Common use of No Material Casualty Clause in Contracts

No Material Casualty. Between the Execution Date and the Effective Time, no Material Casualty shall have occurred. A “Material Casualty” shall mean damage or destruction of any part of the Acquired Assets by fire or the elements or by any other cause and the cost to repair such damage is reasonably likely to exceed . In the event of a Material Casualty, Seller shall within fifteen (15) business days after such Material Casualty provide written notice thereof to Buyer. Such notice shall include copies of all insurance policies then in force relating to the Acquired Assets covering such Material Casualty and, Seller’s initial good faith estimate of the cost to repair such damage or destruction (“Cost Estimate”). Buyer may, by written notice to Seller within twenty (20) days after Buyer’s receipt of notice of the Material Casualty, elect in writing to terminate this Agreement. Should Buyer terminate this Agreement in accordance with the provisions of this Section 4.6, this Agreement shall be terminated. If any part of the Acquired Assets is damaged or destroyed prior to the Closing Date but this Agreement cannot be terminated or is not terminated by Buyer, this Agreement shall not be affected and the parties shall not be excused from performance hereunder, but, as of the Effective Time, at Buyer’s request, Seller shall assign to Buyer all of its right, title and interest in and to the proceeds of insurance insuring against the loss and Seller’s interest in sums payable thereunder or, to the extent that such proceeds are less than the Cost Estimate, make payment to Buyer in amount that together with such proceeds equals the Cost Estimate.

No Material Casualty. Between the Execution Date and the Effective Time, no Material Casualty shall have occurred. A “Material Casualty” shall mean damage or destruction of any part of the Acquired Purchased Assets or Lease Assets by fire or the elements or by any other cause and the cost to repair such damage is reasonably likely to exceed $150,000.00. In the event of a Material Casualty, Seller shall within fifteen (15) business days after such Material Casualty provide written notice thereof to Buyer. Such notice shall include copies of all insurance policies then in force relating to the Acquired Purchased Assets or Lease Assets covering such Material Casualty and, Seller’s initial good faith estimate of the cost to repair such damage or destruction (“Cost Estimate”). Buyer may, by written notice to Seller within twenty (20) days after Buyer’s receipt of notice of the Material Casualty, elect in writing to terminate this Agreement. Should Buyer terminate this Agreement in accordance with the provisions of this Section 4.65.06, this Agreement shall be terminated. If any part of the Acquired Purchased Assets or Lease Assets is damaged or destroyed prior to the Closing Date but this Agreement cannot be terminated or is not terminated by BuyerBuyer in accordance with the foregoing, this Agreement shall not be affected and the parties shall not be excused from performance hereunder, except as otherwise provided hereunder, but, as of the Effective Time, at Buyer’s request, Seller shall assign to Buyer all of its right, title and interest in and to the proceeds of insurance insuring against the loss and Seller’s interest in sums payable thereunder or, to thereunder. To the extent that such proceeds are less than the Cost Estimate, Seller shall either make payment to Buyer in amount that together with such proceeds equals the Cost EstimateEstimate or Seller may, by written notice to Buyer within twenty (20) days after Seller’s receipt of Buyer’s election to proceed to Closing notwithstanding such Material Casualty, elect in writing to terminate this Agreement.

No Material Casualty. Between the Execution Date and the Effective Time, no Material Casualty shall have occurred. A “Material Casualty” shall mean damage or destruction of any part of the Acquired Assets by fire or the elements or by any other cause and the cost to repair such damage is reasonably likely to exceed Two Million Seven Hundred Fifty Thousand Dollars ($2,750,000.00). In the event of a Material Casualty, Seller shall within fifteen (15) business days after such Material Casualty provide written notice thereof to Buyer. Such notice shall include copies of all insurance policies then in force relating to the Acquired Assets covering such Material Casualty and, Seller’s initial good faith estimate of the cost to repair such damage or destruction (“Cost Estimate”). Buyer may, by written notice to Seller within twenty (20) days after Buyer’s receipt of notice of the Material Casualty, elect in writing to terminate this Agreement. Should Buyer terminate this Agreement in accordance with the provisions of this Section 4.64.5, this Agreement shall be terminated. If any part of the Acquired Assets is damaged or destroyed prior to the Closing Date but this Agreement cannot be terminated or is not terminated by Buyer, this Agreement shall not be affected and the parties shall not be excused from performance hereunder, but, as of the Effective Time, at Buyer’s request, Seller shall assign to Buyer all of its right, title and interest in and to the proceeds of insurance insuring against the loss and Seller’s interest in sums payable thereunder or, to the extent that such proceeds are less than the Cost Estimate, make payment to Buyer in amount that together with such proceeds equals the Cost Estimate.

No Material Casualty. Between the Execution Date and the Effective Time, no Material Casualty shall have occurred. A “Material Casualty” shall mean damage or destruction of any part of the Acquired Purchased Assets or Lease Assets by fire or the elements or by any other cause and the cost to repair such damage is reasonably likely to exceed $150,000.00. In the event of a Material Casualty, Seller shall within fifteen (15) business days after such Material Casualty provide written notice thereof to Buyer. Such notice shall include copies of all insurance policies then in force relating to the Acquired Purchased Assets or Lease Assets covering such Material Casualty and, Seller’s initial good faith estimate of the cost to repair such damage or destruction (“Cost Estimate”). Buyer may, by written notice to Seller within twenty (20) days after BuyerXxxxx’s receipt of notice of the Material Casualty, elect in writing to terminate this Agreement. Should Buyer terminate this Agreement in accordance with the provisions of this Section 4.65.06, this Agreement shall be terminated. If any part of the Acquired Purchased Assets or Lease Assets is damaged or destroyed prior to the Closing Date but this Agreement cannot be terminated or is not terminated by BuyerBuyer in accordance with the foregoing, this Agreement shall not be affected and the parties shall not be excused from performance hereunder, except as otherwise provided hereunder, but, as of the Effective Time, at Buyer’s request, Seller shall assign to Buyer all of its right, title and interest in and to the proceeds of insurance insuring against the loss and SellerXxxxxx’s interest in sums payable thereunder or, to thereunder. To the extent that such proceeds are less than the Cost Estimate, Seller shall either make payment to Buyer in amount that together with such proceeds equals the Cost EstimateEstimate or Seller may, by written notice to Buyer within twenty (20) days after Seller’s receipt of Buyer’s election to proceed to Closing notwithstanding such Material Casualty, elect in writing to terminate this Agreement.