Common use of Major Loss Clause in Contracts

Major Loss. If the amount of the damage or destruction or condemnation as specified above exceeds $500,000, then Buyer may at its option, to be exercised by written notice to Seller within ten (10) business days of Seller’s notice of the occurrence of the damage or destruction or the commencement of condemnation proceedings, terminate this Agreement. Buyer’s failure to elect to terminate this Agreement within said ten (10) business day period shall be deemed an election by Buyer to consummate this purchase and sale transaction. If Buyer elects to terminate this Agreement within such ten (10) business day period, then the Deposit shall be returned to Buyer and neither party shall have any further rights or obligations hereunder except as expressly provided elsewhere in this Agreement. If Buyer elects or is deemed to have elected to proceed with the purchase, then upon the Closing, there shall be a credit against the Purchase Price due hereunder equal to the amount of any insurance proceeds (other than business interruption or rental loss insurance applicable to the period prior to Closing) or condemnation awards collected by Seller as a result of any such damage or destruction or condemnation, plus the amount of any insurance deductible, less any sums expended by Seller directly toward the restoration or repair of the Property. If the proceeds or awards have not been collected as of the Closing, then such proceeds (including business interruption or rental loss insurance of Seller which would be applicable to any period subsequent to Closing) or awards shall be assigned to Buyer, except to the extent needed to reimburse Seller for sums expended prior to the Closing to repair or restore the Property, without a reduction to the Purchase Price.

Major Loss. If the amount of cost to repair the material damage or destruction or condemnation as specified above to any Subject Real Property exceeds $500,00010,000,000 (a “Major Loss”) in the estimate of an architect or contractor mutually and reasonably agreeable to Buyer and Seller, then Buyer or Seller may at elect, in its optionsole discretion, to terminate this Agreement, such election to be effective only if exercised (i) by written notice to Seller Buyer in writing within ten forty-five (1045) business days after Buyer’s receipt of Seller’s notice of the occurrence of the such damage or destruction or (ii) by Seller in writing within forty-five (45) days after the commencement occurrence of condemnation proceedings, terminate this Agreement. Buyer’s failure to elect to terminate this Agreement within said ten (10) business day period shall be deemed an election by Buyer to consummate this purchase and sale transactionsuch damage or destruction. If either Buyer or Seller elects to terminate this Agreement within such ten (10) business day periodby delivering written notice thereof as provided in this Section 6.22(b), then this Agreement shall terminate in accordance with Article VIII and the Deposit shall be returned to Buyer and neither party shall have any further rights or obligations hereunder except as expressly provided elsewhere in this AgreementBuyer. If Buyer elects or is deemed to have elected to proceed with neither Party gives timely written notice of termination of this Agreement within the purchasetime period required herein, then upon this Agreement shall not terminate and Seller shall promptly commence the repair of the damage to such Subject Real Property to the condition that existed immediately prior to such damage or destruction, reasonable wear and tear excepted, and at the Closing, if Seller shall not have returned such Subject Real Property to the condition that existed immediately prior to such damage or destruction, reasonable wear and tear excepted, there shall be a credit against the Purchase Price due Closing Payment hereunder equal to the amount of any insurance proceeds (other than business interruption or rental loss insurance applicable to the period prior to Closing) or condemnation awards collected by Seller as a result of any such damage or destruction or condemnation(but not business interruption insurance proceeds), plus the amount of any insurance deductible, self-insured retention or similar amount with respect to any damaged or destroyed Subject Real Property, less any sums expended by Seller directly or the Company toward the restoration or repair of the such Subject Real Property. If the such proceeds or awards have not been collected as of the ClosingClosing Date and the Subject Real Property has not been returned to the condition that existed immediately prior to such damage or destruction, reasonable wear and tear excepted, then there shall be a credit against the Closing Payment due hereunder equal to the amount of the insurance deductible, self-insured retention or similar amount with respect to such damaged or destroyed Subject Real Property, and such proceeds (including but not business interruption or rental loss insurance of Seller which would be applicable to any period subsequent to Closingproceeds) or awards shall be assigned to BuyerBuyer (and Seller shall reasonably cooperate with Buyer after the Closing to collect such proceeds), except to the extent needed to reimburse Seller for sums expended prior to the Closing to repair or restore the damaged or destroyed Subject Real Property, without and Seller shall retain the rights to such proceeds to such extent. Seller’s notice of the occurrence of a reduction Major Loss shall be deemed to amend and supplement the Purchase Priceappropriate disclosure Schedules and cure any misrepresentation or breach of warranty or covenant that otherwise might have existed hereunder by reason of such Major Loss for purposes of the conditions to Closing set forth in Article VII or remedies under Article IX, subject to Seller’s obligation to pay Buyer the amounts under this Section 6.22(b) and the termination rights under this Section 6.22(b).

Major Loss. If the amount of the damage or destruction or condemnation as specified above exceeds is in excess of ten percent (10%) of the Purchase Price $500,000250,000.00 or allows any Tenant to terminate its Tenant Lease, then Buyer may Purchaser may, at its option, option to be exercised by written notice to Seller within ten (10) business days of Seller’s 's notice of the occurrence of the damage or destruction or the commencement of condemnation proceedings, terminate this Agreement. Buyer’s failure to elect to either terminate this Agreement within said ten (10) business day period shall be deemed an election or consummate the purchase for the full Purchase Price as required by Buyer to consummate this purchase and sale transactionthe terms hereof. If Buyer Purchaser timely elects to terminate this Agreement within such ten (10) business day periodAgreement, then the Deposit shall be returned to Buyer Purchaser and neither party shall have any further rights or obligations hereunder except as with respect to those that are herein specified to expressly provided elsewhere in this Agreementsurvive such a termination. If Buyer Purchaser elects or is deemed to have elected to proceed with the purchase, or fails to give Seller notice within such ten (10) day period that Purchaser has terminated this Agreement, then upon at the Closing, there shall be a credit against the Purchase Price due hereunder equal to the amount of any insurance proceeds (other than business interruption or rental loss insurance applicable to the period prior to Closing) or condemnation awards collected by Seller as a result of any such damage or destruction or condemnation, together with any rent insurance proceeds to the extent allocable to the period following the Closing, plus the amount of any insurance deductible, less any sums expended by Seller directly toward the restoration or repair of the Property. If the proceeds or awards have not been collected as of the Closing, in whole or in part, then such uncollected proceeds (including business interruption or rental loss insurance of Seller which would be applicable to any period subsequent to Closing) or awards shall be assigned to BuyerPurchaser, except to the extent needed to reimburse Seller for the sums previously expended prior to the Closing to repair or restore the Property, without affected Property as a reduction to the Purchase Priceresult of such casualty or condemnation.