Common use of Minor Loss Clause in Contracts

Minor Loss. Buyer shall be bound to purchase the Property for the full Purchase Price as required by the terms hereof, without regard to the occurrence or effect of any damage to the Property or destruction of any improvements thereon or condemnation of any portion of the Property, provided that: (a) the cost to repair any such damage or destruction, or the diminution in the value of the remaining Property as a result of a partial condemnation, does not exceed Seven Hundred Fifty Thousand Dollars ($750,000), (b) no Major Tenant has a right to terminate its Lease by reason of such event unless such Major Tenant agrees in writing to waive such right with respect to such event, and (c) upon the Closing, there shall be a credit against the Purchase Price due hereunder equal to the amount of any insurance proceeds or condemnation awards collected by Seller as a result of any such damage or destruction or condemnation (other than the proceeds of rent loss or business interruption insurance which are allocable to periods before Closing), plus the amount of any insurance deductible and any uninsured amount of loss, less any sums expended by Seller toward the restoration or repair of the Property or in collecting such insurance proceeds or condemnation awards. If the proceeds or awards have not been collected as of the Closing, then such proceeds 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 or to collect any such proceeds or awards. Notwithstanding the foregoing sentence, if, with respect to the insurance proceeds, Seller’s insurance carrier does not agree in writing, within thirty (30) days after the date of the event giving rise to insurance proceeds, that such event is covered by such insurance, and that such insurance proceeds will be paid by such insurer directly to Buyer, then the cost to repair (to a condition at least as good as prior to the casualty) the remaining damage caused by such casualty, as reasonably determined by Buyer, shall be credited against the Purchase Price at Closing.

Minor Loss. Buyer Purchaser shall be bound to purchase the Property Purchased Assets for the full Purchase Price as required by the terms hereof, hereof without regard to the occurrence or effect of any damage to the Property Properties or destruction of any improvements thereon or condemnation of any portion of the Propertya Property except as set forth below, provided that: that no Significant Portion of any Property is (a) the cost damaged or destroyed or (b) condemned in whole or part. Seller will not be obligated to repair any or restore such damage or destructiondestruction or condemned Property, but Seller will either (i) if all insurance or the diminution in the value of the remaining Property as a result of a partial condemnationcondemnation proceeds have been received, does not exceed Seven Hundred Fifty Thousand Dollars ($750,000), (b) no Major Tenant has a right credit to terminate its Lease by reason of such event unless such Major Tenant agrees in writing to waive such right with respect to such event, and (c) upon the Closing, there shall be a credit against the Purchase Price due hereunder Purchaser at Closing an amount equal to the amount of any casualty insurance proceeds or and condemnation awards proceeds collected by Seller as a result of any such damage or destruction or condemnation condemnation, of any deductible payable under Seller's insurance policies (other than the proceeds of rent loss or business interruption insurance which are allocable not to periods before Closing), plus exceed the amount of any insurance deductible loss not covered by insurance) and any uninsured the amount of loss, insurance proceeds that would have been collected by Seller but for the application of any "aggregate limits" under the insurance policies less any sums expended by Seller toward the restoration or repair of the Property Properties or in collecting such insurance or condemnation proceeds, or (ii) credit to Purchaser at Closing an amount equal to the amount of casualty insurance proceeds and condemnation proceeds collected by Seller plus the amount of any deductible payable under Seller's insurance policies (not to exceed the amount of loss not covered by insurance) and the amount of insurance proceeds that would have been collected by Seller but for the application of any "aggregate limits" under the insurance policies less any sums expended by Seller toward restoration or repair of the Properties or in collecting insurance or condemnation awards. If the proceeds and give Purchaser an assignment of Seller's right to receive insurance or awards have not been collected as condemnation proceeds if any portion of the Closinginsurance or condemnation proceeds are not collected before the Closing less, then such proceeds or awards shall be assigned to Buyer, except to the extent needed not previously deducted from the proceeds credited to reimburse Seller for Purchaser at Closing, any sums expended prior to before the Closing to repair or restore the Property Properties or to collect insurance or condemnation proceeds. The proceeds of any such proceeds or awards. rent insurance paid in respect of any casualty will be apportioned between Seller and Purchaser as if the same were Rentals, as and when received. (a) Notwithstanding the foregoing sentence, if, with respect anything herein to the insurance proceedscontrary, Seller’s insurance carrier does not agree in writing, within thirty (30) days after the date of the event giving rise to insurance proceeds, that such event is covered by such insurance, and that such insurance proceeds will be paid by such insurer directly to Buyer, then the cost to repair (to a condition at least as good as prior to the casualty) the remaining damage caused by such casualtyextent there is an uninsured loss, as reasonably determined by Buyer, Purchaser shall be credited receive a credit against the Purchase Price at Closingfor same unless Seller is not in breach of its obligations under Section 6.1(j) to keep the Properties insured and Seller elects by written notice within 5 Business Days (or Closing if Closing is in less than 5 Business Days) of notice from Purchaser that there is an uninsured loss to drop the Property, in which case such Property shall be dropped and there will be no such credit. Notwithstanding anything herein to the contrary, if Seller elects to drop a Property as aforesaid, Purchaser shall have the right to waive the credit for the uninsured loss with respect to such Property, nullify Seller's election to drop such Property, and close without an adjustment to the Purchase Price for such uninsured loss.

Minor Loss. Buyer shall be bound to purchase the Property and Cowboys Ownership Interests for the full Purchase Price as required by the terms hereof, without regard to the occurrence or effect of any damage to the Property or the Cowboys Golf Club or destruction of any improvements thereon or condemnation of any portion of the PropertyProperty or the Cowboys Golf Club, provided that: (a) the cost to repair any such damage or destruction, or the diminution in the value of the remaining Property and the Cowboys Golf Club as a result of a partial condemnation, does not exceed Seven Hundred Fifty Thousand Dollars is equal to less than ten percent ($750,000), 10%) of the Purchase Price on an aggregate basis and on an individual basis for the Golf Clubs and the Cowboys Golf Club is equal to or less than twenty percent (b20%) no Major Tenant has a right of the portion of the Purchase Price allocated to terminate its Lease by reason of such event unless such Major Tenant agrees in writing to waive such right with respect to such eventthe affected Golf Club or the Cowboys Ownership Interest as shown on Schedule 11.2.1 attached hereto, and (cb) upon the Closing, there shall be a credit against the Purchase Price due hereunder equal to the amount of any insurance proceeds or condemnation awards collected by Seller as a result of any such damage or destruction or condemnation (other than to the proceeds of rent loss or business interruption insurance which are allocable to periods before Closing)Property, plus the amount of any insurance deductible and any uninsured amount of lossdeductible, less any sums expended by Seller toward the restoration or repair of the Property or in collecting such insurance proceeds or condemnation awards. If the proceeds or awards have not been collected as of the Closing, then such proceeds or awards shall be assigned to Buyer, except to the extent needed to reimburse Seller for sums expended paid to third parties prior to the Closing to repair or restore the Property or for sums reasonably paid to third parties to collect any such proceeds or awards. Notwithstanding anything herein to the foregoing sentencecontrary, if, the parties acknowledge and agree that there shall be no credit or assignment of insurance or condemnation proceed with respect to the insurance proceedsCowboys Golf Club, Seller’s insurance carrier does not agree in writing, within thirty (30) days after as the date handling of such proceeds is subject to the terms of the event giving rise to insurance proceeds, that such event is covered by such insurance, and that such insurance proceeds will be paid by such insurer directly to Buyer, then the cost to repair (to a condition at least as good as prior to the casualty) the remaining damage caused by such casualty, as reasonably determined by Buyer, shall be credited against the Purchase Price at ClosingCowboys LP Agreement.

Minor Loss. Buyer shall be bound to purchase the Property for the full Purchase Price as required by the terms hereof, without regard to the occurrence or effect of any damage to the Property or destruction of any improvements thereon or condemnation or potential condemnation of any portion of the Property, provided that: (a) the cost to repair any such damage or destruction, or destruction to the diminution in the value of the remaining Property as a result of a partial condemnationReal Property, does not exceed Seven Hundred Fifty Thousand Two Million and 00/100 Dollars ($750,0002,000,000.00) and such damage or destruction is fully covered (except to the extent of Seller’s deductible) by insurance maintained by Seller (or, absent such full coverage, Seller agrees to fund at Closing as a credit to the Purchase Price the amount not covered in excess of the deductible), (b) no Major Tenant has the loss due to a right condemnation does not (I) exceed Two Million and 00/100 Dollars ($2,000,000.00), (II) materially affect access to terminate its Lease by reason the Real Property or (III) otherwise materially impair Buyer’s intended use of such event unless such Major Tenant agrees in writing to waive such right with respect to such eventthe Real Property, and (c) upon the Closing, there shall be a credit against the Purchase Price due hereunder equal to (x) the amount of any insurance proceeds paid to Seller with respect to the damage to the Property less any portion of such proceeds used to pay for repair of the damage or destruction, and with the Seller crediting against the Purchase Price at Closing any deductible applicable to such damage, or (y) any condemnation awards actually collected by and paid to Seller as a result of any such damage or destruction or condemnation (other than the proceeds of rent loss or business interruption insurance which are allocable to periods before Closing), plus the amount of any insurance deductible and any uninsured amount of loss, less any sums expended by Seller toward the restoration or repair of the Property Real Property, or applicable portion thereof. If Buyer does not elect to terminate this Agreement, Seller shall not compromise, settle or adjust any award or insurance claim without Buyer’s prior written consent (which consent may be withheld in collecting such Buyer’s sole and absolute discretion). If the insurance proceeds or condemnation awards. If the proceeds or awards award, if applicable, have not been collected as of the Closing, then such Seller shall assign to Buyer at Closing all of Seller’s right to receive any insurance proceeds or awards shall be assigned to Buyer, except condemnation award with respect to the extent damage to or condemnation of the Real Property, or applicable portion thereof, and Buyer shall receive a credit against the Purchase Price in the amount of any deductible applicable to such damage, if any, less any sums needed to reimburse Seller for sums expended prior to the Closing to repair or restore the Property or to collect any such proceeds or awardsReal Property. Notwithstanding the foregoing sentenceFor purposes of this Section 6.1 and Section 6.2 below, if, with respect to the insurance proceeds, Seller’s insurance carrier does not agree in writing, within thirty (30) days after the date of the event giving rise to insurance proceeds, that such event is covered by such insurance, and that such insurance proceeds will be paid by such insurer directly to Buyer, then the cost to repair (to a condition at least as good as prior any damage or destruction to the casualty) the remaining damage caused by such casualty, as Real Property shall be reasonably determined by a general contractor selected by Seller and reasonably approved by Buyer, and any diminution in value arising from a condemnation of a portion of the Real Property shall be credited against determined by an appraiser selected by Seller and reasonably approved by Buyer (and the Purchase Price at Closingcost of such appraisal shall be borne equally by Seller and Buyer).

Minor Loss. Buyer shall be bound to purchase consummate the Property for the full Purchase Price Transactions as required by the terms hereof, without regard to the occurrence or effect of any such material damage to the Property or destruction of any improvements thereon or condemnation of any portion of the such Subject Property; provided, provided that: (ai) the cost to repair any such damage or destruction, destruction to the Subject Property is less than or the diminution equal to $7,500,000 (a “Minor Loss”) in the value estimate of the remaining Property as a result of a partial condemnation, does not exceed Seven Hundred Fifty Thousand Dollars ($750,000), (b) no Major Tenant has a right an architect or contractor selected by Seller and reasonably acceptable to terminate its Lease by reason of such event unless such Major Tenant agrees in writing to waive such right with respect to such event, Buyer; and (cii) upon Buyer shall have the Closing, there shall be option (A) for a credit against the Purchase Price due hereunder equal to the amount period of any insurance proceeds or condemnation awards collected by Seller as a result of any such damage or destruction or condemnation (other than the proceeds of rent loss or business interruption insurance which are allocable to periods before Closing), plus the amount of any insurance deductible and any uninsured amount of loss, less any sums expended by Seller toward the restoration or repair of the Property or in collecting such insurance proceeds or condemnation awards. If the proceeds or awards have not been collected as of the Closing, then such proceeds 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 or to collect any such proceeds or awards. Notwithstanding the foregoing sentence, if, with respect to the insurance proceeds, Seller’s insurance carrier does not agree in writing, within thirty (30) days after the date receipt of Seller’s notice of the event giving rise occurrence of a Minor Loss, upon written notice to insurance proceedsSeller, to delay the Closing until such time as Seller has repaired the damage to such Subject Property to the condition that existed immediately prior to such event is covered by damage or destruction, reasonable wear and tear excepted, or (B) to close the Transactions on the terms and subject to the condition of this Agreement notwithstanding the failure to complete such insurancerepair of such Subject Property, and that such whereupon Seller shall pay to Buyer at the Closing (in the form of a reduction to the Closing Payment in accordance with Section 3.1(a)), from any insurance proceeds will or otherwise should adequate insurance proceeds not then be paid by such insurer directly to Buyeravailable, then the remaining cost to repair (the damage to a the condition at least as good as that existed immediately prior to such damage or destruction, reasonable wear and tear excepted. Seller’s notice of the casualty) the remaining damage caused by such casualty, as reasonably determined by Buyer, occurrence of a Minor Loss shall be credited against deemed to amend and supplement the Purchase Price at Closingappropriate Seller Schedules and cure any misrepresentation or breach of warranty or covenant that otherwise might have existed hereunder by reason of such Minor Loss for purposes of the conditions to the Closing set forth in Article VII and remedies under Article IX, subject to Seller’s obligation to pay to Buyer the amounts under this Section 6.14(a).

Minor Loss. Buyer shall be bound to purchase the Property for the full Purchase Price as required by the terms hereof, without regard to the occurrence or effect of any damage to the Property or destruction of any improvements thereon or condemnation Improvements of any portion of the Property, provided that: (a) the cost to repair any such damage or destruction, or the diminution in the value of the remaining Property as a result of a partial condemnation, destruction does not exceed Seven Hundred Fifty Thousand Dollars ten percent ($750,000), 10%) of the Purchase Price; and (b) no Major Tenant has a right to terminate its Lease by reason of such event unless such Major Tenant agrees in writing to waive such right with respect to such event, and (c) upon the Closing, there shall be a credit against the Purchase Price due hereunder equal to the amount of any insurance proceeds or condemnation awards collected by Seller as a result of any such damage or destruction or condemnation (other than the proceeds of rent loss or business interruption insurance which are allocable to periods before Closing)destruction, plus the amount of any insurance deductible and the amount of any uninsured amount of loss, less any sums expended by Seller toward the restoration or repair of the Property as a result of such casualty; provided, however, that with respect to the deductible under any policy of earthquake insurance or any uninsured loss, Seller shall have no obligation to give Buyer a credit in collecting such insurance proceeds or condemnation awardsexcess of Fifty Thousand Dollars ($50,000.00) in each instance. If the proceeds or awards have not been collected as of the Closing, then such proceeds or awards shall be assigned to BuyerBuyer at Closing, except and Buyer shall receive a credit from Seller at Closing equal to the extent needed amount of the deductible under any policy of insurance pursuant to reimburse which such assigned proceeds will be paid; provided that if Seller for shall have expended any sums expended prior to before the Closing to repair or restore the Property Property, the amount expended by Seller shall first be deducted from any credit due Buyer for the deductible under any insurance policy, and if the amount expended by Seller exceeds the total amount of such deductible(s), Seller shall reserve from the assignment of insurance proceeds to Buyer, the amount of such excess. If damage due to an earthquake occurs or in the event of any uninsured loss and the cost to collect any such proceeds repair the damage or awards. Notwithstanding the foregoing sentenceloss, ifas applicable, with respect to the insurance proceedsexceeds Fifty Thousand Dollars ($50,000.00) in each instance, Seller’s insurance carrier does not agree in writing, then unless Seller notifies Buyer within thirty twenty (3020) days after the date of occurrence thereof that it will waive the event giving rise to insurance proceeds, that such event is covered by such insurance, and that such insurance proceeds will be paid by such insurer directly Fifty Thousand Dollar ($50,000.00) limitation on the credit to Buyer, then the cost to repair (to a condition at least as good as prior to the casualty) the remaining such loss or damage caused by such casualty, as reasonably determined by Buyer, shall be credited against the Purchase Price at Closinggoverned by Section 9.2.

Minor Loss. Buyer shall be bound to purchase the Property for the full Purchase Price as required by the terms hereof, without regard to the occurrence or effect of any damage to the Property or destruction of any improvements thereon or condemnation of any portion of the Property, provided that: (a) the cost to repair any such damage or destructiondestruction does not exceed One Million Dollars ($1,000,000) in the estimate of an architect or contractor selected by Seller and reasonably acceptable to Buyer or in the case of a condemnation, or the diminution in the value of the remaining Property as a result of a partial condemnation, does condemnation is not exceed Seven Hundred Fifty Thousand Dollars material ($750,000as hereinafter defined), (b) no Major Tenant has a right the tenant under the Equinix Lease shall be obligated to terminate its pay rent under the Equinix Lease by reason of such event unless such Major Tenant agrees in writing to waive such right with respect commencing on the Closing Date without any abatement or reduction due to such eventcasualty or condemnation, and (c) upon the Closing, there shall be a credit against the Purchase Price due hereunder equal to the amount of any insurance proceeds or condemnation awards collected by Seller as a result of any such damage or destruction or condemnation (other than the proceeds of rent loss or business interruption insurance which are allocable to periods before Closing)condemnation, plus the amount of any insurance deductible and any uninsured amount of lossdeductible, less any sums expended by Seller toward the collection of such proceeds or awards and the restoration or repair of the Property (the nature of which restoration or in collecting repairs, but not the right of Seller to effect such insurance proceeds restoration or condemnation awardsrepairs, shall be subject to the approval of Buyer, which approval shall not be unreasonably withheld, conditioned or delayed). If the proceeds or awards have not been collected as of the Closing, then such proceeds or awards shall be assigned to Buyer, except to the extent needed to reimburse Seller for sums expended prior to the Closing collect such proceeds or awards or to repair or restore the Property or Property, and Seller shall retain the rights to collect any such proceeds or awards. Notwithstanding the foregoing sentence, if, with respect and awards to the insurance proceeds, Seller’s insurance carrier does not agree in writing, within thirty (30) days after the date of the event giving rise to insurance proceeds, that such event is covered by such insurance, and that such insurance proceeds will be paid by such insurer directly to Buyer, then the cost to repair (to a condition at least as good as prior to the casualty) the remaining damage caused by such casualty, as reasonably determined by Buyer, shall be credited against the Purchase Price at Closingextent.

Minor Loss. Buyer Purchaser shall be bound to purchase the Property Purchased Assets for the full Purchase Price as required by the terms hereof, hereof without regard to the occurrence or effect of any damage to the Property Properties or destruction of any improvements thereon or condemnation of any portion of the Propertya Property except as set forth below, provided that: that a Significant Portion of no more than an aggregate of 5 Fee Properties and Partnership Properties are (a) the cost damaged or destroyed or (b) condemned in whole or part. Seller will not be obligated to repair any or restore such damage or destructiondestruction or condemned Property, but Seller will either (i) if all insurance or the diminution in the value of the remaining Property as a result of a partial condemnationcondemnation proceeds have been received, does not exceed Seven Hundred Fifty Thousand Dollars ($750,000), (b) no Major Tenant has a right credit to terminate its Lease by reason of such event unless such Major Tenant agrees in writing to waive such right with respect to such event, and (c) upon the Closing, there shall be a credit against the Purchase Price due hereunder Purchaser at Closing an amount equal to the amount of any casualty insurance proceeds or and condemnation awards proceeds collected by Seller as a result of any such damage or destruction or condemnation (other than the proceeds of rent loss or business interruption insurance which are allocable to periods before Closing), plus the amount of any deductible payable under Seller's insurance deductible and any uninsured policies (not to exceed the amount of loss, loss not covered by insurance) and the amount of insurance proceeds that would have been collected by Seller but for the application of any "aggregate limits" under the insurance policies less any sums expended by Seller toward the restoration or repair of the Property Properties or in collecting such insurance or condemnation proceeds, or (ii) credit to Purchaser at Closing an amount equal to the amount of casualty insurance proceeds and condemnation proceeds collected by Seller plus the amount of any deductible payable under Seller's insurance policies (not to exceed the amount of loss not covered by insurance) and the amount of insurance proceeds that would have been collected by Seller but for the application of any "aggregate limits" under the insurance policies less any sums expended by Seller toward restoration or repair of the Properties or in collecting insurance or condemnation awards. If the proceeds and give Purchaser an assignment of Seller's right to receive insurance or awards have not been collected as condemnation proceeds if any portion of the Closinginsurance or condemnation proceeds are not collected before the Closing less, then such proceeds or awards shall be assigned to Buyer, except to the extent needed not previously deducted from the proceeds credited to reimburse Seller for Purchaser at Closing, any sums expended prior to before the Closing to repair or restore the Property Properties or to collect insurance or condemnation proceeds. The proceeds of any such proceeds or awards. Notwithstanding the foregoing sentence, if, with rent insurance paid in respect to the insurance proceeds, Seller’s insurance carrier does not agree in writing, within thirty (30) days after the date of the event giving rise to insurance proceeds, that such event is covered by such insurance, and that such insurance proceeds any casualty will be paid by such insurer directly to Buyer, then apportioned between Seller and Purchaser as if the cost to repair (to a condition at least as good as prior to the casualty) the remaining damage caused by such casualtysame were Rentals, as reasonably determined by Buyer, shall be credited against the Purchase Price at Closingand when received.

Minor Loss. Buyer shall be bound to purchase the Property for the full Purchase Price as required by the terms hereof, without regard to the occurrence or effect of any damage to the Property or destruction of any improvements thereon or condemnation of any portion of the Property, provided that: (a) the cost to repair any such damage or destructiondestruction does not exceed five percent (5.0%) of the Purchase Price (determined on a Property by Property basis using the allocations of the Purchase Price set forth herein) in the estimate of an architect or contractor selected by Seller and Buyer or in the case of a condemnation, or the diminution in the value of the remaining Property as a result of a partial condemnation, does condemnation is not exceed Seven Hundred Fifty Thousand Dollars material ($750,000), as hereinafter defined) and (b) no Major Tenant has a right to terminate its Lease by reason of such event unless such Major Tenant agrees in writing to waive such right with respect to such event, and (c) upon the Closing, there shall be a credit against the Purchase Price due hereunder equal to the amount of any the insurance proceeds plus applicable deductible, in the case of damage by fire or condemnation awards collected by Seller as a result of any such damage or destruction or condemnation (other than the proceeds of rent loss or business interruption insurance which are allocable to periods before Closing)casualty, plus and the amount of any insurance deductible and any uninsured amount the condemnation award, in the case of losscondemnation, less any sums reasonably expended by Seller toward the collection of such proceeds or awards and the restoration or repair of the Property (the nature of which restoration or in collecting repairs, but not the right of Seller to effect such insurance proceeds restoration or condemnation awardsrepairs, shall be subject to the approval of Buyer, which approval shall not be unreasonably withheld, conditioned or delayed). If In the case of condemnation, if the proceeds or awards have not been collected as of the Closing, then such proceeds or awards shall be assigned to Buyer, except to . Seller represents and warrants that the extent needed to reimburse Seller for sums expended prior to the Closing to repair or restore Improvements on the Property are insured against loss or to collect any such proceeds or awards. Notwithstanding damage by comprehensive non-depreciable all risk insurance for the foregoing sentence, if, with respect to the insurance proceeds, Seller’s insurance carrier does not agree in writing, within thirty (30) days after the date full replacement cost of the event giving rise to insurance proceeds, that such event is covered by such insuranceImprovements (exclusive of costs of footings and foundations) and including rent loss coverage for at least 12 months, and that such insurance proceeds will be paid by such insurer directly to Buyer, then maintained in effect through the cost to repair (to a condition at least as good as prior to the casualty) the remaining damage caused by such casualty, as reasonably determined by Buyer, shall be credited against the Purchase Price at Closing.

Minor Loss. Buyer shall be bound to purchase the Property for the full Purchase Price as required by the terms hereof, without regard to the occurrence or effect of any damage to the Property or destruction of any improvements thereon Improvements or condemnation of any portion of the Property, provided that: (a) the cost to repair any such damage or destructiondestruction does not exceed five percent (5%) of the Purchase Price or, or the diminution in the value of the remaining Property as a result case of a partial condemnation, the value of the portion taken does not exceed Seven Hundred Fifty Thousand Dollars five percent ($750,000)5%) of the Purchase Price of the Property, (b) no Lease with a Major Tenant has would be terminated as a right to terminate its Lease by reason result of such event unless such Major Tenant agrees damage or condemnation, (c) in writing the case of damage to waive such right the Property or destruction of the Improvements, applicable laws would permit the Improvements to be rebuilt with respect substantially the same square footage as exists prior to such eventdamage or destruction, and (cd) upon the Closing, there shall be a credit against the Purchase Price due hereunder equal to the amount of any insurance proceeds or condemnation awards collected by Seller as a result of any such damage or destruction or condemnation (other than the proceeds of rent loss or business interruption insurance which are allocable to periods before Closing)condemnation, plus the amount of any insurance deductible and any uninsured amount of lossdeductible, less any sums expended by Seller toward the restoration or repair of the Property as a result of such casualty or condemnation; provided, however, with respect to the deductible under any policy of earthquake insurance, Seller shall have no obligation to give Buyer a credit in collecting such insurance proceeds or condemnation awardsexcess of Two Hundred Fifty Thousand Dollars ($250,000.00). If the proceeds or awards have not been collected as of the Closing, then such proceeds or awards shall be assigned to BuyerBuyer at Closing, except and Buyer shall receive a credit from Seller at Closing equal to the extent needed amount of the deductible under any policy of insurance pursuant to reimburse which such assigned proceeds will be paid; provided that if Seller for shall have expended any sums expended prior to before the Closing to repair or restore the Property or Property, the amount expended by Seller shall first be deducted from any credit due Buyer for the deductible under any insurance policy, and if the amount expended by Seller exceeds the total amount of such deductible(s), Seller shall reserve from the assignment of insurance proceeds to collect any Buyer, the amount of such proceeds or awardsexcess. Notwithstanding If damage due to an earthquake occurs and the foregoing sentencecost to repair the damage exceeds Two Hundred Fifty Thousand Dollars ($250,000.00), if, with respect to the insurance proceeds, Seller’s insurance carrier does not agree in writing, then unless Seller notifies Buyer within thirty twenty (3020) days after the date of occurrence thereof that it will waive the event giving rise to insurance proceeds, that such event is covered by such insurance, and that such insurance proceeds will be paid by such insurer directly Two Hundred Fifty Thousand Dollar ($250,000.00) limitation on the credit to Buyer, then the cost to repair (to a condition at least as good as prior to the casualty) the remaining such loss or damage caused by such casualty, as reasonably determined by Buyer, shall be credited against the Purchase Price at Closinggoverned by Section 9.2.

Minor Loss. Buyer shall be bound to purchase the Property for the full Purchase Price as required by the terms hereof, without regard to the occurrence or effect of any damage to the Property or destruction of any improvements Improvements thereon or condemnation of any portion of the Property, provided that: (a) the cost to repair any such damage or destructiondestruction does not exceed three percent (3%) of the Purchase Price in the estimate of an architect or contractor selected by Seller and reasonably acceptable to Buyer or in the case of a condemnation, or the diminution in the value of the remaining Property as a result of a partial condemnation, does condemnation is not exceed Seven Hundred Fifty Thousand Dollars material ($750,000as hereinafter defined), (b) no Major Tenant has point of public access to the Property would be lost as a right to terminate its Lease by reason result of such event unless such Major Tenant agrees in writing damage or condemnation, (c) no building would be incapable of being rebuilt to waive such right with respect its existing condition prior to such eventdamage or condemnation, and (cd) upon the Closing, there shall be a credit against the Purchase Price due hereunder equal to the amount of any insurance proceeds or condemnation awards collected by Seller as a result of any such damage or destruction or condemnation (other than the proceeds of rent loss or business interruption insurance which are allocable to periods before Closing)condemnation, plus the amount of any insurance deductible and any uninsured amount of lossdeductible, less any sums expended by Seller toward the collection of such proceeds or awards and the restoration or repair of the Property (the nature of which restoration or in collecting repairs, but not the right of Seller to effect such insurance proceeds restoration or condemnation awardsrepairs, shall be subject to the approval of Buyer, which approval shall not be unreasonably withheld, conditioned or delayed). If the proceeds or awards have not been collected as of the Closing, then such proceeds or awards shall be assigned to Buyer, except to the extent needed to reimburse Seller for sums expended prior to the Closing collect such proceeds or awards or to repair or restore the Property or Property, and Seller shall retain the rights to collect any such proceeds or awards. Notwithstanding the foregoing sentence, if, with respect and awards to the insurance proceeds, Seller’s insurance carrier does not agree in writing, within thirty (30) days after the date of the event giving rise to insurance proceeds, that such event is covered by such insurance, and that such insurance proceeds will be paid by such insurer directly to Buyer, then the cost to repair (to a condition at least as good as prior to the casualty) the remaining damage caused by such casualty, as reasonably determined by Buyer, shall be credited against the Purchase Price at Closingextent.

Minor Loss. Buyer shall be bound to purchase the Property for the full Purchase Price as required by the terms hereof, without regard to the occurrence or effect of any damage to the Property or destruction of any improvements thereon or condemnation of any portion of the Property, provided that: (a) the cost to repair any such damage or destructiondestruction does not exceed an amount equal to three percent (3%) of the Purchase Price in the estimate of an architect or contractor selected by Seller and reasonably acceptable to Buyer or in the case of a condemnation, or the diminution in the value of the remaining Property as a result of a partial condemnation, does condemnation is not exceed Seven Hundred Fifty Thousand Dollars material ($750,000), as hereinafter defined) and (b) no Major Tenant has a right to terminate its Lease by reason of such event unless such Major Tenant agrees in writing to waive such right with respect to such event, and (c) upon the Closing, there shall be a credit against the Purchase Price due hereunder equal to the amount of any insurance proceeds or condemnation awards collected by Seller as a result of any such damage or destruction or condemnation (other than the proceeds of rent loss or business interruption insurance which are allocable to periods before Closing)condemnation, plus the amount of any insurance deductible and any uninsured amount of loss(but only to the extent incurred by Seller), less any sums expended by Seller toward the collection of such proceeds or awards and the restoration or repair of the Property (the nature of which restoration or in collecting repairs, but not the right of Seller to effect such insurance proceeds restoration or condemnation awardsrepairs, shall be subject to the approval of Buyer, which approval shall not be unreasonably withheld, conditioned or delayed). If the proceeds or awards have not been collected as of the Closing, then such proceeds or awards shall be assigned to Buyer, except to the extent needed to reimburse Seller for sums expended prior to the Closing collect such proceeds or awards or to repair or restore the Property or Property, Seller shall retain the rights to collect any such proceeds or awards. Notwithstanding the foregoing sentence, if, with respect and awards to the insurance proceeds, Seller’s insurance carrier does not agree in writing, within thirty (30) days after the date of the event giving rise to insurance proceeds, that such event is covered by such insuranceextent, and that such insurance proceeds will be paid by such insurer directly to Buyer, then the cost to repair (to Buyer shall receive a condition at least as good as prior to the casualty) the remaining damage caused by such casualty, as reasonably determined by Buyer, shall be credited credit against the Purchase Price at Closingfor the amount of any insurance deductible.

Minor Loss. Buyer shall be bound to purchase the Property for the full Purchase Price as required by the terms hereof, without regard to the occurrence or effect of any damage to the Property or the Ground Lease Land or destruction of any improvements thereon or condemnation of any portion of the PropertyProperty or the Ground Lease Land, provided that: (a) the cost to repair any such damage to the Property and/or the Ground Lease Land is not Material (as hereinafter defined) or destructionin the case of a condemnation, or the diminution in the value of the remaining Property as a result of a partial condemnation, does condemnation is not exceed Seven Hundred Fifty Thousand Dollars Material ($750,000), as hereinafter defined) and (b) no Major Tenant has a right to terminate its Lease by reason of such event unless such Major Tenant agrees in writing to waive such right with respect to such event, and (c) upon the Closing, there shall be a credit against the Purchase Price due hereunder equal to the amount of any insurance proceeds or condemnation awards collected by Seller as a result of any such damage or destruction or condemnation (other than the proceeds of rent loss or business interruption insurance which are allocable to periods before Closing)condemnation, plus the amount of any insurance deductible and any uninsured amount of lossdeductible, less any sums reasonably expended by Seller toward the collection of such proceeds or awards and the restoration or repair of the Property and/or the Ground Lease Land (the nature of which restoration or in collecting repairs, but not the right of Seller to effect such insurance proceeds restoration or condemnation awardsrepairs, shall be subject to the approval of Buyer, which approval shall not be unreasonably withheld, conditioned or delayed). If the proceeds or awards have not been collected as of the Closing, then such proceeds or awards shall be assigned to Buyer, except to the extent needed to reimburse Seller for sums expended prior to the Closing collect such proceeds or awards or to repair or restore the Property or and/or the Ground Lease Land, and Seller shall retain the rights to collect such proceeds and awards to such extent. For purposes hereof, damage shall be deemed “Material” if: (i) any such proceeds or awards. Notwithstanding the foregoing sentence, if, with respect damage is uninsured (to the insurance proceeds, Seller’s insurance carrier extent that Seller does not agree give Buyer at Closing a credit against the Purchase Price in writingthe amount of any such uninsured loss, within thirty provided that notwithstanding anything to the contrary contained herein, including, without limitation, the provisions of Section 5.1 and 5.2, Seller shall have no obligation to give Buyer any credit at Closing for any uninsured loss), (30ii) days after the date of the event giving rise to insurance proceeds, that such event is covered by such insurance, and that such insurance proceeds will be paid by such insurer directly to Buyer, then the cost to repair (any such damage or destruction to a their condition at least as good as prior to such damage or destruction exceeds Two Million Five Hundred Thousand Dollars ($2,500,000.00) in the casualtyestimate of an architect or contractor selected by Seller and reasonably acceptable to Buyer, (iii) the remaining damage caused causes access to or parking on the Property and/or the Ground Lease Land to be materially adversely affected on a permanent basis, (iv) the damage results in the Property and/or the Ground Lease Land materially violating any laws or materially failing to comply with zoning or any covenants, conditions or restrictions affecting the Property and/or the Ground Lease Land, or (v) the damage entitles the Tenant to terminate its Lease and such termination right is not waived prior to Closing or to xxxxx rent for a period beyond Closing and such abatement is not covered by such casualty, as reasonably determined insurance that is either carried by Buyer or that will be assigned by Seller to Buyer and are assignable to Buyer, . A condemnation shall be credited against deemed “Material” if (1) any portion of any net rentable area of the Purchase Price at ClosingProperty or any material portion of the parking on the Property and/or the Ground Lease Land is taken or the value of the Property taken exceeds Two Million Five Hundred Thousand Dollars ($2,500,000.00), (2) the existing access to the Property and/or the Ground Lease Land is materially adversely affected on a permanent basis, (3) the condemnation results in the Property and/or the Ground Lease Land materially violating any laws or materially failing to comply with zoning or any covenants, conditions or restrictions affecting the Property and/or the Ground Lease Land, or (4) the condemnation entitles the Tenant to terminate its Lease and such termination right is not waived prior to Closing or to xxxxx rent for a period beyond Closing and such abatement is not covered by insurance that is either carried by Buyer or that will be assigned by Seller to Buyer and are assignable to Buyer.

Minor Loss. Buyer shall be bound to purchase the Property for the full Purchase Price as required by the terms hereof, without regard to the occurrence or effect of any damage to the Property or destruction of any improvements thereon or condemnation of any portion of the Property, provided that: (a) the cost to repair any such damage or destruction, or the diminution in the value of the remaining Property as a result of a partial condemnation, does not (i) exceed Seven Hundred Fifty Thousand Dollars two percent ($750,000)2%) of the Purchase Price, or (bii) no permit any Major Tenant has a right to terminate its Lease lease, or (iii) results in the Property parking ratio being reduced below the ratio required by reason law or by any lease or reciprocal easement agreement affecting the Property, or (iv) materially and adversely on a permanent basis affects any point of such event unless such Major Tenant agrees in writing ingress or egress to waive such right with respect to such eventthe Property, and (cb) upon the Closing, there shall be a credit against the Purchase Price due hereunder equal to the amount of any insurance proceeds or condemnation awards collected by Seller as a result of any such damage or destruction or condemnation (other than the proceeds of rent loss or business interruption insurance which are allocable to periods before Closing)condemnation, plus the amount of any insurance deductible and any uninsured amount of lossdeductible, less any sums expended by Seller toward the restoration or repair of the Property or in collecting such insurance proceeds or condemnation awards. If the proceeds or awards have not been collected as of the Closing, then such proceeds 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 or to collect any such proceeds or awards. Notwithstanding the foregoing sentence, if, with respect to the insurance proceeds, Seller’s insurance carrier does not agree in writing, within thirty (30) days after the date of the event giving rise to insurance proceeds, that such event is covered by such insurance, and that such insurance proceeds will be paid by such insurer directly to Buyer, then the cost to repair (to a condition at least as good as prior to the casualty) the remaining damage caused by such casualty, as reasonably determined by Buyer, shall be credited against the Purchase Price at Closing.

Minor Loss. Buyer shall be bound to purchase the Property for the full Purchase Price as required by the terms hereof, without regard to the occurrence or effect of any damage to the Property or destruction of any improvements thereon Improvements or condemnation of any portion of the Property, provided that: (a) the cost to repair any such damage or destructiondestruction does not exceed ten percent (10%) of the Purchase Price or, or the diminution in the value of the remaining Property as a result case of a partial condemnation, the value of the portion taken does not exceed Seven Hundred Fifty Thousand Dollars ten percent ($750,000), 10%) of the Purchase Price of the Property; (b) no Major Tenant has exercises a right to terminate its Lease by reason as a result of such event unless such Major Tenant agrees in writing to waive such right with respect to such event, damage or condemnation; and (c) upon the Closing, there shall be a credit against the Purchase Price due hereunder equal to the amount of any insurance proceeds or condemnation awards collected by Seller as a result of any such damage or destruction or condemnation (other than the proceeds of rent loss or business interruption insurance which are allocable to periods before Closing)condemnation, plus the amount of any insurance deductible and any uninsured amount of lossdeductible, less any sums expended by Seller toward the restoration or repair of the Property as a result of such casualty or condemnation; provided, however, with respect to the deductible under any policy of earthquake insurance, Seller shall have no obligation to give Buyer a credit in collecting such insurance proceeds or condemnation awardsexcess of One Hundred Thousand Dollars ($100,000.00). If the proceeds or awards have not been collected as of the Closing, then such proceeds or awards shall be assigned to BuyerBuyer at Closing, except and Buyer shall receive a credit from Seller at Closing equal to the extent needed amount of the deductible under any policy of insurance pursuant to reimburse which such assigned proceeds will be paid; provided that if Seller for shall have expended any sums expended prior to before the Closing to repair or restore the Property or Property, the amount expended by Seller shall first be deducted from any credit due Buyer for the deductible under any insurance policy, and if the amount expended by Seller exceeds the total amount of such deductible(s), Seller shall reserve from the assignment of insurance proceeds to collect any Buyer, the amount of such proceeds or awardsexcess. Notwithstanding If damage due to an earthquake occurs and the foregoing sentencecost to repair the damage exceeds One Hundred Thousand Dollars ($100,000.00), if, with respect to the insurance proceeds, Seller’s insurance carrier does not agree in writing, then unless Seller notifies Buyer within thirty twenty (3020) days after the date of occurrence thereof that it will waive the event giving rise to insurance proceeds, that such event is covered by such insurance, and that such insurance proceeds will be paid by such insurer directly One Hundred Thousand Dollar ($100,000.00) limitation on the credit to Buyer, then the cost to repair (to a condition at least as good as prior to the casualty) the remaining such loss or damage caused by such casualty, as reasonably determined by Buyer, shall be credited against the Purchase Price at Closinggoverned by Section 9.2 .

Minor Loss. Buyer shall be bound to purchase the Property for the full Purchase Price as required by the terms hereof, without regard to the occurrence or effect of any damage to the Property or destruction of any improvements thereon or condemnation of any portion of the Property, provided that: (a) the cost to repair any such damage or destructiondestruction does not exceed an amount equal to five percent (5%) of the Purchase Price in the estimate of an architect or contractor selected by Seller and reasonably acceptable to Buyer or in the case of a condemnation, or the diminution in the value of the remaining Property as a result of a partial condemnation, does condemnation is not exceed Seven Hundred Fifty Thousand Dollars material ($750,000as hereinafter defined), ; (b) no Major Tenant has point of access to the Property would be lost as a right to terminate its Lease by reason result of such event unless damage or condemnation; (c) no Lease or Leases representing more than five percent (5%) of the net operating income of the Property would be terminated as a result of such Major Tenant agrees in writing damage or condemnation; (d) no building would be incapable of being rebuilt to waive such right with respect its existing condition prior to such event, damage or condemnation; and (ce) upon the Closing, there shall be a credit against the Purchase Price due hereunder equal to the amount of any insurance proceeds or condemnation awards collected by Seller as a result of any such damage or destruction or condemnation (other than the proceeds of rent loss or business interruption insurance which are allocable to periods before Closing)condemnation, plus the amount of any insurance deductible and any uninsured amount of lossdeductible, less any sums expended by Seller toward the collection of such proceeds or awards and the restoration or repair of the Property (the nature of which restoration or in collecting repairs, but not the right of Seller to effect such insurance proceeds restoration or condemnation awardsrepairs, shall be subject to the approval of Buyer, which approval shall not be unreasonably withheld, conditioned or delayed). If the proceeds or awards have not been collected as of the Closing, then such proceeds or awards shall be assigned to Buyer, except to the extent needed to reimburse Seller for sums expended prior to the Closing collect such proceeds or awards or to repair or restore the Property or Property, and Seller shall retain the rights to collect any such proceeds or awards. Notwithstanding the foregoing sentence, if, with respect and awards to the insurance proceeds, Seller’s insurance carrier does not agree in writing, within thirty (30) days after the date of the event giving rise to insurance proceeds, that such event is covered by such insurance, and that such insurance proceeds will be paid by such insurer directly to Buyer, then the cost to repair (to a condition at least as good as prior to the casualty) the remaining damage caused by such casualty, as reasonably determined by Buyer, shall be credited against the Purchase Price at Closingextent.

Minor Loss. Except as set forth in Section 5.2 below, Buyer shall be bound to purchase the Property for the full Purchase Price as required by the terms hereof, without regard to the occurrence or effect of any damage to the Property or destruction of any improvements thereon or condemnation of any portion of the PropertyProperty (which includes any conveyance in lieu of condemnation), provided that: (a) the cost to repair any such damage or destructiondestruction does not exceed Two Million Dollars ($2,000,000.00) in the estimate of an architect or contractor selected by Seller and reasonably acceptable to Buyer and no tenant of the Property shall have a right to terminate its Lease pursuant to the terms thereof, or and in the case of a condemnation, the diminution in the value of the remaining Property as a result of a partial condemnation, does condemnation is not exceed Seven Hundred Fifty Thousand Dollars material ($750,000), as defined in Section 5.2 below) and (b) no Major Tenant has a right to terminate its Lease by reason of such event unless such Major Tenant agrees in writing to waive such right with respect to such event, and (c) upon the Closing, there shall be a credit against the Purchase Price due hereunder equal to the amount of any insurance proceeds or condemnation awards collected by Seller as a result of any such damage or destruction or condemnation (other than the proceeds of rent loss or business interruption insurance which are allocable to periods before Closing)condemnation, plus the amount of any insurance deductible and any uninsured amount of lossdeductible, less any reasonable, out-of-pocket sums expended by Seller toward the collection of such proceeds or awards and the restoration or repair of the Property (the nature of which restoration or in collecting repairs, but not the right of Seller to effect such restoration or repairs, shall be subject to the written approval of Buyer, which approval shall not be unreasonably withheld, conditioned or delayed). If the insurance proceeds or condemnation awards. If the proceeds or awards have not been collected as of the Closing, then such proceeds or awards shall be assigned to BuyerBuyer at the Closing, except to the extent needed to reimburse Seller for reasonable, out-of-pocket sums expended prior to the Closing collect such proceeds or awards or to repair or restore the Property or to collect any such proceeds or awards. Notwithstanding the foregoing sentence, if, with respect (to the insurance proceeds, Seller’s insurance carrier does not agree in writing, within thirty (30) days after the date of the event giving rise to insurance proceeds, that extent such event is covered by such insurance, and that such insurance proceeds will be paid by such insurer directly to Buyer, then the cost to repair (to a condition at least as good as prior to the casualty) the remaining damage caused by such casualty, as reasonably determined repairs and/or restoration have been approved by Buyer, as provided above), Seller shall be credited against credit the Purchase Price at Closingfor any insurance deductible, and Seller shall retain the rights to such proceeds and awards to the extent of any reimbursement to which Seller is entitled as provided above.

Minor Loss. Buyer shall be bound to purchase the Property for the full Purchase Price as required by the terms hereof, without regard to the occurrence or effect of any damage to the Property or destruction of any improvements thereon or condemnation of any portion of the Property, provided that: (a) the cost to repair any such damage or destructiondestruction does not exceed $2,500,000.00 in the estimate of an architect or contractor selected by Seller and reasonably acceptable to Buyer or in the case of a condemnation, or the diminution in the value of the remaining Property as a result of a partial condemnation, does condemnation is not exceed Seven Hundred Fifty Thousand Dollars material ($750,000), (bas hereinafter defined) and no Major Tenant has such damage or destruction or condemnation permits any tenant under a right Lease to terminate its Lease by reason or xxxxx rent (other than any temporary rental abatements for which Buyer receives a credit against the Purchase Price in the amount of such event unless such Major Tenant agrees in writing the abatement that the tenant is entitled to waive such right with respect take after the Closing or an assignment of rent loss insurance at Closing sufficient to such event, cover the period of abatement prior to restoration of the applicable improvements) on account thereof under the terms of the existing Leases; and (cb) upon the Closing, there shall be a credit against the Purchase Price due hereunder equal to the amount of any insurance proceeds or condemnation awards awards, as applicable, collected by Seller as a result of any such damage or destruction or condemnation (other than the proceeds of rent loss or business interruption insurance which are allocable to periods before Closing)condemnation, plus the amount of any insurance deductible and any or uninsured amount or underinsured component of such loss in excess of insurance proceeds actually payable to cover such loss, less any sums expended by Seller toward the restoration or repair of the Property (the nature of which restoration or in collecting repairs, but not the right of Seller to effect such insurance proceeds restoration or condemnation awardsrepairs, shall be subject to the approval of Buyer, which approval shall not be unreasonably withheld, conditioned or delayed). If the proceeds or awards have not been collected as of the Closing, then such proceeds 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 Property, and Seller shall retain the rights to such proceeds and awards to such extent and shall pay over to Buyer any proceeds or awards paid to collect Seller in excess of such extent. The terms of this provision shall survive Closing to the extent applicable to payment of any proceeds or awards after Closing. Seller will take such action as reasonably requested by Buyer to fully effect the provisions of this paragraph provided, however, that Seller shall not be required to incur material cost or liability in connection with any such proceeds action requested by Buyer unless Buyer agrees to be responsible for such cost or awards. Notwithstanding the foregoing sentence, if, with respect to the insurance proceeds, Seller’s insurance carrier does not agree in writing, within thirty (30) days after the date of the event giving rise to insurance proceeds, that such event is covered by such insurance, and that such insurance proceeds will be paid by such insurer directly to Buyer, then the cost to repair (to a condition at least as good as prior to the casualty) the remaining damage caused by such casualty, as reasonably determined by Buyer, shall be credited against the Purchase Price at Closingliability.

Minor Loss. Except as set forth in Section 5.2 below, Buyer shall be bound to purchase the Property for the full Purchase Price as required by the terms hereof, without regard to the occurrence or effect of any damage to the Property or destruction of any improvements thereon or condemnation of any portion of the PropertyProperty (which includes any conveyance in lieu of condemnation), provided that: (a) the cost to repair any such damage or destructiondestruction does not exceed One Million Dollars ($1,000,000.00) in the estimate of an architect or contractor selected by Seller and reasonably acceptable to Buyer and no tenant of the Property shall have a right to terminate its Lease pursuant to the terms thereof, or and in the case of a condemnation, the diminution in the value of the remaining Property as a result of a partial condemnation, does condemnation is not exceed Seven Hundred Fifty Thousand Dollars material ($750,000), as defined in Section 5.2 below) and (b) no Major Tenant has a right to terminate its Lease by reason of such event unless such Major Tenant agrees in writing to waive such right with respect to such event, and (c) upon the Closing, there shall be a credit against the Purchase Price due hereunder equal to the amount of any insurance proceeds or condemnation awards collected by Seller as a result of any such damage or destruction or condemnation (other than the proceeds of rent loss or business interruption insurance which are allocable to periods before Closing)condemnation, plus the amount of any insurance deductible and any uninsured amount of lossdeductible, less any reasonable, out-of-pocket sums expended by Seller toward the collection of such proceeds or awards and the restoration or repair of the Property (the nature of which restoration or in collecting repairs, but not the right of Seller to effect such restoration or repairs, shall be subject to the written approval of Buyer, which approval shall not be unreasonably withheld, conditioned or delayed). If the insurance proceeds or condemnation awards. If the proceeds or awards have not been collected as of the Closing, then such proceeds or awards shall be assigned to BuyerBuyer at the Closing, except to the extent needed to reimburse Seller for reasonable, out-of-pocket sums expended prior to the Closing collect such proceeds or awards or to repair or restore the Property or to collect any such proceeds or awards. Notwithstanding the foregoing sentence, if, with respect (to the insurance proceeds, Seller’s insurance carrier does not agree in writing, within thirty (30) days after the date of the event giving rise to insurance proceeds, that extent such event is covered by such insurance, and that such insurance proceeds will be paid by such insurer directly to Buyer, then the cost to repair (to a condition at least as good as prior to the casualty) the remaining damage caused by such casualty, as reasonably determined repairs and/or restoration have been approved by Buyer, as provided above), Seller shall be credited against credit the Purchase Price at Closingfor any insurance deductible, and Seller shall retain the rights to such proceeds and awards to the extent of any reimbursement to which Seller is entitled as provided above.

Minor Loss. Buyer shall be bound to purchase the Property for the full Purchase Price as required by the terms hereof, without regard to the occurrence or effect of any damage to the Property or destruction of any improvements thereon or condemnation of any portion of the Property, provided that: (a) the cost to repair any such damage or destructiondestruction does not exceed Two Million Two Hundred Forty-Five Thousand and No/100 Dollars ($2,245,000.00) in the estimate of an architect or contractor selected by Seller and reasonably acceptable to Buyer or in the case of a condemnation, or the diminution in the value of the remaining Property as a result of a partial condemnation, does condemnation is not exceed Seven Hundred Fifty Thousand Dollars material ($750,000as hereinafter defined), (b) no Major Tenant if Tenant, as a result of such condemnation or casualty, has a the right to terminate the Lease, and Tenant has waived its Lease by reason of termination right within ten (10) days following the condemnation or casualty (and the Closing Date shall be extended to allow such event unless such Major Tenant agrees in writing time period to waive such right with respect to such eventrun fully if necessary), and (c) upon the Closing, there shall be a credit against the Purchase Price due hereunder equal to the amount of any insurance proceeds or condemnation awards collected by Seller as a result of any such damage or destruction or condemnation (other than the proceeds of rent loss or business interruption insurance which are allocable to periods before Closing)condemnation, plus the amount of any insurance deductible and any uninsured amount of lossdeductible, less any sums expended by Seller toward the collection of such proceeds or awards and the restoration or repair of the Property (the nature of which restoration or in collecting repairs, but not the right of Seller to effect such insurance proceeds restoration or condemnation awardsrepairs, shall be subject to the approval of Buyer, which approval shall not be unreasonably withheld, conditioned or delayed). If the proceeds or awards have not been collected as of the Closing, then such proceeds or awards shall be assigned to Buyer, except to the extent needed to reimburse Seller for sums expended prior to the Closing collect such proceeds or awards or to repair or restore the Property or Property, and Seller shall retain the rights to collect any such proceeds or awards. Notwithstanding the foregoing sentence, if, with respect and awards to the insurance proceeds, Seller’s insurance carrier does not agree in writing, within thirty (30) days after the date of the event giving rise to insurance proceeds, that such event is covered by such insurance, and that such insurance proceeds will be paid by such insurer directly to Buyer, then the cost to repair (to a condition at least as good as prior to the casualty) the remaining damage caused by such casualty, as reasonably determined by Buyer, shall be credited against the Purchase Price at Closingextent.

Minor Loss. Buyer Purchaser shall be bound to purchase the Property Properties for the full Purchase Price as required by the terms hereof, hereof without regard to the occurrence or effect of any damage to the Property Properties or destruction of any improvements thereon or condemnation of any portion of the Propertya Property except as set forth below, provided that: that a Significant Portion of no Property is (a) the cost damaged or destroyed or (b) condemned in whole or part. If a Significant Portion is not damaged or condemned, Seller will not be obligated to repair any or restore such damage or destructiondestruction or condemned Property, but Seller will either (i) if all insurance or the diminution in the value of the remaining Property as a result of a partial condemnationcondemnation proceeds have been received, does not exceed Seven Hundred Fifty Thousand Dollars ($750,000), (b) no Major Tenant has a right credit to terminate its Lease by reason of such event unless such Major Tenant agrees in writing to waive such right with respect to such event, and (c) upon the Closing, there shall be a credit against the Purchase Price due hereunder Purchaser at Closing an amount equal to the amount of any casualty insurance proceeds or and condemnation awards proceeds collected by Seller as a result of any such damage or destruction or condemnation (other than the proceeds of rent loss or business interruption insurance which are allocable to periods before Closing), plus the amount of any deductible payable under Seller’s insurance deductible and any uninsured policies (not to exceed the amount of loss, loss not covered by insurance) and the amount of insurance proceeds that would have been collected by Seller but for the application of any “aggregate limits” under the insurance policies less any sums expended by Seller toward the restoration or repair of the Property Properties, or in collecting such (ii) if all insurance proceeds or condemnation awards. If the proceeds or awards have not been collected as of the Closingreceived, then such proceeds or awards shall be assigned credit to Buyer, except Purchaser at Closing an amount equal to the extent needed to reimburse amount of casualty insurance proceeds and condemnation proceeds collected by Seller for sums expended prior to plus the Closing to repair or restore the Property or to collect amount of any such proceeds or awards. Notwithstanding the foregoing sentence, if, with respect to the insurance proceeds, deductible payable under Seller’s insurance carrier does policies (not agree to exceed the amount of loss not covered by insurance) and the amount of insurance proceeds that would have been collected by Seller but for the application of any “aggregate limits” under the insurance policies less any sums expended by Seller toward restoration or repair of the Properties and give Purchaser an assignment of Seller’s right to receive that portion of the insurance or condemnation proceeds not collected before the Closing. The proceeds of any rent insurance paid in writingrespect of any casualty will be apportioned between Seller and Purchaser as if the same were Rentals, within as and when received. If all of the insurance or condemnation proceeds have not been received on the Scheduled Closing Date, Purchaser may extend the Scheduled Closing Date for up to an additional thirty (30) days after day period in which to obtain insurance settlement agreements with Seller’s insurers (and, in such event, the date Outside Date shall be deemed to have been extended for an identical period of the event giving rise to insurance proceeds, that such event is covered by such insurancetime), and that such Seller will cooperate with Purchaser in obtaining the insurance proceeds will be paid by and such insurer directly to Buyer, then the cost to repair agreements from Seller’s insurers (to a condition at least as good as whether prior to the casualty) the remaining damage caused by such casualty, as reasonably determined by Buyer, shall be credited against the Purchase Price at or following Closing).

Minor Loss. Buyer Purchaser shall be bound to purchase the Property for the full Purchase Price as required by the terms hereof, without regard to the occurrence or effect of any damage to the Property or destruction of any improvements thereon or condemnation of any portion of the Property, provided that: (a) the cost to repair any such damage or destructiondestruction does not exceed One Million Dollars ($1,000,000.00) in the estimate of an architect or contractor selected by Seller and reasonably acceptable to Purchaser or in the case of a condemnation, or the diminution in the value of the remaining Property as a result of a partial condemnation, does condemnation is not exceed Seven Hundred Fifty Thousand Dollars ($750,000)material, (b) no Major Tenant has a right to terminate its Lease by reason of such event unless such Major Tenant agrees in writing to waive such right with respect to such event, and (c) upon the Closing, there shall be a credit against the Purchase Price due hereunder equal to the amount of any insurance proceeds or condemnation awards collected by Seller as a result of any such damage or destruction or condemnation (other than the proceeds of rent loss or business interruption insurance which are allocable to periods before Closing)condemnation, plus the amount of any insurance deductible and any uninsured amount of lossdeductible, less any sums expended by Seller toward the collection of such proceeds or awards and the restoration or repair of the Property (the nature of which restoration or in collecting repairs, but not the right of Seller to effect such insurance proceeds restoration or condemnation awardsrepairs, shall be subject to the approval of Purchaser, which approval shall not be unreasonably withheld, conditioned or delayed), and (c) Seller, as Tenant under the Lease, shall be responsible for and required to pay the full amount of the rent required to be paid under the Lease from and after the date of Closing. If the proceeds or awards have not been collected as of the Closing, then such proceeds or awards shall be assigned to BuyerPurchaser, except to the extent needed to reimburse Seller for sums expended prior to the Closing collect such proceeds or awards or to repair or restore the Property or Property, and Seller shall retain the rights to collect any such proceeds or awards. Notwithstanding the foregoing sentence, if, with respect and awards to the insurance proceeds, Seller’s insurance carrier does not agree in writing, within thirty (30) days after the date of the event giving rise to insurance proceeds, that such event is covered by such insurance, and that such insurance proceeds will be paid by such insurer directly to Buyer, then the cost to repair (to a condition at least as good as prior to the casualty) the remaining damage caused by such casualty, as reasonably determined by Buyer, shall be credited against the Purchase Price at Closingextent.

Minor Loss. Buyer shall be bound to purchase the Property for the full Purchase Price as required by the terms hereof, without regard to the occurrence or effect of any damage to the Property or destruction of any improvements thereon or condemnation of any portion of the Propertythereon, provided that: (a) the cost to repair any such damage or destruction, or the diminution in the value of the remaining Property as a result of a partial condemnation, destruction does not exceed Seven Five Hundred Fifty Thousand Dollars ($750,000), 500,000.00) in the estimate of an architect and contractor selected by Seller and reasonably acceptable to Buyer; and (b) no Major Tenant has a right to terminate its Lease by reason of such event unless such Major Tenant agrees in writing to waive such right with respect to such event, and (c) upon the Closing, there shall be a credit against the Purchase Price due hereunder equal to the amount of any insurance proceeds or condemnation awards collected by Seller as a result of any such damage or destruction or condemnation (other than the proceeds of rent loss or business interruption insurance which are allocable to periods before Closing)destruction, plus the amount of any insurance deductible and any uninsured amount of lossdeductible, less any sums reasonably expended by Seller toward the restoration or repair of the Property (the nature of which restoration or in collecting repairs, but not the right of Seller to effect such restoration or repairs, shall be subject to the approval of Buyer, which approval shall not be unreasonably withheld, conditioned or delayed). Notwithstanding the foregoing, Seller shall be entitled to retain the amount of any business interruption insurance proceeds or condemnation awardsattributable to the period prior to Closing. If the proceeds or awards have not been collected as of the Closing, then Seller shall assign to Buyer all such insurance proceeds or awards shall be assigned (less the amount of any business interruption insurance proceeds attributable to Buyerthe period prior to Closing), with a credit against the Purchase Price for any uninsured portion of such casualty and the insurance deductible, except to the extent needed to reimburse Seller for sums expended by Seller prior to the Closing to repair or restore the Property or to collect any such proceeds or awards. Notwithstanding the foregoing sentence, if, with respect to the insurance proceeds, Seller’s insurance carrier does not agree in writing, within thirty (30) days after the date of the event giving rise to insurance proceeds, that such event is covered by such insurance, and that such insurance proceeds will be paid by such insurer directly to Buyer, then the cost to repair (to a condition at least as good as prior to the casualty) the remaining damage caused by such casualty, as reasonably determined by Buyer, shall be credited against the Purchase Price at ClosingProperty.

Minor Loss. Buyer shall be bound to purchase the Property for the full Purchase Price as required by the terms hereof, without regard to the occurrence or effect of any damage to the Property or destruction of any improvements thereon or condemnation of any portion of the Property, provided that: (a) the cost to repair any such damage or destructiondestruction does not exceed Five Hundred Thousand Dollars ($500,000) in the estimate of a licensed architect or contractor selected by Seller and reasonably acceptable to Buyer or in the case of a condemnation, or the diminution in the value of the remaining Property as a result of a partial condemnation, does condemnation is not exceed Seven Hundred Fifty Thousand Dollars material ($750,000), as defined in Section 5.2 hereof) and (b) no Major Tenant has a right to terminate its Lease by reason of such event unless such Major Tenant agrees in writing to waive such right with respect to such event, and (c) upon the Closing, there shall be a credit against the Purchase Price due hereunder equal to the amount of any insurance proceeds or condemnation awards collected by Seller as a result of any such damage or destruction or condemnation (other than condemnation, in both cases, up to the proceeds amount of rent loss or business interruption insurance which are allocable to periods before Closing)the Purchase Price, plus the amount of any insurance deductible and any uninsured (not to exceed the amount of the loss), less any insurance proceeds of rental loss and business interruption insurance or any portion of an award that are allocable to the period through the Closing Date and less any sums reasonably expended by Seller toward the collection of such proceeds or awards and the restoration or repair of the Property (the nature of which settlement of the insurance claim, condemnation award, restoration or in collecting repairs, but not the right of Seller to effect such insurance proceeds restoration or condemnation awardsrepairs, shall be subject to the approval of Buyer, which approval shall not be unreasonably withheld, conditioned or delayed). If the proceeds or awards have not been collected as of the Closing, then such proceeds or awards shall be assigned to BuyerBuyer by Seller, without representation or warranty and without recourse against Seller, in both cases, up to the amount of the Purchase Price, except to the extent needed to reimburse Seller for sums reasonably expended prior to the Closing collect such proceeds or awards or to repair or restore the Property Property, or to collect the extent any such insurance proceeds of rental loss and business interruption insurance or awards. Notwithstanding any portion of the foregoing sentence, if, with respect award are allocable to the insurance proceeds, Seller’s insurance carrier does not agree in writing, within thirty (30) days after the date of the event giving rise to insurance proceeds, that such event is covered by such insurance, and that such insurance proceeds will be paid by such insurer directly to Buyer, then the cost to repair (to a condition at least as good as period prior to the casualty) Closing Date, and Seller shall retain the remaining damage caused by rights to such casualty, as reasonably determined by Buyer, shall be credited against the Purchase Price at Closingproceeds and awards to such extent.

Minor Loss. Buyer shall be bound to purchase the Property for the full Purchase Price as required by the terms hereof, without regard to the occurrence or effect of any damage to the Property or Property, destruction of any improvements thereon or condemnation of any portion of the PropertyProperty (each, a “Loss”), provided that: (a) the cost to repair any such damage or destruction, or the diminution in the value of the remaining Property as a result of a partial condemnationLoss, does not exceed Seven Two Hundred Fifty Thousand Dollars ($750,000), 250,000.00) and (b) no Major Tenant has a right to terminate such Loss is fully insured or covered by Seller’s payment of its Lease by reason of deductible, at Seller’s sole election. In such event unless such Major Tenant agrees in writing to waive such right with respect to such eventinstance, and (c) upon the Closing, there shall be a credit against the Purchase Price due hereunder equal to the amount of (x) any insurance proceeds or condemnation awards collected by to which Seller is entitled as a result of any such Loss, less Seller’s reasonable third-party costs of pursuing such proceeds or awards, and (y) the amount of the deductible applicable to such damage or destruction or condemnation (other than the proceeds of rent loss or business interruption under any such insurance which are allocable to periods before Closing), plus the amount of any insurance deductible and any uninsured amount of losspolicies, less (z) any sums expended by Seller toward the restoration or repair of the Property or in collecting such insurance proceeds or condemnation awardsprior to the Closing Date, with Buyer’s reasonable approval. If the proceeds or awards have not been collected as of the Closing, or the restoration or repairs have not been completed by Seller as of the Closing, then such proceeds or awards shall be assigned to BuyerBuyer at Closing, except to the extent needed to reimburse Seller for sums expended prior to the Closing to repair or restore the Property or to collect any such proceeds or awards. Notwithstanding the foregoing sentence, if, with respect to the insurance proceeds, Seller’s insurance carrier does not agree in writing, within thirty (30) days after the date of the event giving rise to insurance proceeds, that such event is covered by such insurance, and that such insurance proceeds will be paid by such insurer directly to Buyer, then the cost to repair (to a condition at least as good as prior to the casualty) the remaining damage caused by such casualtyClosing Date, as reasonably determined by with Buyer’s reasonable approval, and Seller shall be credited against the Purchase Price deliver to Buyer all required proofs of loss, assignment of claims, and other similar items at Closing.

Minor Loss. Buyer Purchaser shall be bound to purchase the Property Purchased Assets for the full Purchase Price as required by the terms hereof, hereof without regard to the occurrence or effect of -44- any damage to the Property Properties or destruction of any improvements thereon or condemnation of any portion of the Propertya Property except as set forth below, provided that: that no Significant Portion of any Property is (a) the cost damaged or destroyed or (b) condemned in whole or part. Seller will not be obligated to repair any or restore such damage or destructiondestruction or condemned Property, but Seller will either (i) if all insurance or the diminution in the value of the remaining Property as a result of a partial condemnationcondemnation proceeds have been received, does not exceed Seven Hundred Fifty Thousand Dollars ($750,000), (b) no Major Tenant has a right credit to terminate its Lease by reason of such event unless such Major Tenant agrees in writing to waive such right with respect to such event, and (c) upon the Closing, there shall be a credit against the Purchase Price due hereunder Purchaser at Closing an amount equal to the amount of any casualty insurance proceeds or and condemnation awards proceeds collected by Seller as a result of any such damage or destruction or condemnation condemnation, of any deductible payable under Seller's insurance policies (other than the proceeds of rent loss or business interruption insurance which are allocable not to periods before Closing), plus exceed the amount of any insurance deductible loss not covered by insurance) and any uninsured the amount of loss, insurance proceeds that would have been collected by Seller but for the application of any "aggregate limits" under the insurance policies less any sums expended by Seller toward the restoration or repair of the Property Properties or in collecting such insurance or condemnation proceeds, or (ii) credit to Purchaser at Closing an amount equal to the amount of casualty insurance proceeds and condemnation proceeds collected by Seller plus the amount of any deductible payable under Seller's insurance policies (not to exceed the amount of loss not covered by insurance) and the amount of insurance proceeds that would have been collected by Seller but for the application of any "aggregate limits" under the insurance policies less any sums expended by Seller toward restoration or repair of the Properties or in collecting insurance or condemnation awards. If the proceeds and give Purchaser an assignment of Seller's right to receive insurance or awards have not been collected as condemnation proceeds if any portion of the Closinginsurance or condemnation proceeds are not collected before the Closing less, then such proceeds or awards shall be assigned to Buyer, except to the extent needed not previously deducted from the proceeds credited to reimburse Seller for Purchaser at Closing, any sums expended prior to before the Closing to repair or restore the Property Properties or to collect insurance or condemnation proceeds. The proceeds of any such proceeds or awards. rent insurance paid in respect of any casualty will be apportioned between Seller and Purchaser as if the same were Rentals, as and when received. (a) Notwithstanding the foregoing sentence, if, with respect anything herein to the insurance proceedscontrary, Seller’s insurance carrier does not agree in writing, within thirty (30) days after the date of the event giving rise to insurance proceeds, that such event is covered by such insurance, and that such insurance proceeds will be paid by such insurer directly to Buyer, then the cost to repair (to a condition at least as good as prior to the casualty) the remaining damage caused by such casualtyextent there is an uninsured loss, as reasonably determined by Buyer, Purchaser shall be credited receive a credit against the Purchase Price at Closingfor same unless Seller is not in breach of its obligations under Section 6.1(j) to keep the Properties insured and Seller elects by written notice within 5 Business Days (or Closing if Closing is in less than 5 Business Days) of notice from Purchaser that there is an uninsured loss to drop the Property, in which case such Property shall be dropped and there will be no such credit. Notwithstanding anything herein to the contrary, if Seller elects to drop a Property as aforesaid, Purchaser shall have the right to waive the credit for the uninsured loss with respect to such Property, nullify Seller's election to drop such Property, and close without an adjustment to the Purchase Price for such uninsured loss.

Minor Loss. Buyer shall be bound to purchase consummate the Property for the full Purchase Price Transaction as required by the terms hereofhereof with respect to the Company, without regard to the occurrence or effect of any such material damage to the Property or destruction of any improvements thereon or condemnation of any portion of the such Subject Real Property; provided, provided that: (ai) the cost to repair any such damage or destruction to the Subject Real Property is less than or equal to $10,000,000 (a “Minor Loss”) in the estimate of an architect or contractor mutually and reasonably agreeable to Buyer and Seller; and (ii) Buyer shall have the option (A) for a period of twenty (20) days after receipt of Seller’s notice of the occurrence of a Minor Loss, upon written notice to Seller, to delay the Closing until such time as Seller has repaired the damage to such Subject Real Property to the condition that existed immediately prior to such damage or destruction, reasonable wear and tear excepted, but in no event shall such delay exceed a period of forty-five (45) days after the occurrence of a Minor Loss notwithstanding the failure to complete such repairs by such time, after which time Buyer shall be obligated to close the Transaction on the terms and subject to the conditions of this Agreement or (B) to close the diminution in Transaction on the value terms and subject to the condition of this Agreement notwithstanding the failure to complete such repair of such Subject Real Property, whereupon Seller shall pay Buyer at the Closing, from any insurance proceeds or otherwise should adequate insurance proceeds not then be available, the remaining cost to repair the damage to the condition that existed immediately prior to such damage or destruction, reasonable wear and tear excepted. Seller’s notice of the remaining Property as a result occurrence of a partial condemnation, does not exceed Seven Hundred Fifty Thousand Dollars ($750,000), (b) no Major Tenant has a right Minor Loss shall be deemed to terminate its Lease amend and supplement the appropriate disclosure Schedules and cure any misrepresentation or breach of warranty or covenant that otherwise might have existed hereunder by reason of such event unless such Major Tenant agrees in writing to waive such right with respect to such event, and (c) upon the Closing, there shall be a credit against the Purchase Price due hereunder equal to the amount of any insurance proceeds or condemnation awards collected by Seller as a result of any such damage or destruction or condemnation (other than the proceeds of rent loss or business interruption insurance which are allocable to periods before Closing), plus the amount of any insurance deductible and any uninsured amount of loss, less any sums expended by Seller toward the restoration or repair Minor Loss for purposes of the Property or in collecting such insurance proceeds or condemnation awards. If the proceeds or awards have not been collected as of the Closing, then such proceeds or awards shall be assigned to Buyer, except to the extent needed to reimburse Seller for sums expended prior conditions to the Closing set forth in Article VII or remedies under Article IX, subject to repair or restore the Property or to collect any such proceeds or awards. Notwithstanding the foregoing sentence, if, with respect to the insurance proceeds, Seller’s insurance carrier does not agree in writing, within thirty (30) days after obligation to pay Buyer the date of the event giving rise to insurance proceeds, that such event is covered by such insurance, and that such insurance proceeds will be paid by such insurer directly to Buyer, then the cost to repair (to a condition at least as good as prior to the casualty) the remaining damage caused by such casualty, as reasonably determined by Buyer, shall be credited against the Purchase Price at Closingamounts under this Section 6.22(a).

Minor Loss. Buyer shall be bound to purchase the Property for the full Purchase Price as required by the terms hereof, without regard to the occurrence or effect of any damage to the Property or destruction of any improvements thereon or condemnation of any portion of the Property, provided that: (a) the aggregate cost to repair any such damage or destruction, or the diminution in the value of the remaining Property as a result of a partial condemnation, does not exceed Seven condemnation for all such events combined is Three Million Eight Hundred Fifty Thousand Dollars ($750,000)3,800,000.00) or less, (b) no Major Tenant has a right to terminate its Lease by reason of such event unless such Major Tenant agrees in writing to waive such right with respect to such event, “Minor Loss”); and (cb) upon the Closing, there Seller shall be grant to Buyer a credit against the Purchase Price due hereunder equal to as provided in this Section 10.2.1. The credit shall be in the amount of any insurance proceeds or condemnation awards collected by Seller as a result of any such damage or destruction or condemnation condemnation, (other or in the case of an uninsured loss, the cost of repair as reasonably determined by Seller, but in no event more than the proceeds of rent loss or business interruption insurance which are allocable to periods before ClosingThree Million Eight Hundred Thousand Dollars [$3,800,00.00]), plus the amount of any insurance deductible and any uninsured amount of loss, less any sums expended by Seller toward the restoration or repair of the Property (whether from insurance proceeds or otherwise) or in collecting such insurance proceeds or condemnation awards, plus the amount of the applicable insurance deductible for such loss. If the insurance proceeds (if any) or awards have not been collected by Seller as of the Closing, then there shall be no credit against the Purchase Price, and all rights to collect under Seller’s insurance for the casualty and all such proceeds or awards shall be assigned by Seller to BuyerBuyer without recourse or warranty, except to the extent needed to reimburse Seller for sums expended prior to the Closing to repair or restore the Property or to collect any such proceeds or awards, without a reduction of the Purchase Price. Notwithstanding For purposes of clarity, the foregoing sentencetotal aggregate amount of credit that Buyer can receive at closing regarding uninsured Minor Losses, if, with respect including deductibles (to the insurance proceeds, Seller’s insurance carrier does not agree in writing, within thirty (30) days after extent that the date of the event giving rise to insurance proceeds, that such event Minor Loss is partially covered by such insurance, and that such insurance proceeds will be paid by such insurer directly to Buyer, then the cost to repair (to a condition at least as good as prior to the casualty) the remaining damage caused by such casualty, as reasonably determined by Buyer), shall be credited against the Purchase Price at Closingnot exceed Three Million Eight Hundred Thousand Dollars ($3,800,000.00).

Minor Loss. Buyer shall be bound to purchase the Property for the full Purchase Price as required by the terms hereof, without regard to the occurrence or effect of any damage to the Property or destruction of any improvements thereon or condemnation of any portion of the Property, provided that: (a) the cost to repair any such damage or destructiondestruction does not exceed Four Hundred Thousand and no/100 Dollars ($400,000.00) in the estimate of an architect or contractor selected by Seller and reasonably acceptable to Buyer or in the case of a condemnation, or the diminution in the value of the remaining Property as a result of a partial condemnation, does condemnation is not exceed Seven Hundred Fifty Thousand Dollars material ($750,000), as hereinafter defined) and (b) no Major Tenant has a right to terminate its Lease by reason of such event unless such Major Tenant agrees in writing to waive such right with respect to such event, and (c) upon the Closing, there shall be a credit against the Purchase Price due hereunder equal to the amount of any insurance proceeds or condemnation awards collected by Seller as a result of any such damage or destruction or condemnation (other than the proceeds of rent loss or business interruption insurance which are allocable to periods before Closing)condemnation, plus the amount of any insurance deductible and any uninsured amount of lossdeductible, less any sums reasonably expended by Seller toward the collection of such proceeds or awards or to protect the Property from further damage. In addition, if any applicable laws or provisions of any Leases or other contractual obligations of Seller require Seller to commence restoration or repair of the Property prior to the Closing, Seller and Buyer shall negotiate reasonably and in good faith and agree upon the procedure, plans and specifications, contractor and construction contract, and schedule for the making of such restoration or repair of the Property, in collecting which event the sums thereafter expended by Seller in making such insurance proceeds restoration or condemnation awardsrepair of the Property shall be deducted from the credit to Buyer against the Purchase Price at the Closing. If the consent or approval of any lender then holding a mortgage that encumbers the Property is required with respect to the plans and specifications, contractor, construction contract and/or schedule for making such restoration or repair of the Property, Seller shall be responsible for obtaining such consent or approval. If Seller is not required by any applicable laws or provisions of any Leases or other contractual obligations of Seller to commence restoration or repair of the Property prior to the Closing, then Seller shall not make any restoration or repair of the Property without Buyer’s prior written consent, which Buyer may withhold in its sole and absolute discretion. If the proceeds or awards have not been collected as of the Closing, then such proceeds or awards shall be assigned to Buyer, except to the extent needed to reimburse Seller for sums expended prior to the Closing collect such proceeds or awards or to repair or restore the Property or as set forth above and Seller shall retain the rights to collect any such proceeds or awards. Notwithstanding the foregoing sentence, if, with respect and awards to the insurance proceeds, Seller’s insurance carrier does not agree in writing, within thirty (30) days after the date of the event giving rise to insurance proceeds, that such event is covered by such insurance, and that such insurance proceeds will be paid by such insurer directly to Buyer, then the cost to repair (to a condition at least as good as prior to the casualty) the remaining damage caused by such casualty, as reasonably determined by Buyer, shall be credited against the Purchase Price at Closingextent.

Minor Loss. Buyer shall be bound to purchase the Property for the full Purchase Price as required by the terms hereof, without regard to the occurrence or effect of any damage to the Property or destruction of any improvements thereon or condemnation of any portion of the Property, provided that: (a) the cost to repair any such damage or destruction, or the diminution in the value of the remaining Property as a result of a partial condemnation, does not exceed Seven One Hundred Fifty Thousand and 00/100 Dollars ($750,000100,000), (b) no Major Tenant has the loss due to a right to terminate its Lease by reason contemplated condemnation does not materially impair the intended use of such event unless such Major Tenant agrees in writing to waive such right with respect to such eventthe Property, and (c) upon the Closing, unless Seller elects to perform any necessary repairs (in which event the Closing hereunder shall be extended, if necessary, a reasonable time in order to allow for the completion of the repairs), there shall be a credit against the Purchase Price due hereunder equal to (x) the insurance proceeds paid to Seller with respect to the damage to the Property, plus the amount of any insurance deductible under Seller’s policy of property insurance, less any portion of such proceeds used to pay for repair of the damage or destruction, or (y) any condemnation awards actually collected by and paid to Seller as a result of any such damage or destruction or condemnation (other than the proceeds of rent loss or business interruption insurance which are allocable to periods before Closing), plus the amount of any insurance deductible and any uninsured amount of loss, less any sums expended by Seller toward the restoration or repair of the Property Property, or in collecting such applicable portion thereof. If the insurance proceeds or condemnation awards. If the proceeds or awards award, if applicable, have not been collected as of the Closing, then such Seller shall assign to Buyer at Close of Escrow all of Seller’s right to receive any insurance proceeds or awards shall be assigned to Buyer, except condemnation award with respect to the extent damage to or condemnation of the Property, or applicable portion thereof less any sums needed to reimburse Seller for sums expended prior to the Closing by Seller to repair or restore the Property or to collect Property, and Buyer shall be credited at Closing in the amount of any such proceeds or awards. Notwithstanding the foregoing sentence, if, with respect to the insurance proceeds, deductible under Seller’s insurance carrier does not agree in writingpolicy of property insurance. For purposes of this Section 6.2 and Section 6.3 below, within thirty (30) days after the date of the event giving rise to insurance proceeds, that such event is covered by such insurance, and that such insurance proceeds will be paid by such insurer directly to Buyer, then the cost to repair (to a condition at least as good as prior any damage or destruction to the casualty) the remaining damage caused by such casualty, as Property shall be reasonably determined by a general contractor selected by Seller and reasonably approved by Buyer, and any diminution in value arising from a condemnation of a portion of the Property shall be credited against the Purchase Price at Closingdetermined by an appraiser selected by Seller and reasonably approved by Buyer.

Minor Loss. Buyer Purchaser shall be bound to purchase the Property Properties for the full Purchase Price as required by the terms hereof, hereof without regard to the occurrence or effect of any damage to the Property Properties or destruction of any improvements thereon or condemnation of any portion of the Propertya Property except as set forth below, provided that: that a Significant Portion of no Property is (a) the cost damaged or destroyed or (b) condemned in whole or part. Seller will not be obligated to repair any or restore such damage or destructiondestruction or condemned Property, but Seller will either (i) if all insurance or the diminution in the value of the remaining Property as a result of a partial condemnation, does not exceed Seven Hundred Fifty Thousand Dollars ($750,000), (b) no Major Tenant has a right condemnation proceeds have been received prior to terminate its Lease by reason of such event unless such Major Tenant agrees in writing to waive such right with respect to such event, and (c) upon the Closing, there shall be a credit against the Purchase Price due hereunder to Purchaser at Closing an amount equal to the amount of any casualty insurance proceeds or and condemnation awards proceeds collected by Seller as a result of any such damage or destruction or condemnation (other than the proceeds of rent loss or business interruption insurance which are allocable to periods before Closing), plus the amount of any deductible payable under Seller’s insurance deductible and any uninsured policies (not to exceed the amount of loss, loss not covered by insurance) and the amount of insurance proceeds that would have been collected by Seller but for the application of any “aggregate limits” under the insurance policies less any reasonable sums expended by Seller toward the restoration or repair of the Property Properties, or in collecting such (ii) if all insurance proceeds or condemnation awards. If the proceeds or awards have not been received prior to Closing, credit to Purchaser at Closing an amount equal to the amount of casualty insurance proceeds and condemnation proceeds collected as by Seller plus the amount of any deductible payable under Seller’s insurance policies (not to exceed the amount of loss not covered by insurance) and the amount of insurance proceeds that would have been collected by Seller but for the application of any “aggregate limits” under the insurance policies less any reasonable sums expended by Seller toward restoration or repair of the ClosingProperties and give Purchaser an assignment of Seller’s right to receive insurance or condemnation proceeds if any portion of the insurance or condemnation proceeds are not collected before the Closing less, then such proceeds or awards shall be assigned to Buyer, except to the extent needed not previously deducted from the proceeds credited to reimburse Seller for Purchaser at Closing, any sums expended prior to before the Closing to repair or restore the Property or to collect Properties. The proceeds of any such proceeds or awards. Notwithstanding the foregoing sentence, if, with rent insurance paid in respect to the insurance proceeds, Seller’s insurance carrier does not agree in writing, within thirty (30) days after the date of the event giving rise to insurance proceeds, that such event is covered by such insurance, and that such insurance proceeds any casualty will be paid by such insurer directly to Buyer, then apportioned between Seller and Purchaser as if the cost to repair (to a condition at least as good as prior to the casualty) the remaining damage caused by such casualtysame were Rentals, as reasonably determined by Buyer, shall be credited against the Purchase Price at Closingand when received.

Minor Loss. Buyer Down REIT shall be bound to purchase the Property Contributed Assets for the full Purchase Price Consideration as required by the terms hereof, hereof without regard to the occurrence or effect of any damage to the Property Properties or destruction of any improvements thereon or condemnation of any portion of the Propertya Property except as set forth below, provided that: that no Significant Portion of any Property is (a) the cost damaged or destroyed or (b) condemned in whole or part. Hickory will not be obligated to repair any or restore such damage or destructiondestruction or condemned Property, but Hickory will either (i) if all insurance or the diminution in the value of the remaining Property as a result of a partial condemnationcondemnation proceeds have been received, does not exceed Seven Hundred Fifty Thousand Dollars ($750,000), (b) no Major Tenant has a right credit to terminate its Lease by reason of such event unless such Major Tenant agrees in writing to waive such right with respect to such event, and (c) upon the Closing, there shall be a credit against the Purchase Price due hereunder Down REIT at Closing an amount equal to the amount of any casualty insurance proceeds or and condemnation awards proceeds collected by Seller Hickory as a result of any such damage or destruction or condemnation condemnation, of any deductible payable under Hickory's insurance policies (other than the proceeds of rent loss or business interruption insurance which are allocable not to periods before Closing), plus exceed the amount of any insurance deductible loss not covered by insurance) and any uninsured the amount of loss, insurance proceeds that would have been collected by Hickory but for the application of any "aggregate limits" under the insurance policies less any sums expended by Seller Hickory toward the restoration or repair of the Property Properties or in collecting such insurance or condemnation proceeds, or (ii) credit to Down REIT at Closing an amount equal to the amount of casualty insurance proceeds and condemnation proceeds collected by Hickory plus the amount of any deductible payable under Hickory's insurance policies (not to exceed the amount of loss not covered by insurance) and the amount of insurance proceeds that would have been collected by Hickory but for the application of any "aggregate limits" under the insurance policies less any sums expended by Hickory toward restoration or repair of the Properties or in collecting insurance or condemnation awards. If the proceeds and give Down REIT an assignment of Hickory's right to receive insurance or awards have not been collected as condemnation proceeds if any portion of the Closinginsurance or condemnation proceeds are not collected before the Closing less, then such proceeds or awards shall be assigned to Buyer, except to the extent needed not previously deducted from the proceeds credited to reimburse Seller for Down REIT at Closing, any sums expended prior to before the Closing to repair or restore the Property Properties or to collect insurance or condemnation proceeds. The proceeds of any rent insurance paid in respect of any casualty will be apportioned between Hickory and Down REIT as if the same were Rentals, as and when received. (a) Notwithstanding anything herein to the contrary, to the extent there is an uninsured loss, Down REIT shall receive a credit against the Consideration for same unless Hickory is not in breach of its obligations under Section 6.1(j) to keep the Properties insured and Hickory elects by written notice within 5 Business Days (or Closing if Closing is in less than 5 Business Days) of notice from Down REIT that there is an uninsured loss to drop the Property, in which case such proceeds or awardsProperty shall be dropped and there will be no such credit. Notwithstanding anything herein to the foregoing sentencecontrary, ifif Hickory elects to drop a Property as aforesaid, Down REIT shall have the right to waive the credit for the uninsured loss with respect to the insurance proceedssuch Property, Seller’s insurance carrier does not agree in writing, within thirty (30) days after the date of the event giving rise nullify Hickory's election to insurance proceeds, that drop such event is covered by such insuranceProperty, and that such insurance proceeds will be paid by such insurer directly to Buyer, then the cost to repair (to a condition at least as good as prior close without an adjustment to the casualty) the remaining damage caused by Consideration for such casualty, as reasonably determined by Buyer, shall be credited against the Purchase Price at Closinguninsured loss.

Minor Loss. Buyer shall be bound to purchase the Property for the full Purchase Price as required by the terms hereof, without regard to the occurrence or effect of any damage to the Property or destruction of any improvements thereon or condemnation of any portion of the Property, provided that: (a) the cost to repair any such damage or destructiondestruction does not exceed an amount equal to One Million Dollars ($1,000,000) in the estimate of an architect or contractor selected by Seller and reasonably acceptable to Buyer or in the case of a condemnation, or the diminution in the value of the remaining Property as a result of a partial condemnation, does condemnation is not exceed Seven Hundred Fifty Thousand Dollars material ($750,000as hereinafter defined), (b) no Major Tenant has a (as such term is defined below) shall exercise its right to terminate its respective Lease by reason of in connection with any such event unless such Major Tenant agrees in writing to waive such right with respect to such eventdamage, destruction or condemnation, and (c) upon the Closing, (i) if the cost of repairing the damage or casualty is insured, there shall be a credit against the Purchase Price due hereunder equal to the amount of any insurance proceeds (including all proceeds of loss of rents or business interruption insurance, if any, applicable to the period after Closing) or condemnation awards collected by Seller as a result of any such damage or destruction or condemnation (other than the proceeds of rent loss or business interruption insurance which are allocable to periods before Closing)condemnation, plus the amount of any applicable insurance deductible up to but not to exceed One Million Dollars $1,000,000, or (ii) if the cost of repairing the damage or casualty is not insured, there shall be a credit against the Purchase Price due hereunder equal to the amount estimated by such architect or contractor as being required to fully repair and any uninsured restore such damage or destruction, (but in no event shall such amount of lossexceed One Million Dollars ($1,000,000)), in each case less any sums reasonably expended by Seller toward the collection of such proceeds or awards, as applicable, and the restoration or repair of the Property (the nature of which restoration or in collecting repairs, but not the right of Seller to effect such insurance proceeds restoration or condemnation awardsrepairs, shall be subject to the approval of Buyer, which approval shall not be unreasonably withheld, conditioned or delayed). If the proceeds or awards have not been collected as of the Closing, then such proceeds or awards shall be assigned to Buyer, except to the extent needed to reimburse Seller for sums expended prior to the Closing collect such proceeds or awards or to repair or restore the Property or Property, and Seller shall retain the rights to collect any such proceeds or awards. Notwithstanding the foregoing sentence, if, with respect and awards to the insurance proceeds, Seller’s insurance carrier does not agree in writing, within thirty (30) days after the date of the event giving rise to insurance proceeds, that such event is covered by such insurance, and that such insurance proceeds will be paid by such insurer directly to Buyer, then the cost to repair (to a condition at least as good as prior to the casualty) the remaining damage caused by such casualty, as extent so reasonably determined by Buyer, shall be credited against the Purchase Price at Closingexpended.