Risk of Loss/Condemnation. Upon an occurrence of a casualty, condemnation or taking with respect to any Property, Seller shall notify Buyer in writing of same. Until Closing, the risk of loss or damage to the Property, except as otherwise expressly provided herein, shall be borne by Seller. In the event all or any portion of any Property is damaged in any casualty or condemned or taken (or notice of any condemnation or taking is issued) so that: (a) Tenant has a right of termination or abatement of rent under the Lease for such Property, or (b) with respect to any casualty, if the cost to repair such casualty would exceed $50,000, or (c) with respect to any condemnation, any Improvements or access to the Property or more than five percent (5%) of the Property is (or will be) condemned or taken, then, Buyer may elect to terminate this Agreement with respect to each such Property by providing written notice of such termination to Seller within ten (10) business days after Buyer’s receipt of notice of such condemnation, taking or damage, upon which termination a proportionate part of the Xxxxxxx Money shall be returned to the Buyer in accordance with the Purchase Price as set forth on Exhibit A1 and neither party hereto shall have any further rights, obligations or liabilities under this Agreement with respect to such Property, except as otherwise expressly set forth herein. With respect to any condemnation or taking (of any notice thereof), if Buyer does not elect to cancel this Agreement as aforesaid, there shall be no abatement of the Purchase Price and Seller shall assign to Buyer at the Closing the rights of Seller to the awards, if any, for the condemnation or taking, and Buyer shall be entitled to receive and keep all such awards. With respect to a casualty, if Buyer does not elect to terminate this Agreement with respect to any such Property or does not have the right to terminate this Agreement as aforesaid, there shall be no abatement of the Purchase Price and Seller shall assign to Buyer at the Closing the rights of Seller to the proceeds under Seller’s insurance policies covering such Property with respect to such damage or destruction (or pay to Buyer any such proceeds received prior to Closing) and pay to Buyer the amount of any deductible with respect thereto, and Buyer shall be entitled to receive and keep any monies received from such insurance policies.
Risk of Loss/Condemnation. 12.17.1 Seller will bear the risk of any loss or damage to the Assets resulting from fire, theft or other casualty (except reasonable wear and tear) at all times prior to the Closing. If any such loss or damage is sufficiently substantial so as to preclude or prevent resumption of normal operations of any material portion of a System or the replacement or restoration of the lost or damaged property within 30 days from the occurrence of the event resulting in such loss or damage, Seller will immediately notify Buyer in writing of that fact and Buyer, at any time within 10 days after receipt of such notice, may elect by written notice to Seller either (a) to waive such defect and proceed toward consummation of the transaction in accordance with terms of this Agreement or (b) terminate this Agreement. If Buyer elects to so terminate this Agreement, Buyer and Seller will stand fully released and discharged of any and all obligations under this Agreement. If Buyer elects to consummate the transactions contemplated by this Agreement notwithstanding such loss or damage and does so, there will be no adjustment in the consideration payable to Seller on account of such loss or damage but all insurance proceeds payable as a result of the occurrence of the event resulting in such loss or damage (to the extent not used to replace or restore such lost or damaged property) will be delivered by Seller to Buyer, or the rights to such proceeds will be assigned by Seller to Buyer if not yet paid over to Seller.
12.17.2 If, prior to the Closing, any part of or interest in the Assets is taken or condemned as a result of the exercise of the power of eminent domain, or if a Governmental Authority having such power informs Seller or Buyer that it intends to condemn all or any part of or interest in the Assets (such event being called, in either case, a "Taking"), and such Taking involves a material part of or interest in the Assets, then Buyer may terminate this Agreement. If Buyer does not elect or have the right to terminate this Agreement, then (a) Buyer will have the sole right, in the name of Seller, if Buyer so elects, to negotiate for, claim, contest and receive all damages with respect to the Taking, (b) Seller will be relieved of its obligation to convey to Buyer the Assets or interests that are the subject of the Taking, (c) at the Closing Seller will assign to Buyer all of Seller's rights to all damages payable with respect to such Taking and will pay to Buyer all dama...
Risk of Loss/Condemnation. Risk of loss of or damage to the Property shall be borne by Seller until the date of closing. Thereafter, Buyer shall bear the risk of loss. In the event of material loss of or damage to the Property prior to the date upon which Buyer assumes the risk, Buyer may terminate this Agreement by giving notice of such termination to Seller and Closing Agent, and such termination shall be effective and the Deposit and interest thereon shall be refunded ten (10) days thereafter; provided, however, that such termination shall not be effective if Seller agrees in writing within such ten (10) day period to restore the Property substantially to its present condition by the closing date. If the Property is or becomes the subject of a condemnation proceeding prior to closing, Buyer may, at its option, terminate this Agreement by giving notice of such termination to Seller, and upon such termination the Deposit and accrued interest shall be returned to Buyer and this Agreement shall be of no further force or effect; provided, however, that Buyer may elect to purchase the Property, in which case the total purchase price shall be reduced by the total of any condemnation award received by Seller. On closing, Seller shall assign to Buyer all of Seller's rights in and to any future condemnation awards or other proceeds payable or to become payable by reason of any taking. Seller agrees to notify Buyer of eminent domain proceedings within five (5) days after Seller learns thereof.
Risk of Loss/Condemnation. Seller bears the risk of all loss or damage to the Property from all causes, through the Closing Date, except those that are caused directly by the Buyer or its agents, which shall be the responsibility of the Buyer to remedy in a mutually agreeable manner. If, before the Closing Date, all or any part of the Property is damaged, destroyed, condemned, or threatened with condemnation, Seller shall give Buyer written notice of such event. Buyer may terminate this Agreement by giving written notice to Seller within fifteen (15) days following receipt by Xxxxx of written notice from Seller of such casualty or condemnation and the Title Company shall return to Buyer the Xxxxxxx Money and any accrued interest thereon.
Risk of Loss/Condemnation. 7.8.1 The risk of any loss or damage to the System resulting from fire, theft or other casualty (except reasonable wear and tear) will be borne by Seller at all times prior to Closing. If any such loss or damage is sufficiently substantial so as to preclude and prevent resumption of normal operations of any material portion of the System or the replacement or restoration of the lost or damaged property within twenty (20) days or, if earlier, prior to the Closing Date, Seller will immediately notify Buyer in writing of that fact and subject to the other provisions of this SECTION 7.8, Seller will use commercially reasonable efforts to repair, replace and restore the lost or damaged property to its former condition as soon as practicable at its sole expense, subject to SECTION 7.8.2, including applying any insurance proceeds to restore such assets to their prior condition.
7.8.2 If the aggregate cost to Seller to repair, replace or restore the lost or damaged property to its former condition, exclusive of any insurance policy or self insurance plan proceeds, would exceed $500,000 or if the cost to Seller's Affiliates of repairing, replacing or restoring property similarly lost or damaged by fire, theft or other casualty in the other Northland Systems, when combined with the cost to Seller under this SECTION 7.8, would exceed $1,000,000 in the aggregate, then, in either case, Seller may, subject to Buyer's right to consummate the Closing as described below, elect to terminate this Agreement by written notice to Buyer at any time within ten (10) days of the occurrence of the event of loss or damage, and SECTION 10.2 shall be applicable upon such termination.
7.8.3 If any such loss or damage to the System is sufficiently substantial so as to preclude and prevent resumption of normal operations of a material portion of the System or the repair, replacement or restoration of the lost or damaged property within twenty (20) days, or if earlier, the Closing Date and Seller elects not to repair, replace and restore the lost or damaged property, Buyer may elect to terminate this Agreement upon written notice to Seller at any time within ten (10) days after it receives written notice from Seller of the occurrence of the event of such loss or damage and the fact that Seller is not obligated to correct the problem and has elected not to correct the problem, and upon such termination SECTION 10.2 shall be applicable. In the absence of a timely election to terminate this A...
Risk of Loss/Condemnation. (a) In the event of any damage to or destruction of any building or other improvement constituting a part of the Property due to fire or any other casualty, Seller shall promptly give notice thereof to Purchaser describing such damage or destruction.
(b) (i) If any building or other improvement is damaged or destroyed on or before the Closing Date, then the provisions of this Section 8.1(b) shall apply.
Risk of Loss/Condemnation. In the event of condemnation or notice of condemnation of all or a substantial portion of the Property (in Buyer’s reasonable determination) prior to the Closing, Buyer shall have the right to terminate this Agreement by written notice delivered to the other party within ten (10) business days after the later .of: (i) the date of such condemnation; or
Risk of Loss/Condemnation. In the event that the Property or any material portion thereof is taken by eminent domain prior to Closing then Purchaser shall have the option of either: (i) canceling this Agreement and receiving a refund of the Xxxxxxx Money and all interest earned thereon, whereupon both parties shall be released from all further obligations under this Agreement, except those obligations which expressly survive termination, or (ii) proceeding with Closing in which case Purchaser shall be entitled, to the same extent that Seller would have been so entitled, to proceeds of condemnation when paid. In the event that the Property or a material portion thereof is damaged or destroyed by fire or other casualty prior to Closing, then Purchaser shall have the option of either: (i) canceling this Agreement and receiving a refund of the Xxxxxxx Money and all interest earned thereon, whereupon both parties shall be released from all further obligations under this Agreement, except those obligations which expressly survive termination, or (ii) proceeding with Closing in which case Purchaser shall be entitled to all insurance proceeds, if any, to the same extent that Seller would have been so entitled.
Risk of Loss/Condemnation. Upon an occurrence of a casualty, condemnation or taking with respect to any portion of any Property, Sellers shall promptly notify Buyer in writing of same. Notwithstanding the terms of Section 3 above, in the event all or any portion of any Property is damaged in any casualty or condemned or taken (or notice of any condemnation or taking is issued) so that any Improvements or access to any Property or more than ten percent (10%) of any Property is (or will be) damaged, condemned or taken, then Buyer may elect to terminate this Agreement by providing written notice of such termination to Seller within ten (10) business days after Sellers’ notice to Buyer of such condemnation, taking or damage, upon which termination this Agreement shall terminate, the Exxxxxx Money shall be returned to Buyer and neither party hereto shall have any further rights, obligations or liabilities under this Agreement, except as otherwise expressly set forth herein. With respect to any condemnation or taking (of any notice thereof), if Buyer does not elect to terminate this Agreement as aforesaid, there shall be no abatement of the Purchase Price and the awards, if any, for the condemnation or taking, shall be applied as set forth in the applicable Lease. With respect to a casualty, if Buyer does not elect to terminate this Agreement or does not have the right to terminate this Agreement as aforesaid, there shall be no abatement of the Purchase Price and the proceeds under Sellers’ insurance policies covering such Property with respect to such damage or destruction shall be applied as set forth in the applicable Lease.
Risk of Loss/Condemnation. Seller shall bear the risk of all loss or damage to the Property from all causes, through the Closing Date. If, before the Closing Date all or part of the Property is damaged by fire or by any other cause of any nature or if all or any portion of the Property is taken by condemnation, or if any such condemnation is threatened, Seller shall give City written notice of such event. City may terminate this Agreement by giving written notice to Seller within fifteen (15) days following receipt by City of written notice from Seller of such casualty or condemnation.
