Common use of Material Casualty Clause in Contracts

Material Casualty. The absence of any material damage by casualty to the Property that has not been repaired by the Closing Date. For the purposes hereof, a “material damage by casualty” means any damage by fire or other casualty that has not been repaired and paid for by the Closing Date and for which the estimated cost of the remaining repairs exceeds $10,000. If the Property suffers any material damage by casualty, Purchaser has the right and option to terminate this Agreement within 30 days after the date of the casualty or by the Closing Date, whichever occurs first. Seller will also have the right to cancel this Agreement if the material damage by casualty is not fully covered by Seller’s insurance policy. If Seller and Purchaser do not elect to terminate this Agreement, this transaction will close without increase or decrease in the purchase price, Seller must proceed to effect any repairs that are reasonably possible prior to closing unless otherwise agreed to in writing by Purchaser, and Purchaser is entitled to all insurance proceeds that are not used to pay the costs of those repairs. Seller must also credit against the purchase price the amount of any deductible or self-insurance applicable to the casualty. If the estimated cost to repair any damage by casualty as of the Closing Date is less than $10,000, Purchaser does not have the right to terminate this Agreement because of that casualty and Purchaser will be given a credit against the purchase price in the amount of the estimated cost to repair the damage, whereupon Seller will be entitled to retain the right to all insurance proceeds that would otherwise be paid to Purchaser on the Closing Date. All repair cost estimates referred to in this section will be made by reference to a fixed-price construction contract, which Seller must obtain as promptly as is reasonably possible after the date of the casualty. If the contract price cannot be ascertained as of the Closing Date, Purchaser may waive its election to take a purchase price credit or must deposit with the Escrow Agent on the Closing an amount of the purchase price reasonably agreed to by the parties as a reasonable estimate of the credit, whereupon the actual estimate of the repairs will be ascertained by the means described above as soon as practicable. When the actual estimate is so determined, Purchaser will be given a credit against the purchase price in that amount, and the estimated amount deposited with the Escrow Agent will be paid to Purchaser to the extent of the actual estimate and any remainder paid to Seller. If the actual estimated repair costs exceed the escrowed amount, Seller will pay the difference to Purchaser.

Material Casualty. The absence of any material damage by casualty to the Property that Improvements which has not been repaired by the Closing Date. For the purposes hereof, a “material damage by casualty” means "MATERIAL DAMAGE BY CASUALTY" shall be deemed any damage by fire or other casualty that which has not been repaired and paid for by the Closing Date and for which the estimated cost of the remaining repairs exceeds Fifty Thousand Dollars ($10,00050,000). If the Property suffers Improvements suffer any material damage by casualty, casualty Purchaser has shall have the right and option to terminate this Agreement within 30 fifteen (15) days after the date Purchaser is notified of the casualty in writing or by the Closing Date, whichever occurs firstfirst occurs. Seller will shall also have the right to cancel this Agreement if the such material damage by casualty is not fully covered by existing insurance policies held by Seller’s insurance policy, unless Purchaser is willing to reduce the purchase price by the amount estimated to be necessary to pay the labor and material costs to restore the damage. If Seller and Purchaser do does not elect to terminate this AgreementAgreement by the Closing Date as a result of any material casualty damage, this transaction will shall close without increase or decrease in the purchase price, and Seller must proceed shall assign to effect any repairs that are reasonably possible prior to closing unless otherwise agreed to in writing by Purchaser, and Purchaser is entitled to all insurance proceeds that which are not used to pay the costs paid because of those repairs. Seller must also credit against the purchase price the amount of any deductible or self-insurance applicable to the casualty. If the estimated cost to repair any damage by casualty as of the Closing Date is less than Fifty Thousand Dollars ($10,00050,000), Purchaser does shall not have the right to terminate this Agreement because of that such casualty and Seller shall assign to Purchaser will be given a credit against the purchase price in the amount of the estimated cost to repair the damage, whereupon Seller will be entitled to retain the right to all insurance proceeds that would otherwise be are paid to Purchaser on because of the Closing Datecasualty, as stated above. All repair cost estimates referred to in this section will paragraph shall be made by reference to a fixed-fixed price construction contract, contract which Seller must shall obtain as promptly as is reasonably possible after the date of the casualty. If the contract price cannot be ascertained as of the Closing Date, Purchaser may waive its election to take a purchase price credit or must deposit with the Escrow Agent on the Closing an amount of the purchase price reasonably agreed to by the parties as a reasonable estimate of the credit, whereupon the actual estimate of the repairs will be ascertained by the means described above as soon as practicable. When the actual estimate is so determined, Purchaser will be given a credit against the purchase price in that amount, and the estimated amount deposited with the Escrow Agent will be paid to Purchaser to the extent of the actual estimate and any remainder paid to Seller. If the actual estimated repair costs exceed the escrowed amount, Seller will pay the difference to Purchaser.

Material Casualty. The absence of any material damage by casualty to the Property that Improvements which has not been repaired by the Closing Date. For the purposes hereof, a “"material damage by casualty” means " shall be deemed any damage by fire or other casualty that which has not been repaired and paid for by Seller by the Closing Date and for which the estimated cost of the remaining repairs equals or exceeds Two Million Dollars ($10,0002,000,000). If the Property suffers Improvements suffer any material damage by casualty, Purchaser has shall have the right and option option, as its sole remedy, to terminate this Agreement within 30 ten (10) days after the date of the casualty or by the Closing, whichever first occurs (unless Seller restores the Property to its prior condition before the Closing Date, whichever occurs first. Seller will also have the right to cancel this Agreement if the material damage by casualty is not fully covered by Seller’s insurance policy. If Seller and Purchaser do not elect to terminate this Agreement, this transaction will close without increase or decrease in the purchase price, Seller must proceed to effect any repairs that are reasonably possible prior to closing unless otherwise agreed to in writing by Purchaser, and Purchaser is entitled to all insurance proceeds that are not used to pay the costs of those repairs. Seller must also credit against the purchase price the amount of any deductible or self-insurance applicable to the casualty). If the estimated cost to repair any damage by casualty as of the Closing Date is less than Two Million Dollars ($10,0002,000,000), Purchaser shall not have the right to terminate this Agreement. If Purchaser does not elect timely to terminate this Agreement or does not have the right to terminate this Agreement because of that casualty Agreement, this transaction shall close without increase or decrease in the Purchase Price. Seller shall proceed to effect such repairs as are reasonably possible prior to Closing unless otherwise agreed to in writing by Purchaser, and Purchaser will be given a credit against the purchase price in the amount of the estimated cost to repair the damage, whereupon Seller will shall be entitled at Closing to retain the right to an assignment of all insurance proceeds that would otherwise which are not used to pay the costs of such repairs or to pay Seller's reasonable out-of-pocket expenses in connection therewith (insurance proceeds received by Purchaser shall be paid remitted to Purchaser on Seller, as tenant under the Closing Date. All New Lease (hereafter defined), for repair cost estimates referred to in this section will be made by reference to a fixed-price construction contract, which Seller must obtain as promptly as is reasonably possible after the date and reconstruction of the casualtyProperty). If the contract price cannot be ascertained as No termination of the Closing Date, Purchaser may waive its election to take a purchase price credit or must deposit with the Escrow Agent on the Closing an amount of the purchase price reasonably agreed to by the parties as a reasonable estimate of the credit, whereupon the actual estimate of the repairs will be ascertained by the means described above as soon as practicable. When the actual estimate is so determined, Purchaser will be given a credit against the purchase price in that amount, and the estimated amount deposited with the Escrow Agent will be paid to Purchaser to the extent of the actual estimate and this Agreement under this Section shall affect any remainder paid to Seller. If the actual estimated repair costs exceed the escrowed amount, Seller will pay the difference to PurchaserPost Termination Obligations.

Material Casualty. The absence of any material damage by casualty to the Property that Improvements which has not been repaired by the Closing Date. For the purposes hereof, a “"material damage by casualty” means " shall be deemed any damage by fire or other casualty that has not been repaired and paid for by the Closing Date and for which the estimated cost of the remaining repairs repair exceeds Five Hundred Thousand Dollars ($10,000500,000). If the Property suffers Improvements suffer any material damage by casualty, Purchaser has shall have the right and option option, as its sole remedy, to terminate this Agreement within 30 thirty (30) days after the date of the casualty or by the Closing Date, whichever occurs first. Seller will also first occurs, whereupon the Deposit shall be returned to Purchaser, and, except for the Post-Closing Obligations referred to in Section 12.1 below, neither party shall have any obligations to the right to cancel this Agreement if the material damage other by casualty is not fully covered by Seller’s insurance policy. If Seller and Purchaser do not elect to terminate virtue of this Agreement, this transaction will close without increase or decrease in the purchase price, Seller must proceed to effect any repairs that are reasonably possible prior to closing unless otherwise agreed to in writing by Purchaser, and Purchaser is entitled to all insurance proceeds that are not used to pay the costs of those repairs. Seller must also credit against the purchase price the amount of any deductible or self-insurance applicable to the casualty. If the estimated cost to repair any damage by casualty as of the Closing Date is less than Five Hundred Thousand Dollars ($10,000500,000), Purchaser shall not have the right to terminate this Agreement. If Purchaser does not elect timely to terminate this Agreement or does not have the right to terminate this Agreement because Agreement, this transaction shall close without increase or decrease in the Purchase Price. Sellers shall proceed to cause such repairs as are reasonably possible prior to Closing to be made unless otherwise agreed to in writing by Purchaser, and the applicable Seller shall retain all insurance proceeds which are not used to pay the costs of such repairs; provided, however, that the applicable Seller shall assign to Purchaser all casualty and Purchaser will be given a insurance proceeds payable on account of damage which is not repaired prior to Closing. Sellers shall also credit against the purchase price in Purchase Price the amount of the estimated cost any deductible or self-insurance applicable to repair the damage, whereupon Seller will such casualty (unless Sellers have caused such repairs to be entitled completed and paid for prior to retain the right to all insurance proceeds that would otherwise be paid to Purchaser on the Closing DateClosing). All repair cost estimates referred to in No termination of this section will be made by reference to a fixed-price construction contract, which Seller must obtain as promptly as is reasonably possible after the date of the casualty. If the contract price cannot be ascertained as of the Closing Date, Purchaser may waive its election to take a purchase price credit or must deposit with the Escrow Agent on the Closing an amount of the purchase price reasonably agreed to by the parties as a reasonable estimate of the credit, whereupon the actual estimate of the repairs will be ascertained by the means described above as soon as practicable. When the actual estimate is so determined, Purchaser will be given a credit against the purchase price in that amount, and the estimated amount deposited with the Escrow Agent will be paid to Purchaser to the extent of the actual estimate and Agreement under this Section shall affect any remainder paid to Seller. If the actual estimated repair costs exceed the escrowed amount, Seller will pay the difference to PurchaserPost Termination Obligations.

Material Casualty. The absence of any material damage by casualty to ----------------- the Property that Improvements which has not been repaired by Seller by the Closing Date. For the purposes hereof, a “material damage by casualty” means "MATERIAL DAMAGE BY CASUALTY" shall be deemed any damage by fire or other casualty that which has not been repaired and paid for by the Closing Date and for which the estimated cost of the remaining repairs exceeds Ten Thousand Dollars ($10,000). If the Property suffers Improvements suffer any material damage by casualty, casualty Purchaser has shall have the right and option to terminate this Agreement within 30 fifteen (15) days after the date Purchaser is notified of the casualty in writing or by the Closing Date, whichever occurs firstfirst occurs. Seller will shall also have the right to cancel this Agreement if the such material damage by casualty is not fully covered by Seller’s 's insurance policypolicy unless Purchaser is willing to reduce the purchase price by the amount estimated to be necessary to pay the labor and material costs to restore the damage. If Seller and Purchaser do does not elect to terminate this AgreementAgreement by such date, this transaction will shall close without increase or decrease in the purchase price, Seller must shall proceed to effect any such repairs that are to return the damaged portions of the Property to the condition existing immediately prior to the casualty and shall complete the same as soon as reasonably possible prior to closing unless otherwise agreed to in writing by Purchaser, or after the Closing Date and Purchaser is shall be entitled to all insurance proceeds that which are not used to pay the costs paid because of those repairs. Seller must also credit against the purchase price the amount of any deductible or self-insurance applicable to the casualty. If the estimated cost to repair any damage by casualty as of the Closing Date is less than Ten Thousand dollars ($10,000), Purchaser does shall not have the right to terminate this Agreement because of that such casualty and Purchaser will be given a credit against Seller shall promptly proceed to effect the purchase price in the amount of the estimated cost to repair the damage, whereupon Seller will be entitled to retain the right to all insurance proceeds that would otherwise be paid to Purchaser on the Closing Daterepairs as stated above. All repair cost estimates referred to in this section will paragraph shall be made by reference to a fixed-fixed price construction contract, contract which Seller must shall obtain as promptly as is reasonably possible after the date of the casualty. If the contract price cannot be ascertained as of the Closing Date, Purchaser may waive its election to take a purchase price credit or must deposit with the Escrow Agent on the Closing an amount of the purchase price reasonably agreed to by the parties as a reasonable estimate of the credit, whereupon the actual estimate of the repairs will be ascertained by the means described above as soon as practicable. When the actual estimate is so determined, Purchaser will be given a credit against the purchase price in that amount, and the estimated amount deposited with the Escrow Agent will be paid to Purchaser to the extent of the actual estimate and any remainder paid to Seller. If the actual estimated repair costs exceed the escrowed amount, Seller will pay the difference to Purchaser.

Material Casualty. The absence of any material damage by casualty to the Property Improvements that has not been repaired by the Closing Date. For the purposes hereof, a “material damage by casualty” means any damage by fire or other casualty that has not been repaired and paid for by the Closing Date and for which the estimated cost of the remaining repairs exceeds $10,000250,000. If the Property suffers Improvements suffer any material damage by casualty, Purchaser has the right and option to terminate this Agreement within 30 days after the date of the casualty or by the Closing Date, whichever occurs first. Seller will also have the right to cancel this Agreement if the material damage by casualty is not fully covered by Seller’s insurance policy. If Seller and Purchaser do not elect to terminate this Agreement, this transaction will close without increase or decrease in the purchase price, Seller must proceed to effect any repairs that are reasonably possible prior to closing unless otherwise agreed to in writing by Purchaser, and Purchaser is entitled to all insurance proceeds that are not used to pay the costs of those repairs. Seller must also credit against the purchase price the amount of any deductible or self-insurance applicable to the casualty. If the estimated cost to repair any damage by casualty as of the Closing Date is less than $10,000250,000, Purchaser does not have the right to terminate this Agreement because of that casualty and Purchaser will be given a credit against the purchase price in the amount of the estimated cost to repair the damage, whereupon Seller will be entitled to retain the right to all insurance proceeds that would otherwise be paid to Purchaser on the Closing Date. All repair cost estimates referred to in this section will be made by reference to a fixed-price construction contract, which Seller must obtain as promptly as is reasonably possible after the date of the casualty. If the contract price cannot be ascertained as of the Closing Date, Purchaser may waive its election to take a purchase price credit or must deposit with the Escrow Agent on the Closing an amount of the purchase price reasonably agreed to by the parties as a reasonable estimate of the credit, whereupon the actual estimate of the repairs will be ascertained by the means described above as soon as practicable. When the actual estimate is so determined, Purchaser will be given a credit against the purchase price in that amount, and the estimated amount deposited with the Escrow Agent will be paid to Purchaser to the extent of the actual estimate and any remainder paid to Seller. If the actual estimated repair costs exceed the escrowed amount, Seller will pay the difference to Purchaser.

Material Casualty. The absence of any material damage by casualty to the Property that Improvements which has not been repaired by the Closing Date. For the purposes hereof, a “"material damage by casualty” means " shall be deemed any damage by fire or other casualty that which has not been repaired and paid for by Seller by the Closing Date and for which the estimated cost of the remaining repairs exceeds Fifty Thousand Dollars ($10,00050,000). If the Property suffers Improvements suffer any material damage by casualty, Purchaser has shall have the right and option option, as its sole remedy, to terminate this Agreement within 30 ten (10) days after the date of the casualty or by the Closing Date, whichever first occurs first. (unless Seller will also have restores the right Property to cancel this Agreement if its prior condition before the material damage by casualty is not fully covered by Seller’s insurance policy. If Seller and Purchaser do not elect to terminate this Agreement, this transaction will close without increase or decrease in the purchase price, Seller must proceed to effect any repairs that are reasonably possible prior to closing unless otherwise agreed to in writing by Purchaser, and Purchaser is entitled to all insurance proceeds that are not used to pay the costs of those repairs. Seller must also credit against the purchase price the amount of any deductible or self-insurance applicable to the casualtyClosing Date). If the estimated cost to repair any damage by casualty as of the Closing Date is less than Fifty Thousand Dollars ($10,00050,000), Purchaser shall not have the right to terminate this Agreement. If Purchaser does not elect timely to terminate this Agreement or does not have the right to terminate this Agreement because of that casualty Agreement, this transaction shall close without increase or decrease in the Purchase Price. Seller shall proceed to effect such repairs as are reasonably possible prior to Closing unless otherwise agreed to in writing by Purchaser, and Purchaser will shall be given a entitled at Closing to an assignment of all insurance proceeds which are not used to pay the costs of such repairs or to pay Seller's reasonable out-of-pocket expenses in connection therewith. Seller shall also credit against the purchase price in Purchase Price the amount of the estimated cost any deductible or self-insurance applicable to repair the damage, whereupon such casualty (unless Seller will be entitled has completed and paid for such repairs prior to retain the right to all insurance proceeds that would otherwise be paid to Purchaser on the Closing DateClosing). All repair cost estimates referred to in No termination of this section will be made by reference to a fixed-price construction contract, which Seller must obtain as promptly as is reasonably possible after the date of the casualty. If the contract price cannot be ascertained as of the Closing Date, Purchaser may waive its election to take a purchase price credit or must deposit with the Escrow Agent on the Closing an amount of the purchase price reasonably agreed to by the parties as a reasonable estimate of the credit, whereupon the actual estimate of the repairs will be ascertained by the means described above as soon as practicable. When the actual estimate is so determined, Purchaser will be given a credit against the purchase price in that amount, and the estimated amount deposited with the Escrow Agent will be paid to Purchaser to the extent of the actual estimate and Agreement under this Section shall affect any remainder paid to Seller. If the actual estimated repair costs exceed the escrowed amount, Seller will pay the difference to PurchaserPost Termination Obligations.