Non-Material Damage. In the event that prior to the Close ------------------- of Escrow there is any non-material damage to the Real Property, or any part thereof, Buyer shall accept the Real Property in its then condition with an abatement or reduction in the Purchase Price equal to the amount of the deductible for the applicable insurance coverage and proceed with the transaction contemplated by this Agreement, in which event Buyer shall be entitled to an assignment of all of Seller's rights to any insurance proceeds payable by reason of such damage or destruction. Seller shall not compromise, settle or adjust any claims to such proceeds without Buyer's prior written consent, which consent may be withheld in Buyer's sole and absolute discretion.
Non-Material Damage. In the event that, prior to the Closing, there is any non-material damage to the Property caused by casualty, Seller shall elect either (i) to repair or replace such damage prior to the Closing and Purchaser shall proceed with the Closing following completion of such repair or replacement, or (ii) to proceed to Closing without repair or replacement of the damage, in which case the Purchase Price shall be reduced by the amount of any deductible for the applicable insurance coverage and Purchaser shall be entitled to receive an assignment of all of Seller’s rights to any insurance proceeds payable by reason of such damage or destruction; provided, however, that any cost or expense incurred by Seller in connection with repairing or replacing such damage shall not be included in any closing or post-closing proration or adjustment of the Purchase Price or otherwise credited to Seller’s benefit in connection with this transaction.
Non-Material Damage. In the event that prior to the Close of Escrow there is any non-material damage to the Property, or any part thereof, Seller may repair or replace the damaged improvements prior to the Close of Escrow (and, if necessary to allow Seller time to complete such repair or replacement, the Close of Escrow will be extended by the number of days necessary to complete such repair or replacement, but in no event may the Close of Escrow be extended by more than thirty (30) days). If Seller completes such repair or replacement, Seller shall retain its rights to any insurance proceeds payable by reason of such damage or destruction. In the event Seller is unable or unwilling to repair or replace the damaged improvements, Seller shall notify Buyer in writing of such fact and Buyer shall accept the Property in its then condition with a reduction in the Purchase Price equal to the estimated cost to restore and proceed with the transaction contemplated by this Agreement.
Non-Material Damage. If the damage is not “Material” (as defined in Section 11.3 below), then Seller will promptly contract for and commence the repairs (the “Damage Repairs”) and complete so much thereof as may be reasonably accomplished prior to the Closing Date. In the event that all of the Damage Repairs are not completed on or before the Closing Date, Seller will assign to Purchaser so much of the insurance proceeds resulting from such damage as have not then been expended for repairs, and Seller will assign to Purchaser, and Purchaser will assume, the rights and obligations under the construction contract(s) pursuant to which the Damage Repairs are being completed (the “Repair Contracts”), except that Seller will not assign those Repair Contracts with respect to which, as of the Closing Date, the applicable work has been completed and Seller has paid the applicable contractor and/or vendor in full. At Closing, Purchaser will be entitled to a credit against the Purchase Price equal to (i) the sum of (a) the deductible amount of Seller’s insurance policy, plus (b) the amount of insurance proceeds (including rental interruption or business loss insurance for the period after Closing), if any, received by Seller prior to the Closing Date, plus (c) the amount of the uninsured portion of such damage, if any, upon the Closing, less (ii) any amounts paid by Seller in connection with any of the Repair Contracts. From and after the Closing Date, Seller will retain any and all rights to adjust any insurance claims it initiated in connection with the Damage Repairs (the “Insurance Claims”), subject to Purchaser’s approval, not to be unreasonably withheld, and other than such approval, Purchaser specifically waives any right to adjust the Insurance Claims and/or to negotiate with the applicable insurance company and/or their representatives concerning the Insurance Claims. To the extent that Seller receives any insurance proceeds from the Insurance Claims after Closing, Seller will promptly deliver such insurance proceeds to Purchaser. Purchaser will be responsible for all further repairs to the damage, and the credit described in this Section 11.2 will be in full settlement of any claims Purchaser may have against Seller relative to the damage, Purchaser specifically waiving any further rights or remedies against Seller with respect to the damage. This Section 11.2 will survive Closing and will not be merged into any document or instrument delivered at Closing.
Non-Material Damage. If any Mall suffers damage to other than a Material Part, the Closing Date shall not be extended, and, in the case of a Seller-Owned Mall, Seller shall (A) deliver to Purchaser at Closing all insurance or condemnation proceeds received on account of such damage or taking (other than those relating to business interruption loss for the period prior to the Closing) and (B) assign to Purchaser at Closing Seller's right to recover under any insurance policies covering such damage and (C) shall pay to Purchaser by credit to the Purchase Price at Closing the amount of the deductible, if any. The provisions of
Non-Material Damage. If the loss or damage is not deemed to affect a "material part" of the Property, this Agreement shall remain in full force and effect and there shall be no reduction in the Purchase Price, and Seller shall assign any amounts received (in excess of any applicable deductibles) and any rights to receive insurance or condemnation proceeds payable on account of such loss or damage. Seller covenants to maintain fire insurance on the Property in an amount not less than Five Million ($5,000,000.00) Dollars, and will provide Buyer with evidence of same upon the execution and delivery of this Agreement.
Non-Material Damage. If such damage or destruction is not material, Lessee shall, at Lessee's sole cost and expense, restore the Facility to substantially the same condition as existed immediately before the damage or destruction and otherwise in accordance with the terms of this Lease, and such damage or destruction shall not terminate this Lease.
Non-Material Damage. If the Garage suffers damage to other than a Material Part, the Closing Date shall not be extended, and Seller shall (i) deliver to Purchaser at Closing
Non-Material Damage. If the property is damaged by fire, act or God, or other casualty prior to the Closing and if the Property can be restored prior to Closing at a cost less than One Million Dollars ($1,000,000.00) to substantially the same condition existing prior to such damage, Seller shall so restore the Property and the Closing Date shall be as set forth in this Agreement. In the event that the Property cannot be so restored prior to Closing and the cost to repair is less than $1,000,000.00, Seller shall deliver to Buyer at Closing all insurance proceeds plus that additional amount, if any, which is required to repair or restore such damage, which amount shall be mutually determined by Buyer and Seller, and there shall be no reduction of the Purchase Price.
Non-Material Damage. In the event the damage, destruction, or other casualty to the Property does not exceed One Hundred Thousand and No/100 ($100,000.00), then Buyer shall not have the right to cancel this Contract, but shall proceed to Closing, in which case Seller shall transfer and assign to Buyer all of Seller’s right, title and interest in and to all proceeds from all casualty and lost profits insurance policies maintained by Seller with respect to the Property, except those proceeds allocable to costs incurred by, and lost profits of, Seller for the period prior to the Closing.
