Non-Material Loss. In the event that, prior to the Closing, the Real Property shall suffer a Non-Material Loss, Seller shall immediately notify Buyer of such Non-Material Loss and, in such a case, Buyer shall be obligated to purchase the Property (in its then-existing condition) in accordance with the terms and conditions of this Agreement, subject to the terms and conditions of this Section 8.3
Non-Material Loss. In the event that, prior to the Closing, the Real Property shall suffer a Non-Material Loss, Seller shall immediately notify Buyer of such Non-Material Loss and, in such a case, Buyer shall be obligated to purchase the Property (in its then existing condition) in accordance with the terms and conditions of this Agreement, subject to the terms and conditions of this Section 8.3(b). In such a case, Seller shall pay and assign to Buyer on the Closing any and all casualty insurance proceeds previously paid or payable to Seller, and Buyer shall also be entitled to a credit against the Purchase Price in an amount equal to the sum of: (A) any insurance deductible; and (B) an amount equal to the estimated costs, fees and expenses to repair and/or replace the uninsured portion of the Non-Material Loss. In the event such Non-Material Loss is not covered by insurance, then Buyer shall be entitled to an offset against the Purchase Price in an amount equivalent to the monetary value of such Non-Material Loss.
Non-Material Loss. In the event that, prior to the Closing, the Real Property shall suffer a Non-Material Loss, Seller shall immediately notify Buyer of such Non-Material Loss and, in such a case, Buyer shall be obligated to purchase the Property (in its then existing condition) in accordance with the terms and conditions of this Agreement, subject to the terms and conditions of this Section 8.3(b). In such a case, Seller shall pay and assign to Buyer on the Closing any and all casualty insurance proceeds previously paid or payable to Seller, and Buyer shall also be entitled to a credit against the Purchase Price in an amount equal to any insurance deductible, as well as an amount equal to the estimated costs, fees and expenses to repair and/or replace the uninsured portion of the Non-Material Loss, as determined by an independent third party general contractor mutually acceptable to Buyer and Seller. In the event such Non-Material Loss is not covered by insurance, then Buyer shall be entitled to an offset against the Purchase Price in an amount equivalent to the monetary value of such Non-Material Loss.
Non-Material Loss. In the event that, prior to the Closing, the Real Property shall suffer a Non-Material Loss, Seller shall immediately notify Buyer of such Non-Material Loss and, in such a case, Buyer shall be obligated to purchase the Property (in its then existing condition) in accordance with the terms and conditions of this Agreement, subject to the terms and conditions of this Section 8.3(b). In such a case, Seller shall pay and assign to Buyer on the Closing any and all casualty insurance proceeds previously paid or payable to Seller, and Buyer shall also be entitled to a credit against the Purchase Price in an amount equal to: (A) for an insured loss, any insurance deductible; and (B) for an uninsured loss, an amount equal to the estimated costs, fees and expenses to repair and/or replace the uninsured portion of the Non-Material Loss, less any reasonable sums expended by Seller toward the collection of such proceeds or awards or to restoration or repair of the Property (the nature of which restoration or 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).
Non-Material Loss. In the event that, prior to the Closing, the Real Property shall suffer a Non-Material Loss or an eminent domain or condemnation proceeding not amounting to a Material Taking (a “Minor Taking”), Buyer shall be obligated to purchase the Property (in its then existing condition) in accordance with, and subject to, the terms and conditions of this Agreement, subject to the terms and conditions of this Section 8.3(b). In the event of a Non-Material Loss, Seller shall assign to Buyer on the Closing any and all casualty insurance proceeds, if any, previously paid or payable to Seller in connection with Non-Material Loss and shall pay to Buyer the amount of any applicable deductible. In the event of a Minor Taking, Seller shall pay or assign to Buyer on the Closing any amount of compensation, awards or other payments or relief previously paid or payable to Seller resulting from such Minor Taking.
Non-Material Loss. In the event, in Seller's determination, the Improvements have been neither Materially Damaged or Substantially Damaged by a Casualty, the rights and obligations of the parties shall not be affected thereby and at the sole option of Seller, (a) Seller shall repair the Improvements to substantially their condition prior to such damage, or (b) Seller shall deliver to Purchaser an amount equal to the deductible and assign to Purchaser all of its rights in the resulting casualty insurance proceeds (but the amount of such deductible plus insurance proceeds shall not exceed the lesser of (i) the cost of repair or (ii) the Purchase Price) and a pro rata share of the rental or business loss proceeds, if any, from the insurance coverage. In the event Seller elects to assign insurance proceeds, (A) Purchaser may notify all appropriate insurance companies of its interest in the insurance proceeds, and (B) all casualty insurance proceeds payable as a result of the loss (subject to the limitation herein described) and Purchaser's pro rata share of any rental or business loss proceeds shall be assigned to Purchaser at Closing.
Non-Material Loss. In the event, in Seller's determination, the Improvements have sustained less than Material Damage by a Casualty, the rights and obligations of the parties shall not be affected thereby and Seller shall repair the Improvements to substantially their condition prior to such damage.
Non-Material Loss. In the event the cost of restoration following a Casualty is less than two percent (2%) of the Purchase Price, the rights and obligations of the parties shall not be affected thereby, the Agreement shall remain in full force and effect, and if Seller has not fully repaired the damage prior to Closing, then Purchaser shall receive Purchaser's Casualty Reimbursements. 1184306 v7
Non-Material Loss. In the event that, prior to the Closing, any Improved Parcel shall suffer a Non-Material Loss, such Seller shall promptly notify Buyer of such Non-Material Loss and, in such a case, Buyer shall be obligated to purchase the Property (in its then existing condition) in accordance with the terms and conditions of this Agreement, subject to the terms and conditions of this Section 8.3(b). In such a case, each Seller shall pay and assign to Buyer on the Closing, upon the written consent of the applicable insurer, any and all casualty insurance proceeds previously paid (and not yet used by such Seller to secure, repair or restore the Property) or payable to such Seller, and Buyer shall also be entitled to a credit against the Purchase Price in an amount equal to the sum of any insurance deductible. In the event the applicable insurer will not consent to the assignments of any insurance claim to Buyer, such Seller shall pursue the applicable insurance claim on behalf of Buyer (and Buyer shall assist such Seller as reasonably requested by Seller) and will turn over insurance proceeds from such claim to Buyer, less any actual expenses of such Seller’s pursuit of such insurance claim, upon Seller’s receipt of same.
Non-Material Loss. In the event, in Seller’s and its insurance adjuster’s reasonable determination, the cost of restoration following a Casualty does not constitute Material Damage, the rights and obligations of the parties shall not be affected thereby and at the option of Seller, (a) Seller shall repair the Improvements to substantially their condition prior to such damage, which restoration shall be completed prior to or as soon as practicable following the Closing Date, in which event this obligation shall survive Closing and Seller shall post cash, a letter of credit or other reasonable security with the Escrow Agent to secure its obligation to complete such restoration, or (b) Seller shall assign to Purchaser all of its rights in the resulting casualty insurance proceeds (including any existing loss of rents insurance attributable to the period on and after Closing) and deliver to Purchaser an amount equal to the deductible and any additional amount necessary to restore the Improvements to their condition prior to the Casualty.
