the Building or any part thereof be so damaged that the Premises are untenantable and in Lessor's reasonable opinion, which shall be given to Lessee within thirty (30) days of such casualty, the repairs and rebuilding cannot be completed within one hundred twenty (120) days of the date of the event causing the damage, then within fourteen (14) days of Lessee's receipt of Lessor's opinion that such rebuilding cannot be completed within one hundred twenty (120) days, Lessor or Lessee may by seven (7) days' written notice to the other terminate this Lease in which event rent shall be abated for the unexpired Lease Term, effective as of the date of the written notification, but the other terms and conditions of this Lease shall continue and remain in full force and effect until Lessee shall have vacated the Premises, removed all Lessee's personal property therefrom and delivered peaceable possession t...
Damage and Condemnation. If, at any time prior to Closing, all or any part of the Property is damaged by casualty, or taken or appropriated by virtue of eminent domain or similar proceedings, or is condemned for any public or quasi-public use, then Buyer may, in its sole discretion, terminate this Agreement and thereafter none of the Parties will have any further obligations hereunder. If Buyer terminates this Agreement in accordance with this provision, Seller shall be entitled to receive all insurance proceeds and/or condemnation proceeds payable for the affected portion of the Property. If Buyer instead elects to maintain this Agreement in full force and effect: (i) Buyer shall be entitled to receive all insurance proceeds and/or condemnation proceeds payable for that portion of the Property damaged or taken, and Seller shall execute such assignments or other instruments as are necessary to transfer such proceeds to Buyer; or (ii) Buyer shall receive a credit against the Purchase Price equal to the amount of the insurance or condemnation proceeds actually paid to Seller with any remaining proceeds to be transferred to Buyer at Closing.
Damage and Condemnation. 2.8.1 In the event that all or portion of the Facilities is damaged or destroyed, any Capital Improvement for the repair, rebuilding or replacement of such damaged Facilities shall be conducted in accordance with the provisions of Article 2.4. However, if such damage or destruction is the result of the Wilful Misconduct of a Party or its Affiliate, then (i) unless the Parties agree otherwise, such damaged or destroyed asset shall be repaired or rebuilt at the sole expense of such Party and (ii) unless the Parties agree otherwise, such asset once restored shall continue to be owned by the Owners in their respective percentage ownership interests as existed prior to the damage or destruction.
2.8.2 The Owners shall jointly defend any condemnation or eminent domain action with respect to the Shared Facilities. Neither Owner shall have the right to settle or compromise any condemnation or eminent domain action with respect to the Shared Facilities without the prior written agreement of the other Owner.
2.8.3 If all or substantially all of the Shared Facilities shall be Taken, then this Agreement shall terminate. A Taking that renders the remainder of the Shared Facilities not Taken unviable under the then current economic conditions for the production of Infineum Product and Shell Product shall be treated as a Taking of “substantially all” of the Shared Facilities. If there is a Taking of less than substantially all of the Shared Facilities, then this Agreement shall continue in full force and effect as to the remainder of the Shared Facilities that are not Taken.
2.8.4 All proceeds of a Taking of Shared Facilities shall be shared between the Owners in accordance with their respective ownership interest in the Taken Shared Facility.
2.8.5 The Capital Improvement for the rebuilding or replacement of Taken Shared Facilities shall be conducted in accordance with the provisions of Article 2.4.
Damage and Condemnation. SELLER shall notify PURCHASER of the occurrence of any damage, destruction, taking or threat of taking affecting the Property. In the event of any damage to or destruction of any of the buildings or improvements, or in the event of any taking or threat of taking of the Property or any portion thereof by condemnation or expropriation, PURCHASER may elect to: (i) terminate this Agreement by giving notice thereof to SELLER within ten (10) days after receipt of notice from SELLER, whereupon the Deposit shall be refunded to PURCHASER, and neither party shall have any further rights or obligations hereunder; or (ii) consummate the purchase of the Property without a change in the Purchase Price, except that at the Closing SELLER shall assign to PURCHASER all of SELLER’S rights to any insurance proceeds or condemnations awards payable in connection therewith.
Damage and Condemnation. Subject to the rights of any Mortgagee, if the Resort or any material portion thereof is condemned, destroyed or materially damaged, Owner will determine whether or not to restore or replace the Resort to a condition at least substantially comparable to that before the casualty or condemnation occurred. Owner will notify Manager, within sixty (60) days after the occurrence of the condemnation, destruction or material damage in question of its election of whether or not to cause restoration/replacement to be undertaken. If Owner does not notify Manager in writing within such period that Owner has elected to restore or replace the Resort to a condition at least substantially comparable to that before the casualty or condemnation occurred, or if Owner does provide such notice within such period, but subsequently fails to prosecute such restoration or replacement with reasonable diligence continuously until completion, then Manager may terminate this Agreement ninety (90) days following written notice to Owner and an opportunity to complete restoration. To the extent that operation of the Resort is rendered impossible or commercially impracticable by virtue of casualty or condemnation, then, for so long as such operation is impossible or commercially impracticable, Manager’s obligations to operate the Resort hereunder, will be suspended. Any such period of suspension will not be deemed to have been part of the Term and the date of expiration of the Term shall be extended by the number of days of such period.
Damage and Condemnation. If at any time prior to the Closing Date, all or any substantial part of the Property is damaged by casualty or taken or appropriated by virtue of eminent domain or similar proceedings, or is condemned for any public or quasi-public use, then Buyer may terminate this Contract, the Deposit will be immediately refunded to Buyer and thereafter neither party will have any further obligations hereunder except for the obligations hereunder that expressly survive the termination of this Contract. If Buyer terminates this Contract, then Seller shall be entitled to receive all insurance proceeds or condemnation proceeds payable for the affected portion of the Property. If Buyer elects to maintain this Contract in full force and effect, then (i) Buyer shall be entitled to receive all insurance proceeds or condemnation proceeds payable to Seller for that portion of the Property damaged or taken, and Seller shall execute such assignments or other instruments as are necessary to transfer such proceeds, including any deductible payable by Seller to Buyer, and (ii) if all or any portion of the insurance or condemnation proceeds have been paid to Seller, then Buyer shall receive a credit against the Purchase Price equal to the amount of the insurance deductible and the insurance or condemnation proceeds actually paid to Seller with any remaining proceeds to be transferred to Buyer.
Damage and Condemnation. Any damage to the Slip(s) or any other portion of the Marina caused by Lessee or Lessee’s invitees shall be repaired at the sole cost and expense of Lessee. Lessor shall have full control over the repair of any such damage. In case the Marina, or any part thereof, shall be partially or wholly destroyed by fire or other casualty, Lessor shall have the option to rebuild or repair the Marina, or Lessor may terminate this Agreement as of the date of such casualty. Lessor shall provide written notice of such election to Lessee within thirty (30) days after such casualty. In the event Lessor shall elect to rebuild or repair the Marina, such rebuilding or repairing shall be done as speedily as possible, and Lessor shall provide an alternative mooring location to Lessee, if applicable at no extra expense to Lessee. In the event all of the property on which the Marina is situated shall be lawfully condemned or taken in any manner for any public or quasi-public purpose, this Agreement shall terminate as of the date of taking, and all Mooring Fees paid in advance shall be proportionately refunded to Lessee. In the event that less than all of said property is condemned or taken, Lessor shall have the option of terminating this Agreement, refunding any prepaid Mooring Fees to Lessee, or relocating Lessee’s mooring space, in Lessor’s sole discretion. All proceeds of condemnation shall belong solely to Lessor.
Damage and Condemnation. Damage to or destruction of all or any portion of the buildings or improvements on the Premises by fire or any other cause or a taking of all or a portion of the Premises by condemnation shall not terminate this Agreement or cause any abatement or reduction in the payments to be made by Buyer or otherwise affect the respective obligations of Seller and Buyer. The purchase price of the Premises will be reduced by the amount of any reduction in Seller's indebtedness to PIDA under the Notes brought about by the application to such indebtedness of insurance proceeds or amounts paid as a result of condemnation. All proceeds from insurance or condemnation not required to be applied to the mortgage indebtedness shall be paid to and be the property of Buyer.
Damage and Condemnation. 10.1 Damage 10.2 Condemnation and Eminent Domain
