Common use of Damage or Destruction Prior to Closing Clause in Contracts

Damage or Destruction Prior to Closing. In the event that the Property should be damaged by any casualty prior to the Closing, then if the cost of repairing such damage, as reasonably estimated by Buyer, is: 11.1. Less than Five Hundred Thousand and No/100 Dollars ($500,000.00), the Closing shall proceed as scheduled and any insurance proceeds shall be assigned or distributed to Buyer to the extent not expended by Seller for restoration, and Seller shall pay to Buyer an amount equal to Seller’s deductible maintained in connection with such insurance; or if said cost is: 11.2. Equal to or greater than Five Hundred Thousand and No/100 Dollars ($500,000.00), then Buyer may elect to terminate this Agreement, in which case upon return of the Due Diligence Items the Deposit shall be returned to Buyer, all other escrow documents and funds shall be returned by the Title Company and/or by Seller’s counsel, as applicable, to the party which delivered them into Escrow, the Equity Escrow Holder shall return the Escrowed Equity to Buyer, and thereafter neither party shall have any further obligation to the other, except for the Surviving Obligations. If Buyer does not elect to terminate this Agreement in accordance with the foregoing, any insurance proceeds shall be assigned or distributed to Buyer to the extent not expended by Seller for restoration, and Seller shall pay to Buyer an amount equal to Seller’s deductible maintained in connection with such insurance.

Damage or Destruction Prior to Closing. 10.1 In the event that either the Improvements or Personal Property should be damaged by any casualty prior to the Closing, then and if the cost of repairing such damage, as reasonably estimated by Buyeran independent contractor ("Independent Contractor") retained by Buyer (and approved by Seller, which approval shall not be withheld unreasonably or unduly delayed) is: 11.1. Less (a) less than Five Hundred Thousand and No/100 Dollars FIFTY THOUSAND DOLLARS ($500,000.0050,000), then, at Seller's option: (i) Seller shall repair such damage prior to the Closing Date, restoring the damaged Property at least to its condition immediately prior to such damage, or (ii) elect to close the transaction and Buyer shall proceed as scheduled and any insurance proceeds shall be assigned or distributed to Buyer to the extent not expended by Seller for restoration, and Seller shall pay to Buyer receive a credit at Closing in an amount equal necessary to Seller’s deductible maintained in connection with make such insurancerepairs as determined by the Independent Contractor; or if said cost is: 11.2. Equal (b) equal to or greater more than Five Hundred Thousand and No/100 Dollars FIFTY THOUSAND DOLLARS ($500,000.00), 50,000) then the Buyer may elect within twenty (20) days of notification to Buyer of such occurrence to (i) terminate this Agreement, in which case upon return of the Due Diligence Items the Deposit shall be returned Contract or (ii) require Seller to Buyerassign to Buyer at Closing, all other escrow documents and funds shall be returned by the Title Company and/or by Seller’s counsel, as applicable, to the party which delivered them into Escrow, the Equity Escrow Holder shall return the Escrowed Equity to Buyerinsurance proceeds payable for such damage, and thereafter neither party shall have any further obligation to the other, except for the Surviving Obligations. If Buyer does not elect to terminate this Agreement in accordance with the foregoing, any insurance proceeds shall be assigned or distributed to Buyer to the extent not expended by Seller for restoration, and Seller shall pay to Buyer an at Closing the amount equal to of any deductible required by Seller’s deductible maintained in connection with 's insurance policies, and the sale shall be closed without the Seller's repairing such insurancedamage.

Damage or Destruction Prior to Closing. In the event that the Subject Property should be damaged by any casualty prior to the Closingclosing, then if the cost of repairing such damage, as reasonably estimated by Buyeran architect or contractor retained pursuant to the mutual agreement of Seller and Purchaser, is: 11.1. a. Less than Twenty-Five Hundred Thousand and No/100 Dollars ($500,000.0025,000.00), then at Purchaser's option, either (i) the Closing Seller shall repair such damage as promptly as is reasonably possible, restoring the damaged property at least to its condition immediately prior to such damage; and, in the event such repairs have not been completed prior to closing, then the closing shall nevertheless proceed as scheduled scheduled, and any Purchaser may have the Title Company withhold from Seller the funds necessary to make such repairs until Seller has repaired such damage pursuant to the provisions hereof, at which time such funds shall be distributed to Seller or (ii) Purchaser may take an assignment of Seller's insurance proceeds shall be assigned or distributed to Buyer to the extent not expended by Seller and a credit for restoration, Seller's deductible and Seller shall pay to Buyer an amount equal to Seller’s deductible maintained in connection with repair such insurancedamage itself; or if said cost is: 11.2. Equal to or b. greater than Twenty-Five Hundred Thousand and No/100 Dollars ($500,000.0025,000.00), then, at Purchaser's election, Seller shall pay to Purchaser, at closing, all insurance proceeds payable for such damage, and the sale shall be closed without Seller's repairing such damage, or, if Purchaser does not elect to accept such insurance proceeds, then Buyer either Seller or Purchaser may elect to terminate this AgreementContract, in which case upon return of the Due Diligence Items the Deposit earnxxx xxxey (less $100.00) shall be returned to Buyer, all other escrow documents and funds shall be returned by the Title Company and/or by Seller’s counsel, as applicable, to the party which delivered them into Escrow, the Equity Escrow Holder shall return the Escrowed Equity to Buyer, Purchaser and thereafter neither party shall have any further obligation to obligations one unto the other, except for the Surviving Obligations. If Buyer does not elect to terminate this Agreement in accordance with the foregoing, any insurance proceeds shall be assigned or distributed to Buyer to the extent not expended by Seller for restoration, and Seller shall pay to Buyer an amount equal to Seller’s deductible maintained in connection with such insurance.

Damage or Destruction Prior to Closing. In the event that the Subject Property should be damaged by any casualty prior to the Closingclosing, then if the cost of repairing such damage, as reasonably estimated by Buyeran architect or contractor retained pursuant to the mutual agreement of Seller and Purchaser, is: 11.1. a. Less than Five One Hundred Thousand and No/100 Dollars ($500,000.00100,000.00), then at Purchaser's option, either (i) the Closing Seller shall repair such damage as promptly as is reasonably possible, restoring the damaged property at least to its condition immediately prior to such damage; and, in the event such repairs have not been completed prior to closing, then the closing shall nevertheless proceed as scheduled scheduled, and any Purchaser may have the Title Company withhold from Seller the funds necessary to make such repairs until Seller has repaired such damage pursuant to the provisions hereof, at which time such funds shall be distributed to Seller or (ii) Purchaser may take an assignment of Seller's insurance proceeds shall be assigned or distributed to Buyer to the extent not expended by Seller and a credit for restoration, Seller's deductible and Seller shall pay to Buyer an amount equal to Seller’s deductible maintained in connection with repair such insurancedamage itself; or if said cost is: 11.2. Equal to or b. greater than Five One Hundred Thousand and No/100 Dollars ($500,000.00100,000.00), then, at Purchaser's election, Seller shall pay to Purchaser, at closing, all insurance proceeds payable for such damage, and the sale shall be closed without Seller's repairing such damage, or, if Purchaser does not elect to accept such insurance proceeds, then Buyer either Seller or Purchaser may elect to terminate this AgreementContract, in which case upon return of the Due Diligence Items the Deposit earnxxx xxxey (less $100.00) shall be returned to Buyer, all other escrow documents and funds shall be returned by the Title Company and/or by Seller’s counsel, as applicable, to the party which delivered them into Escrow, the Equity Escrow Holder shall return the Escrowed Equity to Buyer, Purchaser and thereafter neither party shall have any further obligation to obligations one unto the other, except for the Surviving Obligations. If Buyer does not elect to terminate this Agreement in accordance with the foregoing, any insurance proceeds shall be assigned or distributed to Buyer to the extent not expended by Seller for restoration, and Seller shall pay to Buyer an amount equal to Seller’s deductible maintained in connection with such insurance.

Damage or Destruction Prior to Closing. In the event that the Subject Property should be damaged by any casualty prior to the Closingclosing, then if the cost of repairing such damage, as reasonably estimated by Buyeran architect or contractor retained pursuant to the mutual agreement of Seller and Purchaser, is: 11.1. a. Less than Five Two Hundred Thousand and No/100 Dollars ($500,000.00200,000.00), then at Purchaser’s option, either (i) Seller shall repair such damage as promptly as is reasonably possible, restoring the Closing damaged property at least to its condition immediately prior to such damage; and, in the event such repairs have not been completed prior to closing, then the closing shall nevertheless proceed as scheduled scheduled, and any insurance proceeds Purchaser may have the Title Company withhold from Seller the funds necessary to make such repairs until Seller has repaired such damage pursuant to the provisions hereof, at which time such funds shall be assigned or distributed to Buyer to the extent not expended by Seller or (ii) Purchaser may take an assignment of Seller’s proceeds and a credit for restoration, and Seller shall pay to Buyer an amount equal to Seller’s deductible maintained under its applicable insurance policy (as described in connection with paragraph [b] below) and repair such insurancedamage; or if said cost is: 11.2. Equal to or b. greater than Five Two Hundred Thousand and No/100 Dollars ($500,000.00200,000.00), then, at Purchaser’s election, Seller shall pay to Purchaser, at closing, all insurance proceeds payable for such damage, and the sale shall be closed without Seller’s repairing such damage but with Purchaser receiving a credit for the amount of any deductible provided for in the applicable insurance policy, or, if Purchaser does not elect to accept such insurance proceeds, then Buyer Purchaser may elect to terminate this Agreement, in which case upon return of the Due Diligence Items the Deposit shall be returned to Buyer, all other escrow documents and funds shall be returned by the Title Company and/or by Seller’s counsel, as applicable, to the party which delivered them into Escrow, the Equity Escrow Holder shall return the Escrowed Equity to Buyer, and thereafter neither party shall have any further obligation to the other, except for the Surviving Obligations. If Buyer does not elect to terminate this Agreement in accordance with the foregoing, any insurance proceeds shall be assigned or distributed to Buyer to the extent not expended by Seller for restoration, and Seller shall pay to Buyer an amount equal to Seller’s deductible maintained in connection with such insuranceContract.

Damage or Destruction Prior to Closing. In the event that the Subject Property should be damaged by any casualty prior to the Closingclosing, then if the cost of repairing such damage, as reasonably estimated by Buyeran architect or contractor retained pursuant to the mutual agreement of Seller and Purchaser, is: 11.1. a. Less than Five Hundred Ten Thousand and No/100 Dollars ($500,000.0010,000.00), then at Purchaser's option, either (i) the Closing Seller shall repair such damage as promptly as is reasonably possible, restoring the damaged property at least to its condition immediately prior to such damage; and, in the event such repairs have not been completed prior to closing, then the closing shall nevertheless proceed as scheduled scheduled, and any Purchaser may have the Title Company withhold from Seller the funds necessary to make such repairs until Seller has repaired such damage pursuant to the provisions hereof, at which time such funds shall be distributed to Seller or (ii) Purchaser may take an assignment of Seller's insurance proceeds shall be assigned or distributed to Buyer to the extent not expended by Seller for restoration, and Seller shall pay to Buyer an amount equal to Seller’s deductible maintained in connection with repair such insurancedamage itself; or if said cost is: 11.2. Equal to or b. greater than Five Hundred Ten Thousand and No/100 Dollars ($500,000.0010,000.00), then, at Purchaser's election, Seller shall pay to Purchaser, at closing, all insurance proceeds payable for such damage, and the sale shall be closed without Seller's repairing such damage, or, if Purchaser does not elect to accept such insurance proceeds, then Buyer either Seller or Purchaser may elect to terminate this AgreementContract, in which case upon return of the Due Diligence Items the Deposit earnxxx xxxey (less $100.00) shall be returned to Buyer, all other escrow documents and funds shall be returned by the Title Company and/or by Seller’s counsel, as applicable, to the party which delivered them into Escrow, the Equity Escrow Holder shall return the Escrowed Equity to Buyer, Purchaser and thereafter neither party shall have any further obligation to obligations one unto the other, except for . Purchaser acknowledges that the Surviving Obligations. If Buyer does not elect to terminate this Agreement deductible in accordance with the foregoing, any Seller's insurance proceeds shall be assigned policy is $250,000 or distributed to Buyer to the extent not expended by Seller for restoration, and Seller shall pay to Buyer an amount equal to Seller’s deductible maintained in connection with such insurancemore.

Damage or Destruction Prior to Closing. In the event that the Property should be damaged by any casualty prior to the Closing, then if then: 11.1 If the cost of repairing such damagedamage to the Premises, as reasonably estimated by BuyerSeller, is: 11.1. Less is less than Five Hundred Thousand and No/100 One Million Dollars ($500,000.00)1,000,000) and no Major Tenant is able to terminate its Tenant Lease as a result of such casualty, and no tenant under a Tenant Lease is able to xxxxx its rent following Closing unless covered by Seller’s rental interruption proceeds assigned to Buyer, the Closing shall proceed as scheduled and any insurance proceeds shall be assigned or distributed to Buyer to the extent not expended by Seller for restoration, and Seller Buyer shall pay receive a credit for any applicable deductible; or 11.2 If the cost of repairing damage to Buyer an amount equal to the Premises, as reasonably estimated by Seller’s deductible maintained in connection with such insurance; or if said cost is: 11.2. Equal to or , is greater than Five Hundred Thousand and No/100 One Million Dollars ($500,000.001,000,000), or if such casualty entitles any Major Tenant to terminate its lease and any abated rent granted to a tenant under a Tenant Lease is not covered by rental interruption proceeds which can be assigned to Buyer, then Buyer may elect to terminate this Agreement, in which case upon return of the Due Diligence Items the Deposit shall be returned to Buyer, all other escrow documents Buyer and funds shall be returned by the Title Company and/or by Seller’s counsel, as applicable, to the party which delivered them into Escrow, the Equity Escrow Holder shall return the Escrowed Equity to Buyer, and thereafter neither party shall have any further obligation to the other, other except for the Surviving Obligations. If Buyer does not elect to terminate this Agreement in accordance with the foregoing, any insurance proceeds shall be assigned or distributed to Buyer to the extent not expended by Seller for restoration, and Seller shall pay to Buyer an amount equal to SellerBuyer’s deductible maintained in connection with such insuranceindemnification obligations under Section 5.

Damage or Destruction Prior to Closing. In the event that the Subject Property should be damaged by any casualty prior to the Closingclosing, then if the cost of repairing such damage, as reasonably estimated by Buyeran architect or contractor retained pursuant to the mutual agreement of Seller and Purchaser, is: 11.1. a. Less than Five Two Hundred Thousand and No/100 Dollars ($500,000.00200,000.00), then at Purchaser's option, either (i) Seller shall repair such damage as promptly as is reasonably possible, restoring the Closing damaged property at least to its condition immediately prior to such damage; and, in the event such repairs have not been completed prior to closing, then the closing shall nevertheless proceed as scheduled scheduled, and any insurance proceeds Purchaser may have the Title Company withhold the funds necessary to make such repairs until Seller has repaired such damage pursuant to the provisions hereof, at which time such funds shall be assigned distributed in accordance with the terms of this Contract or distributed to Buyer to the extent not expended by Seller (ii) Purchaser may take an assignment of Seller's proceeds and a credit for restoration, Seller's deductible (as described in paragraph [b] below) and Seller shall pay to Buyer an amount equal to Seller’s deductible maintained in connection with repair such insurancedamage; or if said cost is: 11.2. Equal to or b. greater than Five Two Hundred Thousand and No/100 Dollars ($500,000.00200,000.00), then, at Purchaser's election, Seller shall pay to Purchaser, at closing, all insurance proceeds payable for such damage, and the sale shall be closed without Seller's repairing such damage but with Purchaser receiving a credit for the amount of any deductible provided for in the applicable insurance policy, or, if Purchaser does not elect to accept such insurance proceeds, then Buyer either Seller or Purchaser may elect to terminate this Agreement, in which case upon return of the Due Diligence Items the Deposit shall be returned to Buyer, all other escrow documents and funds shall be returned by the Title Company and/or by Seller’s counsel, as applicable, to the party which delivered them into Escrow, the Equity Escrow Holder shall return the Escrowed Equity to Buyer, and thereafter neither party shall have any further obligation to the other, except for the Surviving Obligations. If Buyer does not elect to terminate this Agreement in accordance with the foregoing, any insurance proceeds shall be assigned or distributed to Buyer to the extent not expended by Seller for restoration, and Seller shall pay to Buyer an amount equal to Seller’s deductible maintained in connection with such insuranceContract.

Damage or Destruction Prior to Closing. In the event that the Property should be damaged by any casualty prior to the Closing, then if the cost of repairing such damage, as reasonably estimated by BuyerSeller, is: 11.1. 11.1 Less than Five Hundred Thousand and No/100 One Million Dollars ($500,000.001,000,000), the Closing shall proceed as scheduled and any insurance proceeds shall be assigned or distributed to Buyer to the extent not expended by Seller for restoration, and Seller restoration Buyer shall pay to Buyer an amount receive a credit at Closing equal to Seller’s the property insurance policy deductible maintained in connection with such insurancereduced by any applicable payments made by Seller for restoration; or if said cost is: 11.2. Equal to or greater 11.2 Greater than Five Hundred Thousand and No/100 One Million Dollars ($500,000.001,000,000), then either Seller or Buyer may elect to terminate this Agreement, in which case upon the Buyer shall return of the Due Diligence Items to Seller and only if Seller elects to terminate this Agreement, the Deposit shall be returned to Buyer, all other escrow documents the Buyer and funds shall be returned by the Title Company and/or by Seller’s counsel, as applicable, to the party which delivered them into Escrow, the Equity Escrow Holder shall return the Escrowed Equity to Buyer, and thereafter neither party shall have any further obligation to the other, other except for the Surviving ObligationsBuyer's indemnification obligations under Paragraph 5. If Should Buyer does not elect proceed to terminate this Agreement in accordance with the foregoingClosing, Buyer shall receive any insurance proceeds shall be assigned or distributed to Buyer and a credit at Closing equal to the extent not expended property insurance policy deductible reduced by any applicable payments made by Seller for restoration, and Seller shall pay to Buyer an amount equal to Seller’s deductible maintained in connection with such insurance.

Damage or Destruction Prior to Closing. In the event that the Property should be damaged by any casualty prior to the Closing, then if the cost of repairing such damage, as reasonably estimated by BuyerSeller, is: 11.1. 11.1 Less than Five Hundred Thousand and No/100 One Million Dollars ($500,000.001,000,000), the Closing shall proceed as scheduled and any insurance proceeds shall be assigned or distributed to Buyer to the extent not expended by Seller for restoration (provided, however, if as a result of such casualty, any Lease covering more than 10,000 rentable square feet of space is terminated then Buyer may elect to terminate this Agreement, in which case the Deposit shall be returned to Buyer and neither party shall have any further obligation to the other party hereunder except for Buyer's indemnification obligations under Section 5. but if Buyer elects to proceed to Closing, then all insurance proceeds shall be distributed to Buyer to the extent not expended by Seller for restoration, and Seller shall pay to Buyer an amount equal to Seller’s deductible maintained in connection with such insurance); or if said cost is: 11.2. Equal to or greater 11.2 Greater than Five Hundred Thousand and No/100 One Million Dollars ($500,000.001,000,000), then either Seller or Buyer may elect to terminate this Agreement, in which case upon return of the Due Diligence Items the Deposit shall be returned to Buyer, all other escrow documents Buyer and funds shall be returned by the Title Company and/or by Seller’s counsel, as applicable, to the party which delivered them into Escrow, the Equity Escrow Holder shall return the Escrowed Equity to Buyer, and thereafter neither party shall have any further obligation to the other, other except for the Surviving Obligations. If Buyer does not elect to terminate this Agreement in accordance with the foregoing, any insurance proceeds shall be assigned or distributed to Buyer to the extent not expended by Seller for restoration, and Seller shall pay to Buyer an amount equal to Seller’s deductible maintained in connection with such insuranceBuyer's indemnification obligations under Section 5.

Damage or Destruction Prior to Closing. In the event that the Property should be damaged by any casualty prior to the Closing, then if then: 11.1 If the cost of repairing such damagedamage to the Premises, as reasonably estimated by BuyerSeller, is: 11.1. Less is less than Five Hundred Thousand and No/100 One Million Dollars ($500,000.00)1,000,000) and no Major Tenant is able to [FINAL EXECUTION COPY] 27 terminate its Tenant Lease as a result of such casualty, and no tenant under a Tenant Lease is able to axxxx its rent following Closing unless covered by Seller’s rental interruption proceeds assigned to Buyer, the Closing shall proceed as scheduled and any insurance proceeds shall be assigned or distributed to Buyer to the extent not expended by Seller for restoration, and Seller Buyer shall pay receive a credit for any applicable deductible; or 11.2 If the cost of repairing damage to Buyer an amount equal to the Premises, as reasonably estimated by Seller’s deductible maintained in connection with such insurance; or if said cost is: 11.2. Equal to or , is greater than Five Hundred Thousand and No/100 One Million Dollars ($500,000.001,000,000), or if such casualty entitles any Major Tenant to terminate its lease and any abated rent granted to a tenant under a Tenant Lease is not covered by rental interruption proceeds which can be assigned to Buyer, then Buyer may elect to terminate this Agreement, in which case upon return of the Due Diligence Items the Deposit shall be returned to Buyer, all other escrow documents Buyer and funds shall be returned by the Title Company and/or by Seller’s counsel, as applicable, to the party which delivered them into Escrow, the Equity Escrow Holder shall return the Escrowed Equity to Buyer, and thereafter neither party shall have any further obligation to the other, other except for the Surviving Obligations. If Buyer does not elect to terminate this Agreement in accordance with the foregoing, any insurance proceeds shall be assigned or distributed to Buyer to the extent not expended by Seller for restoration, and Seller shall pay to Buyer an amount equal to SellerBuyer’s deductible maintained in connection with such insuranceindemnification obligations under Paragraph 5.

Damage or Destruction Prior to Closing. In the event that either the Improvements or Personal Property associated with the Property should be damaged by any casualty prior to the such Closing, then and if the cost of repairing such damage, as reasonably estimated by Buyeran independent contractor ("Independent Contractor") retained by Buyer (and approved by Seller, which approval shall not be withheld unreasonably or unduly delayed) is: 11.1. Less (a) less than Five Hundred Fifty Thousand and No/100 Dollars ($500,000.0050,000.00), then, at Seller's option: (i) Seller shall repair such damage prior to the Closing date, restoring the damaged Property at least to its condition immediately prior to such damage, or (ii) elect to close the transaction and Buyer shall proceed as scheduled and any insurance proceeds shall be assigned or distributed to Buyer to the extent not expended by Seller for restoration, and Seller shall pay to Buyer receive a credit at such Closing in an amount equal necessary to Seller’s deductible maintained in connection with make such insurance; repairs as determined by the Independent Contractor, or if said cost is: 11.2. Equal (b) equal to or greater more than Five Hundred Fifty Thousand and No/100 Dollars ($500,000.00), 50,000.00) then the Buyer may elect within twenty (20) days of notification to Buyer of such occurrence to (i) terminate this Agreement, in which case upon return of the Due Diligence Items the Deposit shall be returned Contract or (ii) require Seller to Buyerassign to Buyer at Closing, all other escrow documents and funds shall be returned by the Title Company and/or by Seller’s counsel, as applicable, to the party which delivered them into Escrow, the Equity Escrow Holder shall return the Escrowed Equity to Buyerinsurance proceeds payable for such damage, and thereafter neither party shall have any further obligation to the other, except for the Surviving Obligations. If Buyer does not elect to terminate this Agreement in accordance with the foregoing, any insurance proceeds shall be assigned or distributed to Buyer to the extent not expended by Seller for restoration, and Seller shall pay to Buyer an at Closing the amount equal to of any deductible required by Seller’s deductible maintained in connection with 's insurance policies, and the sale shall be closed without the Seller's repairing such insurancedamage.