Common use of Significant Casualty Clause in Contracts

Significant Casualty. If, prior to or on the Closing Date, all or any portion of the Real Properties and the Improvements is destroyed or damaged by fire or other casualty, Sellers will promptly notify Purchaser of such casualty. Purchaser will have the option, in the event that (i) all or any Significant Portion to any of the Real Properties and any of the Improvements is so destroyed or damaged, (ii) any Major Tenant is permitted to terminate its Tenant Lease as a result of such casualty, or (iii) any portion of the Real Property and/or Improvements fails to comply with applicable zoning laws, rules and regulations as a result of such casualty, which non-compliance is not susceptible to being fully cured by the restoration of the affected Real Property and/or Improvements to the condition of same as existed immediately prior to the occurrence of the casualty, to terminate this Agreement upon notice to Sellers given not later than fifteen (15) days after receipt of Sellers’ notice. If this Agreement is terminated, the Xxxxxxx Money Deposit will be returned to Purchaser upon Purchaser’s compliance with Section 4.6 and thereafter neither Sellers nor Purchaser will have any further rights or obligations to the other hereunder except with respect to the Termination Surviving Obligations. If Purchaser does not elect to terminate this Agreement, Sellers will not be obligated to repair such damage or destruction, but (a) the applicable Seller(s) will assign and turn over to Purchaser all of the insurance proceeds net of reasonable collection costs (or, if such have not been awarded, all of its right, title and interest therein) payable with respect to such fire or other casualty (excluding any proceeds of insurance that are payable on account of any business interruption, rental insurance or similar coverage intended to compensate the applicable Seller(s) for loss of rental or other income from the Property attributable to periods prior to the Closing), and (b) the parties will proceed to Closing pursuant to the terms hereof without abatement of the Purchase Price, except that Purchaser will receive a credit against cash due at Closing for the amount to repair any uninsured portion of the casualty plus the amount of the deductible on such insurance policy less any amounts expended by the applicable Seller(s) to collect any such insurance proceeds or to make such repairs or to remedy any unsafe conditions at the Property, other than repairs which are the responsibility of Tenants under Tenant Leases as mutually agreed upon by Purchaser and Sellers, all parties agreeing to act reasonably.

Significant Casualty. If, prior to or on the Closing Date, all or any portion of the Real Properties Land and the Improvements is destroyed or damaged by fire or other casualty, Sellers Seller will promptly notify Purchaser of such casualty. Purchaser will have the option, in the event that (i) all or any Significant Portion to significant portion of any of the Real Properties and any of the Improvements School is so destroyed or damaged, damaged so as to make operation of a School impractical (ii) any Major Tenant is permitted to terminate its Tenant Lease as a result of such casualty, or (iii) any portion of the Real Property and/or Improvements fails to comply with applicable zoning laws, rules and regulations as a result of such casualty, which non-compliance is not susceptible to being fully cured by the restoration of the affected Real Property and/or Improvements to the condition of same as existed immediately prior to the occurrence of the casualty“Significant Portion”), to terminate this Agreement with respect to such affected School upon notice to Sellers Seller given not later than fifteen ten (1510) days after receipt of Sellers’ Seller’s notice. If this Agreement is terminatedterminated with respect to an affected School, the Xxxxxxx Money Deposit will not be returned to Purchaser upon Purchaser’s compliance and the parties will proceed to Closing with Section 4.6 the remaining Schools, and thereafter neither Sellers nor Purchaser the Purchase Price will have any further rights or obligations to be reduced by the other hereunder except with respect to Allocated Percentage of the Termination Surviving Obligationsaffected School. If Purchaser does not elect to terminate this AgreementAgreement with respect to the affected School, Sellers Seller will not be obligated to repair such damage or destruction, destruction but (a) Purchaser shall have the applicable Seller(sright to act jointly with Seller to adjust the insurance proceeds related to the same, (b) Seller will assign and turn over to Purchaser all of the insurance proceeds net of reasonable collection costs (or, if such have not been awarded, all of its right, title and interest therein) payable with respect to such fire or other casualty (excluding any proceeds of insurance that are payable on account of any business interruption, rental insurance or similar coverage intended to compensate the applicable Seller(s) Seller for loss of rental or other income from the Property attributable to periods prior to the Closing), and (bc) the parties will proceed to Closing pursuant to the terms hereof without abatement of the Purchase Price, except that Purchaser will receive a credit against cash due at Closing for the amount to repair any uninsured portion of the casualty plus the amount of the deductible on such insurance policy less any amounts reasonably and actually expended by the applicable Seller(s) Seller to collect any such insurance proceeds or to make such repairs or to remedy any unsafe conditions at the Propertyaffected School, other than repairs which are and (d) Purchaser shall deliver all insurance proceeds to Seller and Seller will rebuild the responsibility Property in accordance with the applicable provisions of Tenants under Tenant Leases as mutually agreed upon by Purchaser and Sellers, all parties agreeing to act reasonablythe Execution Version of the Lease.

Significant Casualty. If, prior to or on the Closing Date, all or any portion of the Real Properties and the Improvements Property is destroyed or damaged by fire or other casualty, Sellers Seller will promptly notify Purchaser of such casualty. Purchaser will have the option, in the event that (i) all or any Significant Portion to any of the Real Properties and any of the Improvements Property is so destroyed or damaged, (ii) any Major Tenant is permitted to terminate its Tenant Lease as a result of such casualty, or (iii) any portion of the Real Property and/or Improvements fails to comply with applicable zoning laws, rules and regulations as a result of such casualty, which non-compliance is not susceptible to being fully cured by the restoration of the affected Real Property and/or Improvements to the condition of same as existed immediately prior to the occurrence of the casualty, to terminate this Agreement in its entirety upon notice to Sellers Seller given not later than fifteen ten (1510) days Business Days after receipt of Sellers’ Seller’s notice. If this Agreement is terminated, the Xxxxxxx Money Deposit will be returned to Purchaser upon Purchaser’s compliance with Section 4.6 and thereafter neither Sellers Seller nor Purchaser will have any further rights or obligations to the other hereunder except with respect to the Termination Surviving Obligations. If Purchaser does not elect to terminate this Agreement, Sellers Seller will not be obligated to repair such damage or destruction, but (a) the applicable Seller(s) Seller will assign and turn over to Purchaser all of the insurance proceeds net of reasonable collection costs (or, if such have not been awarded, all of its right, title and interest therein) payable with respect to such fire or other casualty (excluding any proceeds of insurance that are payable on account of any business interruption, rental insurance or similar coverage intended to compensate the applicable Seller(s) Seller for loss of rental or other income from the Property attributable to periods prior to the Closing), and (b) the parties will proceed to Closing pursuant to the terms hereof without abatement of the Purchase Price, except that Purchaser will receive a credit against cash due at Closing for the amount to repair any uninsured portion of the casualty plus the amount of the deductible on such insurance policy less any amounts expended by the applicable Seller(s) Seller to collect any such insurance proceeds or to make such repairs or to remedy any unsafe conditions at the Property, Property (other than repairs which are the responsibility of Tenants under Tenant Leases Leases) as mutually agreed upon reasonably estimated by Purchaser and Sellers, all parties agreeing to act reasonablySeller.

Significant Casualty. If, prior to or on the Closing Date, all or any portion a Significant Portion of the Real Properties Property and the Improvements is destroyed or damaged by fire or other casualty, Sellers Seller will promptly notify Purchaser of such casualty. Purchaser will have the option, in the event that (i) all or any Significant Portion to any of the Real Properties and any of the Improvements is so destroyed or damaged, (ii) any Major Tenant is permitted to terminate its Tenant Lease as a result of such casualty, or (iii) any portion of the Real Property and/or Improvements fails to comply with applicable zoning laws, rules and regulations as a result of such casualty, which non-compliance is not susceptible to being fully cured by the restoration of the affected Real Property and/or Improvements to the condition of same as existed immediately prior to the occurrence of the casualty, option to terminate this Agreement upon notice to Sellers Seller given not later than fifteen the earlier to occur of (15x) the Closing Date or (y) ten (10) days after receipt of Sellers’ Seller’s notice. If this Agreement is terminated, the Xxxxxxx Money Deposit will be returned to Purchaser upon Purchaser’s compliance with Section 4.6 4.5 and thereafter neither Sellers Seller nor Purchaser will have any further rights or obligations to the other hereunder except with respect to the Termination Surviving Obligations. If Purchaser does not elect to terminate this Agreement, Sellers Seller will not be obligated to repair such damage or destruction, destruction but (a) as to the applicable Seller(s) Real Property and/or Improvements, Seller will assign and turn over to Purchaser all of the insurance proceeds net of reasonable collection costs paid to Seller (or, if such proceeds have not been awarded, any and all of its Seller’s right, title and interest therein) payable ), net of reasonable collection costs and any costs incurred by Seller to restore the Property, with respect to such fire or other casualty (excluding any proceeds of insurance that are payable on account of any business interruption, rental insurance or similar coverage intended to compensate the applicable Seller(s) for loss of rental or other income from the Property attributable to periods prior to the Closing)casualty, and (b) the parties will proceed to Closing pursuant to the terms hereof without abatement of the Purchase Price, except that that, as to the Real Property and/or Improvements Purchaser will receive a credit against cash due at Closing for the lesser of (i) any insurance deductible amount to repair any uninsured portion or (ii) the cost of the casualty plus the amount of the deductible on such insurance policy less any amounts expended by the applicable Seller(s) to collect any such insurance proceeds or to make such repairs or to remedy which have not been made by Seller, if any unsafe conditions at the Property, (other than repairs which are the responsibility of Tenants under Tenant Leases Leases) as mutually agreed reasonably estimated by Seller. Notwithstanding the foregoing, if (A) the insurance proceeds to be assigned to Purchaser as provided in this Section 9.1 plus the credit in the immediately preceding sentence are less than (B) the amount required to restore the Improvements (excluding repairs which are the responsibility of Tenants under Tenant Leases) to the condition which existed prior to the casualty, as reasonably estimated by Seller (“Uninsured Significant Casualty”), Seller may, but is not obligated to, provide a credit to Purchaser at Closing equal to the amount of such Uninsured Significant Casualty. If Seller agrees to provide such credit at Closing in a written notice to Purchaser given prior to the Closing Date, the parties will proceed to Closing pursuant to the terms hereof. If Seller does not agree to provide such credit at Closing, Purchaser will have the option to terminate this Agreement upon by notice to Seller given not later than the earlier to occur of (x) the Closing Date or (y) ten (10) days after receipt of Seller’s notice, failing which Purchaser shall be obligated to close without any credit for the Uninsured Significant Casualty. If this Agreement is terminated, the Xxxxxxx Money Deposit will be returned to Purchaser upon Purchaser’s compliance with Section 4.5 and Sellers, all parties agreeing thereafter neither Seller nor Purchaser will have any further rights or obligations to act reasonablythe other hereunder except with respect to the Termination Surviving Obligations.

Significant Casualty. If, prior to or on the Closing Date, all or any portion of the Real Properties and the Improvements is destroyed or damaged by fire or other casualty, Sellers Seller will promptly notify Purchaser of such casualty. Purchaser will have the option, in the event that (i) all or any Significant Portion to any of the Real Properties and any of the Improvements is so destroyed or damaged, (ii) any Major Tenant is permitted to terminate its Tenant Lease as a result of such casualty, or (iii) any portion of the Real Property and/or Improvements fails to comply with applicable zoning laws, rules and regulations as a result of such casualty, which non-compliance is not susceptible to being fully cured by the restoration of the affected Real Property and/or Improvements to the condition of same as existed immediately prior to the occurrence of the casualty, to terminate this Agreement upon notice to Sellers Seller given not later than fifteen (15) days after receipt of Sellers’ Seller’s notice. If this Agreement is terminated, the Xxxxxxx Money Deposit will be returned to Purchaser upon Purchaser’s compliance with Section 4.6 and thereafter neither Sellers Seller nor Purchaser will have any further rights or obligations to the other hereunder except with respect to the Termination Surviving Obligations. If Purchaser does not elect to terminate this Agreement, Sellers Seller will not be obligated to repair such damage or destruction, but (a) the applicable Seller(s) Seller will assign and turn over to Purchaser all of the insurance proceeds net of reasonable collection costs (or, if such have not been awarded, all of its right, title and interest therein) payable with respect to such fire or other casualty (excluding any proceeds of insurance that are payable on account of any business interruption, rental insurance or similar coverage intended to compensate the applicable Seller(s) Seller for loss of rental or other income from the Property attributable to periods prior to the Closing), and (b) the parties will proceed to Closing pursuant to the terms hereof without abatement of the Purchase Price, except that Purchaser will receive a credit against cash due at Closing for the amount to repair any uninsured portion of the casualty plus the amount of the deductible on such insurance policy less any amounts expended by the applicable Seller(s) Seller to collect any such insurance proceeds or to make such repairs or to remedy any unsafe conditions at the Property, other than repairs which are the responsibility of Tenants under Tenant Leases as mutually agreed upon by Purchaser and SellersSeller, all both parties agreeing to act reasonably.

Significant Casualty. If, prior to or on the Closing Date, all or any portion of the Real Properties a Property and the Improvements thereon is destroyed or damaged by fire or other casualty, Sellers will promptly notify Purchaser of such casualty. Purchaser will have the option, in the event that (i) all or any Significant Portion to any of the Real Properties and any of the Improvements a Property is so destroyed or damaged, (ii) any Major Tenant is permitted to terminate its Tenant Lease as a result of such casualty, or (iii) any portion of the Real Property and/or Improvements fails to comply with applicable zoning laws, rules and regulations as a result of such casualty, which non-compliance is not susceptible to being fully cured by the restoration of the affected Real Property and/or Improvements to the condition of same as existed immediately prior to the occurrence of the casualty, to terminate this Agreement (or, if the same affects only one of the Properties, terminating this Agreement solely as it relates to the affected Property, in which case, the Purchase Price shall be modified to be the portion of the Purchase Price allocated only to the Property as to which this Agreement has not been terminated) upon notice to Sellers given not later than fifteen ten (1510) days Business Days after receipt of Sellers’ notice. In addition, Purchaser will have the option, in the event of an uninsured or underinsured (other than by reason of the applicable deductible to be credited against the Purchase Price, as provide below) fire or other casualty to terminate this Agreement (or, if the same affects only one of the Properties, terminating this Agreement solely as it relates to the affected Property, in which case, the Purchase Price shall be modified to be the portion of the Purchase Price allocated only to the Property as to which this Agreement has not been terminated) upon notice to Sellers given not later than ten (10) Business Days after receipt of Sellers’ notice; provided, Sellers may elect within ten (10) Business Days after receipt of Purchaser’s notice to elect to provide Purchaser a credit against the Purchase Price equal to the cost of repairing the uninsured casualty or the underinsured portion of the cost of repairing the underinsured casualty, as applicable, in which case, this Agreement shall not DAL02:624104.4 LEGAL_US_W # 74790953.14 32 terminate, and such credit shall be applied to the Purchase Price at Closing. If this Agreement is terminated, the Xxxxxxx Money Deposit will be returned to Purchaser upon Purchaser’s compliance with Section 4.6 and thereafter neither Sellers nor Purchaser will have any further rights or obligations to the other hereunder except with respect to the Termination Surviving Obligations. If Purchaser does not elect to terminate this Agreement, Sellers will not be obligated to repair such damage or destruction, but (a) the applicable Seller(s) Seller will assign and turn over to Purchaser all of the insurance proceeds net of reasonable collection costs (or, if such have not been awarded, all of its right, title and interest therein) payable with respect to such fire or other casualty (excluding any proceeds of insurance that are payable on account of any business interruption, rental insurance or similar coverage intended to compensate the applicable Seller(s) such Seller for loss of rental or other income from the applicable Property attributable to periods prior to the Closing), which obligation shall survive the Closing, and (b) the parties will proceed to Closing pursuant to the terms hereof without abatement of the Purchase Price, except that Purchaser will receive a credit against cash due at Closing for the amount to repair any uninsured portion of the casualty plus the amount of the deductible on such insurance policy less any amounts expended by the applicable Seller(s) Seller to collect any such insurance proceeds or to make such repairs or to remedy any unsafe conditions at the applicable Property. If Purchaser does not elect to terminate this Agreement by reason of any casualty, other than repairs Purchaser shall have the right to participate in any adjustment of the insurance claim and Sellers shall not compromise, settle or adjust any such claim without Purchaser’s prior written consent (which are the responsibility of Tenants under Tenant Leases as mutually agreed upon by Purchaser consent may be withheld in Purchaser’s sole and Sellers, all parties agreeing to act reasonablyabsolute discretion).

Significant Casualty. If, prior to or on the Closing Date, all or any portion of the Real Properties Property and the Improvements is destroyed or damaged by fire or other casualty, Sellers Seller will promptly notify Purchaser of such casualty. Purchaser will have the option, in the event that (i) all or any Significant Portion to any of the Real Properties Property and any of the Improvements is so destroyed or damaged, (ii) any Major Tenant is permitted to terminate its Tenant Lease as a result of such casualty, or (iii) any portion of the Real Property and/or Improvements fails to comply with applicable zoning -30- laws, rules and regulations as a result of such casualty, which non-compliance is not susceptible to being fully cured by the restoration of the affected Real Property and/or Improvements to the condition of same as existed immediately prior to the occurrence of the casualty, to terminate this Agreement upon notice to Sellers Seller given not later than fifteen (15) days after receipt of Sellers’ Seller’s notice. If this Agreement is terminated, the Xxxxxxx Money Deposit will be returned to Purchaser upon Purchaser’s compliance with Section 4.6 and thereafter neither Sellers Seller nor Purchaser will have any further rights or obligations to the other hereunder except with respect to the Termination Surviving Obligations. If Purchaser does not elect to terminate this Agreement, Sellers Seller will not be obligated to repair such damage or destruction, but (a) the applicable Seller(s) Seller will assign and turn over to Purchaser all of the insurance proceeds net of reasonable collection costs (or, if such have not been awarded, all of its right, title and interest therein) payable with respect to such fire or other casualty (excluding any proceeds of insurance that are payable on account of any business interruption, rental insurance or similar coverage intended to compensate the applicable Seller(s) Seller for loss of rental or other income from the Property attributable to periods prior to the Closing), and (b) the parties will proceed to Closing pursuant to the terms hereof without abatement of the Purchase Price, except that Purchaser will receive a credit against cash due at Closing for the amount to repair any uninsured portion of the casualty plus the amount of the deductible on such insurance policy less any amounts expended by the applicable Seller(s) Seller to collect any such insurance proceeds or to make such repairs or to remedy any unsafe conditions at the Property, other than repairs which are the responsibility of Tenants under Tenant Leases as mutually agreed upon by Purchaser and SellersSeller, all parties agreeing to act reasonably.

Significant Casualty. If, prior to or on the Closing Date, all or any portion of the Real Properties and the Improvements Property is destroyed or damaged by fire or other casualty, Sellers Seller will promptly notify Purchaser of such casualty. Purchaser will have the option, in the event that (i) all or any Significant Portion to any of the Real Properties and any of the Improvements Property is so destroyed or damaged, (ii) any Major Tenant is permitted to terminate its Tenant Lease as a result of such casualty, or (iii) any portion of the Real Property and/or Improvements fails to comply with applicable zoning laws, rules and regulations as a result of such casualty, which non-compliance is not susceptible to being fully cured by the restoration of the affected Real Property and/or Improvements to the condition of same as existed immediately prior to the occurrence of the casualty, to terminate this Agreement in its entirety upon notice to Sellers Seller given not later than fifteen ten (1510) days Business Days after receipt of Sellers’ Seller’s notice. If this Agreement is terminated, the Xxxxxxx Money Deposit will be returned to Purchaser upon Purchaser’s compliance with Section 4.6 and thereafter neither Sellers Seller nor Purchaser will have any further rights or obligations to the other hereunder except with respect to the Termination Surviving Obligations. If Purchaser does not elect to terminate this Agreement, Sellers Seller will not be obligated to repair such damage or destruction, but (a) the applicable Seller(s) Seller will assign and turn over to Purchaser all of the insurance proceeds net of reasonable collection costs (or, if such have not been awarded, all of its right, title and interest therein) payable with respect to such fire or other casualty (excluding any proceeds of insurance that are payable on account of any business interruption, rental insurance or similar coverage intended to compensate the applicable Seller(s) Seller for loss of rental or other income from the Property attributable to periods prior to the Closing), and (b) the parties will proceed to Closing pursuant to the terms hereof without abatement of the Non-Contingent Purchase Price, except that Purchaser will receive a credit against cash due at Closing for the amount to repair any uninsured portion of the casualty plus the amount of the deductible on such insurance policy less any amounts expended by the applicable Seller(s) Seller to collect any such insurance proceeds or to make such repairs or to remedy any unsafe conditions at the Property, Property (other than repairs which are the responsibility of Tenants under Tenant Leases Leases) as mutually agreed upon reasonably estimated by Purchaser and Sellers, all parties agreeing to act reasonablySeller.

Significant Casualty. If, prior to or on the Closing Date, all or any portion of the Real Properties Property and the Improvements is destroyed or damaged by fire or other casualty, Sellers Seller will promptly notify Purchaser of such casualty. Purchaser will have the option, in the event that (i) all or any Significant Portion to any of the Real Properties Property and any of the Improvements is so destroyed or damaged, (ii) any Major Tenant is permitted to terminate its Tenant Lease as a result of such casualty, or (iii) any portion of the Real Property and/or Improvements fails to comply with applicable zoning laws, rules and regulations as a result of such casualty, which non-compliance is not susceptible to being fully cured by the restoration of the affected Real Property and/or Improvements to the condition of same as existed immediately prior to the occurrence of the casualty, to terminate this Agreement upon notice to Sellers Seller given not later than fifteen (15) days after receipt of Sellers’ Seller’s notice. If this Agreement is terminated, the Xxxxxxx Money Deposit will be returned to Purchaser upon Purchaser’s compliance with Section 4.6 and thereafter neither Sellers Seller nor Purchaser will have any further rights or obligations to the other hereunder except with respect to the Termination Surviving Obligations. If Purchaser does not elect to terminate this Agreement, Sellers Seller will not be obligated to repair such damage or destruction, but (a) the applicable Seller(s) Seller will assign and turn over to Purchaser all of the insurance proceeds net of reasonable collection costs (or, if such have not been awarded, all of its right, title and interest therein) payable with respect to such fire or other casualty (excluding any proceeds of insurance that are payable on account of any business interruption, rental insurance or similar coverage intended to compensate the applicable Seller(s) Seller for loss of rental or other income from the Property attributable to periods prior to the Closing), and (b) the parties will proceed to Closing pursuant to the terms hereof without abatement of the Purchase Price, except that Purchaser will receive a credit against cash due at Closing for the amount to repair any uninsured portion of the casualty plus the amount of the deductible on such insurance policy less any amounts expended by the applicable Seller(s) Seller to collect any such insurance proceeds or to make such repairs or to remedy any unsafe conditions at the Property, other than repairs which are the responsibility of Tenants under Tenant Leases as mutually agreed upon by Purchaser and SellersSeller, all parties agreeing to act reasonably.

Significant Casualty. If, prior to or on the Closing Date, all or any portion a Significant Portion of the Real Properties Property and the Improvements is are destroyed or damaged by fire or other casualty, Sellers Seller will promptly notify Purchaser in writing of such casualty. casualty and Purchaser will have the optionoption to elect within five (5) Business Days following written notice from Seller (and the Closing Date shall be extended if necessary to afford Purchaser the benefit of such five (5) Business Day Period) of such casualty either: (a) to proceed with this transaction and Closing in accordance with this Agreement notwithstanding such damage or destruction, in which event Seller will have no obligation to repair such damage or destruction, and the event that (i) Closing shall occur as otherwise provided in this Agreement; in such case, Seller shall assign to Purchaser upon the Closing all insurance proceeds paid or payable to Seller in connection with such occurrences, other than proceeds expended prior to Closing in restoration and repair undertaken by Seller in its reasonable discretion and any Significant Portion proceeds of business interruption or rent continuation insurance applicable to the period prior to Closing, and Purchaser shall receive a credit against the Purchase Price equal to the amount of any deductible under Seller’s insurance applicable to such occurrences to the extent Purchaser is not entitled to reimbursement of the Real Properties and any of same pursuant to the Improvements is so destroyed Leases; or damaged, (iib) any Major Tenant is permitted to terminate its Tenant Lease as a result this Agreement. Purchaser’s failure to deliver either of such casualty, or notices to Seller and Title Company within such five (iii5) any portion of the Real Property and/or Improvements fails Business Days following Seller’s written notice to comply with applicable zoning laws, rules and regulations as a result Purchaser of such casualty, which non-compliance is not susceptible to being fully cured by the restoration of the affected Real Property and/or Improvements to the condition of same as existed immediately prior to the occurrence of the casualty, casualty shall constitute Purchaser’s election to terminate this Agreement upon notice to Sellers given not later than fifteen under clause (15b) days after receipt of Sellers’ noticethe preceding sentence. If this Agreement is terminatedterminated under clause (b) above, the Xxxxxxx Money Deposit and all interest accrued thereon will be returned to Purchaser upon Purchaser’s compliance with Section 4.6 , and thereafter neither Sellers Seller nor Purchaser will have any further rights or obligations to the other hereunder except with respect to for obligations under this Agreement which expressly survive the Termination Surviving Obligations. If Purchaser does not elect to terminate termination of this Agreement, Sellers will not be obligated to repair such damage or destruction, but (a) the applicable Seller(s) will assign and turn over to Purchaser all of the insurance proceeds net of reasonable collection costs (or, if such have not been awarded, all of its right, title and interest therein) payable with respect to such fire or other casualty (excluding any proceeds of insurance that are payable on account of any business interruption, rental insurance or similar coverage intended to compensate the applicable Seller(s) for loss of rental or other income from the Property attributable to periods prior to the Closing), and (b) the parties will proceed to Closing pursuant to the terms hereof without abatement of the Purchase Price, except that Purchaser will receive a credit against cash due at Closing for the amount to repair any uninsured portion of the casualty plus the amount of the deductible on such insurance policy less any amounts expended by the applicable Seller(s) to collect any such insurance proceeds or to make such repairs or to remedy any unsafe conditions at the Property, other than repairs which are the responsibility of Tenants under Tenant Leases as mutually agreed upon by Purchaser and Sellers, all parties agreeing to act reasonably.

Significant Casualty. If, prior to or on the Closing Date, all or any portion a Significant Portion of the Real Properties Property and the Improvements is destroyed or damaged by fire or other casualty, Sellers Seller will promptly notify Purchaser of such casualty. Purchaser will have the option, in the event that (i) all or any Significant Portion to any of the Real Properties and any of the Improvements is so destroyed or damaged, (ii) any Major Tenant is permitted to terminate its Tenant Lease as a result of such casualty, or (iii) any portion of the Real Property and/or Improvements fails to comply with applicable zoning laws, rules and regulations as a result of such casualty, which non-compliance is not susceptible to being fully cured by the restoration of the affected Real Property and/or Improvements to the condition of same as existed immediately prior to the occurrence of the casualty, option to terminate this Agreement upon notice to Sellers Seller given not later than fifteen ten (1510) days after receipt of Sellers’ Seller's notice. If this Agreement is terminated, the Xxxxxxx Earnest Money Deposit will be returned to Purchaser upon Purchaser’s compliance 's cxxxxxxxce with Section 4.6 4.5 and thereafter neither Sellers Seller nor Purchaser will have any further rights or obligations to the other hereunder except with respect to the Termination Surviving Obligations. If Purchaser does not elect to terminate this Agreement, Sellers Seller will not be obligated to repair such damage or destruction, destruction but (a) the applicable Seller(s) Seller will assign and turn over to Purchaser all of the insurance proceeds net of reasonable collection costs (or, if such have not been awarded, all of its right, title and interest therein) payable with respect to such fire or other casualty (excluding any proceeds of insurance that are payable on account of any business interruption, rental insurance insurance, or similar coverage intended to compensate the applicable Seller(s) Seller for loss of rental or other income from the Property attributable to periods prior to the Closing), and (b) the parties will proceed to Closing pursuant to the terms hereof without abatement of the Purchase Price, except that Purchaser will receive a credit against cash due at Closing for the lesser of (i) any insurance deductible amount to repair any uninsured portion or (ii) the cost of the casualty plus the amount of the deductible on such insurance policy less any amounts expended by the applicable Seller(s) to collect any such insurance proceeds or to make such repairs or to remedy any unsafe conditions at the Property, (other than repairs which are the responsibility of Tenants the Tenant under the applicable Tenant Leases Lease) as mutually agreed upon reasonably estimated by Purchaser and SellersSeller, all parties agreeing but in no event shall the credit against the Purchase Price exceed the amount of net sales proceeds that are payable to act reasonablythe Seller regardless of the actual cost of any such repairs.

Significant Casualty. Subject to the provisions of this Article IX, Seller shall bear the risk of all loss, destruction or damage to the Real Property and Improvements from any and all causes up to the Closing. If, prior to or on the Closing Date, all or any portion of the Real Properties Property and the Improvements is destroyed or damaged by fire or other casualty, Sellers Seller will promptly notify Purchaser of such casualty. If all or a Significant Portion of the Real Property and Improvements shall have been damaged, Purchaser will have the option, in the event that (i) all or any Significant Portion to any of the Real Properties and any of the Improvements is so destroyed or damaged, (ii) any Major Tenant is permitted to terminate its Tenant Lease as a result of such casualty, or (iii) any portion of the Real Property and/or Improvements fails to comply with applicable zoning laws, rules and regulations as a result of such casualty, which non-compliance is not susceptible to being fully cured by the restoration of the affected Real Property and/or Improvements to the condition of same as existed immediately prior to the occurrence of the casualty, option to terminate this Agreement upon notice to Sellers Seller given not later than fifteen (15) days after receipt of Sellers’ Seller's notice. If this Agreement is terminated, the Xxxxxxx Money Deposit will be returned to Purchaser, Purchaser upon shall return the Purchaser’s compliance with Section 4.6 's Information to Seller, and thereafter neither Sellers Seller nor Purchaser will have any further rights or obligations to the other hereunder except with respect to the Termination Surviving Obligations. If Purchaser does not elect to terminate this Agreement, Sellers Seller will not be obligated to repair such damage or destruction, destruction but (a) the applicable Seller(s) Seller will assign and turn over to Purchaser all of the insurance proceeds net of reasonable collection costs (or, if such have not been awarded, all of its right, title and interest therein, pursuant to an assignment agreement reasonably acceptable to Purchaser) payable with respect to such fire or other casualty (excluding any proceeds of insurance that are payable on account of any business interruption, rental insurance or similar coverage intended to compensate the applicable Seller(s) for loss of rental or other income from the Property attributable to periods prior to the Closing), and (b) the parties will proceed to Closing pursuant to the terms hereof without abatement of the Purchase Price, except that Purchaser will receive a credit against cash due at Closing for the amount any insurance deductible or co-pay amount. Purchaser's reasonable consent shall be required prior to repair Seller settling any uninsured portion of the casualty plus the amount of the deductible on such loss with its insurance policy less any amounts expended by the applicable Seller(s) to collect any such insurance proceeds or to make such repairs or to remedy any unsafe conditions at the Property, other than repairs which are the responsibility of Tenants under Tenant Leases as mutually agreed upon by Purchaser and Sellers, all parties agreeing to act reasonablycarrier.

Significant Casualty. If, prior to or on the Closing Date, all or any portion of the Real Properties Property and the Improvements is destroyed or damaged by fire or other casualty, Sellers will promptly notify Purchaser of such casualty. Purchaser will have the option, in the event that (i) all or any Significant Portion to any of the Real Properties Property and any of the Improvements is so destroyed or damaged, (ii) any Major Tenant is permitted to terminate its Tenant Lease as a result of such casualty, or (iii) any portion of the Real Property and/or Improvements fails to comply with applicable zoning laws, rules and regulations as a result of such casualty, which non-compliance is not susceptible to being fully cured by the restoration of the affected Real Property and/or Improvements to the condition of same as existed immediately prior to the occurrence of the casualty, to terminate this Agreement upon notice to Sellers given not later than fifteen ten (1510) days after receipt of Sellers’ notice. If this Agreement is terminated, the Xxxxxxx Money Deposit will be returned to Purchaser upon Purchaser’s compliance with Section 4.6 4.5 and thereafter neither Sellers nor Purchaser will have any further rights or obligations to the other hereunder except with respect to the Termination Surviving Obligations. If Purchaser does not elect to terminate this Agreement, Sellers will not be obligated to repair such damage or destruction, but (a) the applicable Seller(s) Sellers will assign and turn over to Purchaser all of the insurance proceeds net of reasonable collection -26- costs (or, if such have not been awarded, all of its right, title and interest therein) payable with respect to such fire or other casualty (excluding any proceeds of insurance that are payable on account of any business interruption, rental insurance or similar coverage intended to compensate the applicable Seller(s) Sellers for loss of rental or other income from the Property attributable to periods prior to the Closing), and (b) the parties will proceed to Closing pursuant to the terms hereof without abatement of the Purchase Price, except that Purchaser will receive a credit against cash due at Closing for the amount to repair any uninsured portion of the casualty plus the amount of the deductible on such insurance policy less any amounts expended by the applicable Seller(s) Sellers to collect any such insurance proceeds or to make such repairs or to remedy any unsafe conditions at the Property, other than repairs which are the responsibility of Tenants under Tenant Leases as mutually agreed upon reasonably estimated by Purchaser and Sellers, all parties agreeing to act reasonablyOwner LLC.

Significant Casualty. If, prior to or on the Closing Date, all or any portion of the Real Properties Property and the Improvements is destroyed or damaged by fire or other casualty, Sellers Seller will promptly notify Purchaser of such casualty. Purchaser will have the option, in the event that (i) all or any Significant Portion to any of the Real Properties Property and any of the Improvements is so destroyed or damaged, (ii) any Major Tenant is permitted to terminate its Tenant Lease as a result of such casualty, or (iii) any portion of the Real Property and/or Improvements fails to comply with applicable zoning laws, rules and regulations as a result of such casualty, which non-compliance is not susceptible to being fully cured by the restoration of the affected Real Property and/or Improvements to the condition of same as existed immediately prior to the occurrence of the casualty, to terminate this Agreement upon notice to Sellers Seller given not later than fifteen ten (1510) days after receipt of Sellers’ Seller’s notice. If this Agreement is terminated, the Xxxxxxx Money Deposit will be returned to Purchaser upon Purchaser’s compliance with Section 4.6 and thereafter neither Sellers Seller nor Purchaser will have any further rights or obligations to the other hereunder except with respect to the Termination Surviving Obligations. If Purchaser does not elect to terminate this Agreement, Sellers Seller will not be obligated to repair such damage or destruction, but (a) the applicable Seller(s) Seller will assign and turn over to Purchaser all of the insurance proceeds net of reasonable collection costs (or, if such have not been awarded, all of its right, title and interest therein) payable with respect to such fire or other casualty (excluding any proceeds of insurance that are payable on account of any business interruption, rental insurance or similar coverage intended to compensate the applicable Seller(s) Seller for loss of rental or other income from the Property attributable to periods prior to the Closing), and (b) the parties will proceed to Closing pursuant to the terms hereof without abatement of the Purchase Price, except that Purchaser will receive a credit against cash due at Closing for the amount to repair any uninsured portion of the casualty plus the amount of the deductible on such insurance policy less any amounts expended by the applicable Seller(s) Seller to collect any such insurance proceeds or to make such repairs or to remedy any unsafe conditions at the Property, other than repairs which are the responsibility of Tenants under Tenant Leases as mutually agreed upon by Purchaser and Sellers, all parties agreeing to act reasonablyLeases.

Significant Casualty. Subject to the provisions of this Article IX, Seller shall bear the risk of loss to the Property through Closing. If, prior to or on the Closing Date, all or any portion of the Real Properties and Property or the Improvements therein is destroyed or damaged by fire or other casualty, Sellers Seller will promptly notify Purchaser of such casualty, together with Seller’s good faith estimate of the monetary damage or loss incurred as a result of such event. Purchaser will have the option, in the event that (i) all or any Significant Portion to any of the Real Properties and any of the Improvements Property is so destroyed or damaged, (ii) any Major Tenant is permitted to terminate its Tenant Lease as a result of such casualty, or (iii) any portion of the Real Property and/or Improvements fails to comply with applicable zoning laws, rules and regulations as a result of such casualty, which non-compliance is not susceptible to being fully cured by the restoration of the affected Real Property and/or Improvements to the condition of same as existed immediately prior to the occurrence of the casualty, to terminate this Agreement upon notice to Sellers Seller given not later than fifteen twenty (1520) days after the date of receipt of Sellers’ Seller’s notice. If this Agreement is terminated, the Xxxxxxx Money Deposit will be returned to Purchaser upon Purchaser’s compliance with Section 4.6 and thereafter neither Sellers Seller nor Purchaser will have any further rights or obligations to the other hereunder except with respect to the Termination Surviving Obligations. If Purchaser does not elect to terminate this Agreement, Sellers Seller will not be obligated to repair such damage or destruction, but (a) the applicable Seller(s) Seller will assign and turn over to Purchaser at Closing all of the insurance proceeds net of reasonable collection costs (or, if such have not been awarded, all of its Seller’s right, title and interest therein) payable with respect to such fire or other casualty (excluding any proceeds of insurance that are payable on account of any business interruption, rental insurance or similar coverage intended to compensate the applicable Seller(s) Seller for loss of rental or other income from the Property attributable to periods prior to the Closing), and (b) the parties will proceed to Closing pursuant to the terms hereof without abatement of the Purchase Price, except that Purchaser will receive a credit against cash due at Closing for the amount to repair any uninsured portion of the casualty plus the amount of the deductible on such insurance policy less any amounts expended by the applicable Seller(s) Seller to collect any such insurance proceeds or to make such repairs or to remedy any unsafe conditions at the Property, other than repairs which are the responsibility of Tenants under Tenant Leases as mutually agreed upon reasonably estimated by Purchaser and Sellers, all parties agreeing to act reasonablySeller.

Significant Casualty. If, prior to or on the Closing Date, all or any portion of the Real Properties and the Improvements Property is destroyed or damaged by fire or other casualty, Sellers Seller will promptly notify Purchaser of such casualty. Purchaser will have the option, in In the event that (i) all or any Significant Portion to any of the Real Properties and any of the Improvements Property is so destroyed or damaged, (ii) any Major Tenant is permitted to terminate Purchaser will have the option at its Tenant Lease as a result of such casualty, or (iii) any portion of the Real Property and/or Improvements fails to comply with applicable zoning laws, rules sole and regulations as a result of such casualty, which non-compliance is not susceptible to being fully cured by the restoration of the affected Real Property and/or Improvements to the condition of same as existed immediately prior to the occurrence of the casualty, exclusive discretion to terminate this Agreement in its entirety upon notice to Sellers Seller given not later than fifteen ten (1510) days Business Days after receipt of Sellers’ Seller’s notice. If this Agreement is terminated, the Xxxxxxx Money Deposit will be returned to Purchaser upon Purchaser’s compliance with Section 4.6 and thereafter neither Sellers Seller nor Purchaser will have any further rights or obligations to the other hereunder except with respect to the Termination Surviving Obligations. If Purchaser does not elect to terminate this Agreement, Sellers Seller will not be obligated to repair such damage or destruction, but (a) the applicable Seller(s) Seller will assign and turn over to Purchaser all of the insurance proceeds net of reasonable collection costs (or, if such have not been awarded, all of its right, title and interest therein) payable with respect to such fire or other casualty (excluding any proceeds of insurance that are payable on account of any business interruption, rental insurance or similar coverage intended to compensate the applicable Seller(s) Seller for loss of rental or other income from the Property attributable to periods prior to the Closing), and (b) the parties will proceed to Closing pursuant to the terms hereof without abatement of the Purchase Price, except that Purchaser will receive a credit against cash due at Closing for the amount to repair any uninsured portion of the casualty plus the amount of the deductible on such insurance policy less any amounts expended by the applicable Seller(s) Seller to collect any such insurance proceeds or to make such repairs or to remedy any unsafe conditions at the Property, Property (other than repairs which are the responsibility of Tenants Tenant under Tenant Leases the Lease) as mutually agreed upon by Purchaser Seller and Sellers, all parties agreeing to act reasonablyPurchaser.

Significant Casualty. If, prior to or on the Closing Date, all or any portion of the Real Properties and the Improvements Property is destroyed or damaged (which for purposes of this Article IX shall include damage by fire or other casualtycasualty and the occurrence of any human error or other circumstance which would allow a Tenant(s) of the Property to terminate its Tenant Lease(s) or which would allow a Tenant(s) of the Property an abatement, Sellers or credit against rent, or other amounts payable under its Tenant Lease(s)), Seller will promptly notify Purchaser of such casualtydamage within two (2) Business Days of the occurrence of the same, which notice shall identify (i) whether the subject damage is to a Significant Portion of the Property, (ii) if so, the reason such damage is to a Significant Portion of the Property, (iii) the uninsured or underinsured amount of the abatement of, or credit against, rent and other amounts payable under Tenant Lease(s) to which Tenant(s) are entitled, and (iv) the uninsured or underinsured amount of costs to repair the subject damage. Purchaser will have the option, in the event that (i) all or any Significant Portion to any of the Real Properties and any of the Improvements Property is so destroyed or damaged, (ii) any Major Tenant is permitted to terminate its Tenant Lease as a result of such casualty, or (iii) any portion of the Real Property and/or Improvements fails to comply with applicable zoning laws, rules and regulations as a result of such casualty, which non-compliance is not susceptible to being fully cured by the restoration of the affected Real Property and/or Improvements to the condition of same as existed immediately prior to the occurrence of the casualty, damaged to terminate this Agreement upon notice to Sellers Seller given not later than fifteen ten (1510) days Business Days after receipt of Sellers’ noticeSeller’s notice described above. In addition, Purchaser will have the option, in the event of an uninsured or underinsured (other than by reason of the applicable deductible to be credited against the Purchase Price, as provided below) damage to terminate this Agreement upon notice to Seller given not later than ten (10) Business Days after receipt of Seller’s notice described above; provided, Seller may elect within ten (10) Business Days after receipt of Purchaser’s notice described in the preceding sentence to elect to provide Purchaser a credit against the Purchase Price equal to the sum of (i) the cost of repairing the uninsured damage or the underinsured portion of the cost of repairing the underinsured damage, as applicable, and (ii) all rental abatement and/or credits to which Tenants may be entitled under their Tenant Leases in connection with the subject damage, as mutually agreed upon by Purchaser and Seller, to the extent not payable to Purchaser pursuant to Seller’s insurance proceeds assigned to Purchaser at Closing, in which case, this Agreement shall not terminate, and such credit shall be applied to the Purchase Price at Closing. Notwithstanding the foregoing, Seller shall not have the right described in the proviso of the preceding sentence if (x) such uninsured or underinsured amount is greater than or equal to the cost to repair the subject damage amount set forth in clause (B)(i) of the definition of Significant Portion or (y) such uninsured or underinsured damage would allow a Tenant(s) of the Property paying six hundred thousand dollars ($600,000) or more in gross rent per year, in the aggregate, to terminate its Tenant Lease(s) or (z) such uninsured or underinsured amount of rent abatements and other credits against rent to which Tenant(s) are entitled is greater than or equal to the amount set forth in clause (A)(ii) of the definition of Significant Portion. If this Agreement is terminated, the Xxxxxxx Money Deposit will be returned to Purchaser upon Purchaser’s compliance with Section 4.6 within three (3) Business Days and thereafter neither Sellers Seller nor Purchaser will have any further rights or obligations to the other hereunder except with respect to the Termination Surviving Obligations. If Purchaser does this Agreement is not elect to terminate this Agreementterminated by Purchaser, Sellers Seller will not be obligated to repair such damage or destructiondamage, but (a) the applicable Seller(s) Seller will assign and turn over to Purchaser all of the insurance proceeds net of reasonable collection costs (or, if such have not been awarded, all of its right, title and interest therein) payable with respect to such fire or other casualty damage (excluding any proceeds of insurance that are payable on account of any business interruption, rental insurance or similar coverage intended to compensate the applicable Seller(s) Seller for loss of rental or other income from the Property attributable to periods prior to the Closing, but including any such proceeds attributable to periods following the Closing), which obligation shall survive the Closing, and (b) the parties will proceed to Closing pursuant to the terms hereof without abatement of the Purchase Price, except that Purchaser will receive a credit against cash due at Closing for the amount to repair any uninsured portion sum of the casualty plus (i) the amount of the deductible on such insurance policy less any reasonable amounts expended by the applicable Seller(s) Seller to collect any such insurance proceeds or to make such repairs or to remedy any unsafe conditions at the Property, other and (ii) the amount of any uninsured cost to repair the subject damage, provided that if such uninsured amount is greater than repairs or equal to the amount set forth in clause (B)(i) of the definition of Significant Portion, Seller shall have the right to terminate this Agreement by delivering notice to Purchaser within three (3) Business Days after Purchaser has elected not to terminate this Agreement in accordance with this Section 9.1, and (iii) all rental abatement and/or credits to which are the responsibility of Tenants may be entitled under their Tenant Leases in connection with the subject event, as mutually agreed upon by Purchaser and SellersSeller, all parties agreeing to act reasonablythe extent not payable to Purchaser pursuant to Seller’s insurance proceeds assigned to Purchaser at Closing, provided that if the subject event rental abatement and/or credits to which Tenants may be entitled under their Tenant Leases exceeds the amount of Seller’s insurance proceeds for the same by more than the amount set forth in clause (A)(ii) of the definition of Significant Portion, then Seller shall have the right to terminate this Agreement by delivering notice to Purchaser within three (3) Business Days after Purchaser has elected not to terminate this Agreement in accordance with this Section 9.1. If Purchaser does not elect to terminate this Agreement by reason of any damage, Purchaser shall have the right to participate in any adjustment of the insurance claim and Seller shall not compromise, settle or adjust any such claim without Purchaser’s prior written consent (which consent may be withheld in Purchaser’s sole and absolute discretion following the Contingency Date).

Significant Casualty. If, prior to or on the Closing Date, all or any portion of the Real Properties Property and the Improvements is destroyed or damaged by fire or other casualty, Sellers Seller will promptly notify Purchaser of such casualty. Purchaser will have the option, in the event that (i) all or any Significant Portion to any of the Real Properties and any of the Property or Improvements is so destroyed or damaged, (ii) any Major Tenant is permitted to terminate its Tenant Lease as a result of such casualty, or (iii) any portion of the Real Property and/or Improvements fails to comply with applicable zoning laws, rules and regulations as a result of such casualty, which non-compliance is not susceptible to being fully cured by the restoration of the affected Real Property and/or Improvements to the condition of same as existed immediately prior to the occurrence of the casualty, to terminate this Agreement upon notice to Sellers Seller given not later than fifteen ten (1510) days after receipt of Sellers’ Seller’s notice, unless, as to a casualty affecting a Significant Portion described in clause (i)(y) of the definition of Significant Portion, Seller elects in its sole discretion to credit against the Purchase Price any such excess amount so as to eliminate the shortfall described. If this Agreement is terminated, the Xxxxxxx Money Deposit will be returned to Purchaser upon Purchaser’s compliance with Section 4.6 and thereafter neither Sellers Seller nor Purchaser will have any further rights or obligations to the other hereunder except with respect to the Termination Surviving Obligations. If Purchaser does not elect to terminate this Agreement, Sellers Seller will not be obligated to repair such damage or destruction, but (a) the applicable Seller(s) Seller will assign and turn over to Purchaser all of the insurance proceeds net of reasonable collection costs (or, if such have not been awarded, all of its right, title and interest therein) payable with respect to such fire or other casualty (excluding any proceeds of insurance that are payable on account of any business interruption, rental insurance or similar coverage intended to compensate the applicable Seller(s) Seller for loss of rental or other income from the Property attributable to periods prior to the Closing), and (b) the parties will proceed to Closing pursuant to the terms hereof without abatement of the Purchase Price, except that Purchaser will receive a credit against cash due at Closing for the amount to repair any uninsured portion of the casualty plus the amount of the deductible on such insurance policy less any amounts reasonably expended by the applicable Seller(s) Seller to collect any such insurance proceeds or to make such repairs or to remedy any unsafe conditions at the Property, other than repairs which are the responsibility of Tenants Tenant under the Tenant Leases as mutually agreed upon by Purchaser and Sellers, all parties agreeing to act reasonablyLease.

Significant Casualty. If, prior to or on the Closing Date, all or any portion of the Real Properties Property and the Improvements is destroyed or damaged by fire or other casualty, Sellers Seller will promptly notify Purchaser of such casualty. Purchaser will have the option, in the event that (i) all or any Significant Portion to any of the Real Properties Property and any of the Improvements is so destroyed or damaged, (ii) any Major Tenant is permitted to terminate its Tenant Lease as a result of such casualty, or (iii) any portion of the Real Property and/or Improvements fails to comply with applicable zoning laws, rules and regulations as a result of such casualty, which non-compliance is not susceptible to being fully cured by the restoration of the affected Real Property and/or Improvements to the condition of same as existed immediately prior to the occurrence of the casualty, damaged to terminate this Agreement upon notice to Sellers Seller given not later than fifteen (15) days after receipt of Sellers’ Seller’s notice. If this Agreement is terminated, the Xxxxxxx Money Deposit will be returned to Purchaser upon Purchaser’s compliance with Section 4.6 and thereafter neither Sellers Seller nor Purchaser will have any further rights or obligations to the other hereunder except with respect to the Termination Surviving Obligations. If Purchaser does not elect to terminate this Agreement, Sellers Seller will not be obligated to repair such damage or destruction, but (a) the applicable Seller(s) Seller will assign and turn over to Purchaser all of the insurance proceeds net of reasonable collection costs (or, if such have not been awarded, all of its right, title and interest therein) payable with respect to such fire or other casualty (excluding any proceeds of insurance that are payable on account of any business interruption, rental insurance or similar coverage intended to compensate the applicable Seller(s) Seller for loss of rental or other income from the Property attributable to periods prior to the Closing), and (b) the parties will proceed to Closing pursuant to the terms hereof without abatement of the Purchase Price, except that Purchaser will receive a credit against cash due at Closing for the amount to repair any uninsured portion of the casualty plus the amount of the deductible on such insurance policy less any amounts expended by the applicable Seller(s) Seller to collect any such insurance proceeds or to make such repairs or to remedy any unsafe conditions at the Property, other than repairs which are the responsibility of Tenants under Tenant Leases as mutually agreed upon reasonably estimated by Purchaser and Sellers, all parties agreeing to act reasonablySeller.

Significant Casualty. If, prior to or on the Closing Date, all or any portion of the Real Properties and the Improvements is destroyed or damaged by fire or other casualty, Sellers will promptly notify Purchaser of such casualty. Purchaser will have the option, in the event that (i) all or any Significant Portion to any of the Real Properties and any of the Improvements is so destroyed or damaged, (ii) any Major Tenant is permitted to terminate its Tenant Lease as a result of such casualty, or (iii) any portion of the Real Property and/or Improvements fails to comply with applicable zoning laws, rules and regulations as a result of such casualty, which non-compliance is not susceptible to being fully cured by the restoration of the affected Real Property and/or Improvements to the condition of same as existed immediately prior to the occurrence of the casualty, to terminate this Agreement upon notice to Sellers given not later than fifteen (15) days after receipt of Sellers’ notice. If this Agreement is terminated, the Xxxxxxx Money Deposit will be returned to Purchaser upon Purchaser’s compliance with Section 4.6 and thereafter neither Sellers nor Purchaser will have any further rights or obligations to the other hereunder except with respect to the Termination Surviving Obligations. If Purchaser does not elect to terminate this Agreement, Sellers will not be obligated to repair such damage or destruction, but (a) the applicable Seller(s) will assign and turn over to Purchaser all of the insurance proceeds net of reasonable collection costs (or, if -33- such have not been awarded, all of its right, title and interest therein) payable with respect to such fire or other casualty (excluding any proceeds of insurance that are payable on account of any business interruption, rental insurance or similar coverage intended to compensate the applicable Seller(s) for loss of rental or other income from the Property attributable to periods prior to the Closing), and (b) the parties will proceed to Closing pursuant to the terms hereof without abatement of the Purchase Price, except that Purchaser will receive a credit against cash due at Closing for the amount to repair any uninsured portion of the casualty plus the amount of the deductible on such insurance policy less any amounts expended by the applicable Seller(s) to collect any such insurance proceeds or to make such repairs or to remedy any unsafe conditions at the Property, other than repairs which are the responsibility of Tenants under Tenant Leases as mutually agreed upon by Purchaser and Sellers, all parties agreeing to act reasonably.

Significant Casualty. If, prior to or on the Closing Date, all or any portion of the Real Properties Property and the Improvements is destroyed or damaged by fire or other casualty, Sellers Seller will promptly notify Purchaser of such casualty. Purchaser will have the option, in the event that (i) all or any Significant Portion to any of the Real Properties Property and any of the Improvements is so destroyed or damaged, (ii) any Major Tenant is permitted to terminate its Tenant Lease as a result of such casualty, or (iii) any portion of the Real Property and/or Improvements fails to comply with applicable zoning laws, rules and regulations as a result of such casualty, which non-compliance is not susceptible to being fully cured by the restoration of the affected Real Property and/or Improvements to the condition of same as existed immediately prior to the occurrence of the casualty, to terminate this Agreement upon notice to Sellers Seller given not later than fifteen ten (1510) days after receipt of Sellers’ Seller’s notice. If this Agreement is terminated, the Xxxxxxx Money Deposit will be returned to Purchaser upon Purchaser’s compliance with Section 4.6 and thereafter neither Sellers Seller nor Purchaser will have any further rights or obligations to the other hereunder except with respect to the Termination Surviving Obligations. If Purchaser does not elect to terminate this Agreement, Sellers Seller will not be obligated to repair such damage or destruction, but (a) the applicable Seller(s) Seller will assign and turn over to Purchaser all of the insurance proceeds net of reasonable collection costs (or, if such have not been awarded, all of its right, title and interest therein) payable with respect to such fire or other casualty (excluding any proceeds of insurance that are payable on account of any business interruption, rental insurance or similar coverage intended to compensate the applicable Seller(s) Seller for loss of rental or other income from the Property attributable to periods prior to the Closing), and (b) the parties will proceed to Closing pursuant to the terms hereof without abatement of the Purchase Price, except that Purchaser will receive a credit against cash due at Closing for the amount to repair any uninsured portion of the casualty plus the amount of the deductible on such insurance policy less any amounts expended by the applicable Seller(s) to collect any such insurance proceeds or Seller to make such repairs or to remedy any unsafe conditions at the Property, other than repairs which are the responsibility of Tenants under Tenant Leases as mutually agreed upon reasonably estimated by Purchaser and Sellers, all parties agreeing to act reasonablySeller.

Significant Casualty. If, prior to or on the Closing Date, all or any portion of the Real Properties a Property and the Improvements therein is destroyed or damaged by fire or other casualty, Sellers Seller will promptly notify Purchaser of such casualty. Purchaser will have the option, in the event that (i) all or any Significant Portion to any of the Real Properties and any of the Improvements a Property is so destroyed or damaged, (ii) any Major Tenant is permitted to terminate its Tenant Lease as a result of such casualty, or (iii) any portion of the Real Property and/or Improvements fails to comply with applicable zoning laws, rules and regulations as a result of such casualty, which non-compliance is not susceptible to being fully cured by the restoration of the affected Real Property and/or Improvements to the condition of same as existed immediately prior to the occurrence of the casualty, to terminate this Agreement upon notice to Sellers Seller given not later than fifteen ten (1510) days after receipt of Sellers’ noticea Seller’s notice which includes a determination by a qualified third party selected by Seller and reasonably approved by Purchaser as to whether the casualty in question affects a Significant Portion of the Property and the basis for such determination. If this Agreement is terminated, the Xxxxxxx Money Deposit will be returned to Purchaser upon Purchaser’s compliance with Section 4.6 and thereafter neither Sellers Seller nor Purchaser will have any further rights or obligations to the other hereunder except with respect to the Termination Surviving Obligations. If Purchaser does not elect to terminate this Agreement, Sellers Seller will not be obligated to repair such damage or destruction, but (a) the applicable Seller(s) Seller will assign and turn over to Purchaser all of the insurance proceeds net of reasonable collection costs (or, if such have not been awarded, all of its right, title and interest therein) payable with respect to such fire or other casualty (excluding any proceeds of insurance that are payable on account of any business interruption, rental insurance or similar coverage intended to compensate the applicable Seller(s) Seller for loss of rental or other income from the affiliated Property solely to the extent attributable to periods prior to the Closing), and (b) the parties will proceed to Closing pursuant to the terms hereof without abatement of the Purchase Price, except that Purchaser will receive a credit against cash due at Closing for the amount to repair any uninsured portion of the casualty plus the amount of the deductible on such insurance policy less any amounts expended by the applicable Seller(s) to collect any such insurance proceeds or Seller to make such repairs or to remedy any unsafe conditions at the Property, other than repairs which are the responsibility of Tenants under Tenant Leases as mutually agreed upon by Purchaser and Sellers, all parties agreeing to act reasonablyrepairs.