Common use of Material Damage or Condemnation Clause in Contracts

Material Damage or Condemnation. If, after the Effective Date and prior to the Closing Date, the Property shall be destroyed or damaged, or if the Property shall become the subject of any proceedings, judicial, administrative, or otherwise, for eminent domain or condemnation, Seller shall promptly notify Buyer thereof. If (a) the value of the Property destroyed or damaged or subject to taking (and/or the impact on the remainder of the Property) is greater than two percent (2%) of the Purchase Price, or (b) there is any actual or threatened condemnation or eminent domain action of any direct or indirect access to or parking spaces at the Property or would cause the Property to become non-conforming (or legal non-conforming) for zoning purposes, then Buyer shall have the right to terminate this Agreement by written notice to Seller and upon such termination, neither Seller or Buyer shall thereafter have any obligation to each other, other than those that by their terms survive the termination of this Agreement. In the alternative, Buyer may elect to complete the transaction on the terms set forth in this Agreement and, in such event, Buyer shall receive a full assignment of all insurance proceeds paid or payable by reason of such damage or destruction or condemnation awards, as applicable, given as consideration for the taking (other than proceeds, not to exceed $20,000 without the prior written consent of Buyer, reasonably expended prior to Closing in restoration and repair of the Property by Seller, in Seller’s sole and but good faith discretion) plus a credit against the Purchase Price in the amount of the deductible. The phrase “taking by eminent domain” includes any notices of taking or commencement of proceedings under eminent domain power, but excludes any claim for inverse condemnation.

Material Damage or Condemnation. If, after the Effective Date and prior to the Closing Date, the Property shall be destroyed or damaged, or if Seller has knowledge that the Property shall has become the subject of any proceedings, judicial, administrative, or otherwise, for eminent domain or condemnation, Seller shall promptly notify Buyer Purchaser thereof. If (a) the damage to the Property is not fully insured and the value of the Property destroyed or damaged is greater than Two Hundred Thousand Dollars ($200,000), (b) the value of the Property destroyed or damaged or subject to taking (and/or the impact on the remainder of the Property) is greater than two percent One Million Dollars (2%$1,000,000.00) of the Purchase Priceas reasonably determined by Seller, or (bc) there is any an actual or threatened condemnation or eminent domain action that would permit a tenant to terminate its lease as of the Closing Date, or (d) any direct such damage or indirect access to condemnation would cause a zoning violation (whether or not grandfathered or waived) or provide insufficient parking spaces at such that the Property cannot be operated in the same manner as of the Effective Date (each of which matters in subsections (a), (b), (c) and (d) shall be referred to herein as a “Material Damage or would cause the Property to become non-conforming (or legal non-conforming) for zoning purposesCondemnation Event”), then Buyer Purchaser shall have the right to terminate this Agreement by written notice to Seller no later than five (5) Business Days after the giving of Seller’s notice, and upon such termination, the Xxxxxxx Money shall be returned to Purchaser and neither Seller or Buyer Purchaser shall thereafter have any obligation to each other, other than those that by their terms expressly survive the termination of this Agreement. If the Closing Date has been scheduled in accordance with Section 7.1, then the Closing Date shall be extended, if necessary, to provide Purchaser sufficient time to make such election, and no increase in the Purchase Price shall be applicable to any such extension. In the alternative, Buyer Purchaser may elect to complete the transaction on the terms set forth in this Agreement and, in such event, Buyer Purchaser shall receive a credit at Closing in the amount of the deductible for the applicable insurance coverage (unless Purchaser has a right of reimbursement from any tenant pursuant to the Leases) and a full assignment of all insurance proceeds paid or payable by reason of such damage or destruction or condemnation awards, as applicable, given as consideration for the taking (other than proceedstaking, not less any costs, expenses and fees, including reasonable attorney’s fees, expenses and disbursements, incurred by Seller in connection with the negotiation and/or settlement of any casualty claim or condemnation award, and any portion of such claim or award that is allocable to exceed $20,000 without loss of use of the prior written consent of Buyer, reasonably expended Property prior to Closing and reasonable and actual costs incurred by Seller in restoration and repair of stabilizing the Property by Seller, in Seller’s sole and but good faith discretion) plus following a credit against the Purchase Price in the amount of the deductiblecasualty. The phrase “taking by eminent domain” includes any notices of taking or commencement of proceedings under eminent domain power, but excludes any claim for inverse condemnation. If Purchaser elects to proceed with its purchase of the Property, Seller shall not compromise, settle or adjust any claims to such proceeds or award without Purchaser’s prior written consent. Notwithstanding the foregoing, damage to the Property which is not fully insured shall not be deemed to be a Material Damage or Condemnation Event under subsection (a), above, if Purchaser receives a credit at Closing in the amount of the cost of restoration and repair of such uninsured damage or destruction as jointly estimated by Purchaser and Seller in their reasonable discretion.

Material Damage or Condemnation. If, after the Effective Date and prior to the Closing Date, the Property shall be destroyed or damaged, or if the Property shall become the subject of any proceedings, judicial, administrative, or otherwise, for eminent domain or condemnation, Seller shall promptly notify Buyer thereof. If (a) the value of the Property destroyed or damaged or subject to taking (and/or the impact on the remainder of the Property) is greater than two percent Five Hundred Thousand Dollars (2%) of the Purchase Price$500,000.00), or (b) there is any actual or threatened condemnation or eminent domain action of any direct or indirect access to or parking spaces at the Property or would cause parking areas located on the Property to become non-conforming (or legal non-conforming) for zoning purposesLand, then Buyer shall have the right to terminate this Agreement by written notice to Seller and upon such termination, neither Seller or Buyer shall thereafter have any obligation to each other, other than those that by their terms survive the termination of this Agreement. In the alternative, Buyer may elect to complete the transaction on the terms set forth in this Agreement and, in such event, Buyer shall receive a full assignment of all insurance proceeds paid or payable by reason of such damage or destruction or condemnation awards, as applicable, given as consideration for the taking (other than proceeds, not to exceed $20,000 without the prior written consent of Buyer, reasonably proceeds expended prior to Closing in restoration and repair of the Property by Seller, in Seller’s sole and but good faith absolute discretion) plus and Buyer shall receive a credit against the Purchase Price in equal to the amount of the deductibledeductible for the applicable insurance coverage. The phrase “taking by eminent domain” includes any notices of taking or commencement of proceedings under eminent domain power, but excludes any claim for inverse condemnation.