Procedure Upon Casualty Sample Clauses

Procedure Upon Casualty. 48 Section 13.3. Provisions of Article 13 . . . . . . . 51
Sample 1
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Procedure Upon Casualty. In the event of any damage to the Complex by reason of fire or other casualty occurring prior to the Closing (a "Casualty"), Seller shall, within thirty (30) days after the Casualty, obtain from a building contractor of its choice an estimate of the cost necessary to repair, restore, or replace any such damage in a manner which is in accordance with the requirements of applicable law (a "Repair") and the estimated time period to complete such Repair. If the estimated cost of the Repair is less than $100,000.00 and the estimated time of completion is less than 120 days, Seller shall so notify Buyer and Seller shall promptly undertake to complete the Repair. In such case, Seller shall have the right to adjourn the Closing for a period not to exceed 120 days to enable Seller to complete the Repair. At Buyer's option, as more fully set forth in Section 16.11, below, the Closing may be adjourned as to the entire Complex, or as to the portion of the Complex affected by such casualty only, or the Closing may take place prior to the Repair, whereupon Seller's Repair obligation shall survive Closing. If the estimated cost of the Repair is $100,000.00 or more, or if the estimated time to complete the Repair is 120 days or more, Seller shall so notify Buyer, such notice to also indicate whether or not Seller is willing to make the Repair, and, if Seller is not willing to Repair, Seller's best estimate of the amount of insurance proceeds which will be available from
Sample 1
Procedure Upon Casualty. (a) For purposes of this Paragraph 10, the following terms shall have the following meanings: "Casualty" means a fire, vandalism, act of God, or other casualty or cause which causes damage or injury to the Property. "Major Casualty" means a Casualty which (x) results in Restoration Costs in excess of $235,000 and (y) will require (as reasonably determined by an architect or engineer selected by Seller and reasonably approved by Buyer (the "Estimator")) more than 120 days from the occurrence of the Casualty to fully repair and restore the Property. "Restoration Costs" means, as of any date with respect to any Casualty, the cost to be incurred, from and after such date, to repair or restore (as reasonably determined by the Estimator) the damage to the Property. (b) If a Casualty shall occur prior to the Closing, then within ten (10) Business Days after such occurrence, Seller shall deliver to Buyer a written notice (the "Casualty Notice") describing the Casualty in question. The Casualty Notice shall be accompanied by a statement from the Estimator setting forth the estimated Restoration Costs and the estimated time necessary to repair the Property to its condition immediately prior to such Casualty. (c) If the Casualty is not a Major Casualty, then Buyer shall have the right, exercisable by written notice given to Seller within ten (10) Business Days after Buyer has received the Casualty Notice, to either (i) require that Seller complete the necessary repairs and restoration of the Property at Seller's cost or (ii) accept the Property subject to such Casualty. If Buyer does not elect to accept title to the Property subject to such Casualty as aforesaid, then Seller promptly shall undertake to complete the necessary repairs and restoration. (d) If the Casualty is a Major Casualty, then Buyer shall have the right to terminate this Agreement by giving written notice to Seller within ten (10) Business Days after Buyer's receipt of the Casualty Notice. If Buyer so elects to
Sample 1

Related to Procedure Upon Casualty

  • Procedure Upon Termination In the event of termination by Buyer or Seller, as applicable, pursuant to Section 6.1 hereof, written notice thereof shall forthwith be given to the other party and the transactions contemplated by this Agreement shall be terminated without further action by Buyer or Seller. If the transactions contemplated by this Agreement are so terminated:

  • Procedure upon Purchase The Company shall deposit cash (in respect of a cash purchase under Section 3.08(c) or for fractional interests, as applicable) or shares of Common Stock, or a combination thereof, as applicable, at the time and in the manner as provided in Section 3.11, sufficient to pay the aggregate Purchase Price of all Securities to be purchased pursuant to this Section 3.08. As soon as practicable after the Purchase Date, the Company shall deliver to each Holder entitled to receive Common Stock through the Paying Agent, a certificate for the number of full shares of Common Stock issuable in payment of the Purchase Price and cash in lieu of any fractional interests. The person in whose name the certificate for Common Stock is registered shall be treated as a holder of record of shares of Common Stock on the Business Day following the Purchase Date. Subject to Section 3.08(d), no payment or adjustment will be made for dividends on the Common Stock the record date for which occurred on or prior to the Purchase Date.

  • Procedure Upon Termination of Trust (a) Notice of any termination pursuant to the provisions of Section 10.1, specifying the Distribution Date upon which the final distribution shall be made, shall be given promptly by the Trustee by first class mail to the Paying Agent, the Rating Agencies, the Class R-I, Class R-II and REMIC III Certificateholders mailed no later than ten days prior to the date of such termination. Such notice shall specify (A) the Distribution Date upon which final distribution on the Class R-I, Class R-II and REMIC III Certificates will be made, and upon presentation and surrender of the Class R-I, Class R-II and REMIC III Certificates at the office or agency of the Certificate Registrar therein specified, and (B) that the Record Date otherwise applicable to such Distribution Date is not applicable, distribution being made only upon presentation and surrender of the Class R-I, Class R-II and REMIC III Certificates at the office or agency of the Certificate Registrar therein specified. The Trustee shall give such notice to the Depositor and the Certificate Registrar at the time such notice is given to Holders of the Class R-I, Class R-II and REMIC III Certificates. Upon any such termination, the duties of the Certificate Registrar with respect to the Class R-I, Class R-II and REMIC III Certificates shall terminate and the Trustee shall terminate, or request the Master Servicer and the Paying Agent to terminate, the Certificate Account and the Distribution Account and any other account or fund maintained with respect to the Certificates, subject to the Paying Agent's obligation hereunder to hold all amounts payable to the Class R-I, Class R-II and REMIC III Certificateholders in trust without interest pending such payment.

  • Procedure Upon Termination of Trust Fund (a) Notice of any termination pursuant to the provisions of Section 7.01, specifying the Distribution Date upon which the final distribution shall be made, shall be given promptly by the Trustee by first class mail to Certificateholders mailed upon (x) the sale of all of the property of the Trust Fund by the Trustee pursuant to Section 7.01(b) or (y) upon the final payment or other liquidation of the last Mortgage Loan or REO Property in the Trust Fund. Such notice shall specify (A) the Distribution Date upon which final distribution on the Certificates of all amounts required to be distributed to Certificateholders pursuant to Section 5.02 will be made upon presentation and surrender of the Certificates at the Corporate Trust Office, and (B) that the Record Date otherwise applicable to such Distribution Date is not applicable, distribution being made only upon presentation and surrender of the Certificates at the office or agency of the Trustee therein specified. The Trustee shall give such notice to the Master Servicer and the Certificate Registrar at the time such notice is given to Holders of the Certificates. Upon any such termination, the duties of the Certificate Registrar with respect to the Certificates shall terminate and the Trustee shall terminate or request the Master Servicer to terminate, the Collection Account it maintains, the Certificate Account and any other account or fund maintained with respect to the Certificates, subject to the Trustee’s obligation hereunder to hold all amounts payable to Certificateholders in trust without interest pending such payment.

  • Procedures Upon Dissolution Upon dissolution of the Company, the Manager shall wind up the business and affairs of the Company and shall cause all property and assets of the Company to be distributed as follows:

  • Order of Payment of Liabilities Upon Dissolution After determining that all debts and liabilities of the Company, including all contingent, conditional or unmatured liabilities of the Company, in the process of winding-up, including, without limitation, debts and liabilities to the Member in the event it is a creditor of the Company to the extent otherwise permitted by law, have been paid or adequately provided for, the remaining assets shall be distributed in cash or in kind to the Member.

  • Procedure Upon Optional Termination (a) In case of any Optional Termination pursuant to Section 11.01, the Terminating Entity shall, at least twenty days prior to the date notice is to be mailed to the affected Certificateholders notify the Trustee and Trust Administrator of such Optional Termination Date and of the applicable purchase price of the Mortgage Loans to be purchased. The Trust Administrator shall give notice to the Rating Agencies of election to purchase the Mortgage Loans pursuant to Section 11.01 hereof and of the Optional Termination Date.

  • Certain Benefits Upon Termination Executive’s employment shall be terminated upon the earlier of (i) the voluntary resignation of Executive with or without Good Reason; (ii) Executive’s death or permanent disability; or (iii) upon the termination of Executive’s employment by LTC for any reason at any time. In the event of such termination, the below provisions of this Section 6 shall apply, and in the event of a Change in Control, whether or not Executive’s employment is terminated thereby, Section 6(b) shall apply.

  • Remedies Upon Termination If this Agreement is terminated as provided herein:

  • Procedure for Claims (a) Any person who desires to seek indemnification under any part of this Section 18 (each, an “Indemnified Party”) shall give written notice in reasonable detail (a “Claim Notice”) to each party responsible or alleged to be responsible for indemnification hereunder (an “Indemnitor”) and the Deposit Holder prior to any applicable Expiration Date (as defined below). Such notice shall briefly explain the nature of the claim and the parties known to be invoked, and shall specify the amount thereof. If the matter to which a claim relates shall not have been resolved as of the date of the Claim Notice, the Indemnified Party shall estimate the amount of the claim in the Claim Notice, but also specify therein that the claim has not yet been liquidated (an “Unliquidated Claim”). If an Indemnified Party gives a Claim Notice for an Unliquidated Claim, the Indemnified Party shall also give a second Claim Notice (the “Liquidated Claim Notice”) within 60 days after the matter giving rise to the claim becomes finally resolved, and the second Claim Notice shall specify the amount of the claim. Each Indemnitor to which a Claim Notice is given shall respond to any Indemnified Party that has given a Claim Notice (a “Claim Response”) within 30 days (the “Response Period”) after the later of (i) the date that the Claim Notice is given or (ii) if a Claim Notice is first given with respect to an Unliquidated Claim, the date on which the Liquidated Claim Notice is given. Any Claim Response shall specify whether or not the Indemnitor giving the Claim Response disputes the claim described in the Claim Notice. If any Indemnitor fails to give a Claim Response within the Response Period, such Indemnitor shall be deemed not to dispute the claim described in the related Claim Notice. If any Indemnitor elects not to dispute a claim described in a Claim Notice, whether by failing to give a timely Claim Response in accordance with the terms hereof or otherwise, then the amount of such claim shall be conclusively deemed to be an obligation of such Indemnitor.

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