Casualty; Condemnation. There is no unrepaired casualty damage to any of such Seller’s Properties and there is no pending condemnation or similar proceedings or written notices thereof affecting any Property, and, to Sellers’ Knowledge, no action is threatened or contemplated except as set forth on Schedule 3.2(e) attached hereto.
Casualty; Condemnation. (a) If, between the date hereof and the Effective Time of the Measurement Date (or the Effective Time of Closing of any applicable Subsequent Closing for those Stores excluded from the Transition Date Closings), any casualty or damage is suffered with respect to any Seller Real Property for which a Closing has not then occurred, which casualty or damage would (i) with respect to an Owned Real Property, be reasonably expected to take more than one hundred eighty (180) days to complete any such restoration or repair or (ii) with respect to a Leased Real Property, give rise to the landlord’s right of termination under the applicable Lease (a “Major Casualty”), the applicable Buyer may elect to exclude the Carved-Out Assets and Carved-Out Liabilities related to the Store at that Seller Real Property from the applicable Closing by providing Seller with written notice of such exclusion within five days of such Buyer’s receipt of written notice from Seller of such Major Casualty, in which event (i) if the applicable Closing is a Transition Date Closing, the Base Purchase Price shall be reduced by the applicable Base Store Purchase Price (without duplication) or (ii) if the applicable Closing is the Subsequent Closing, the aggregate Store Purchase Price to be paid at that Subsequent Closing shall be reduced by the applicable Store Purchase Price (without duplication) and neither party shall have any further obligation to the other hereunder with respect to the Carved-Out Assets and Carved-Out Liabilities related to that Store, except as may be expressly provided herein. In the event that such Buyer does not timely elect to exclude the Carved-Out Assets and Carved-Out Liabilities related to any such affected Store from the applicable Closing, any insurance proceeds and all rights to recover insurance proceeds in respect thereof by Seller or Parent shall be assigned to such Buyer at the applicable Closing (and such Buyer shall receive a credit against the Base Purchase Price or Store Purchase Price, as applicable, in the full amount of any deductible), and, notwithstanding anything herein to the contrary, such insurance proceeds and rights to recover insurance proceeds shall be Purchased Assets hereunder and the parties shall execute any amendments to this Agreement reasonably requested necessary to effect the transfer of such proceeds. If, between the date hereof and the Effective Time of the Measurement Date or the Effective Time of Closing of any applicable Subse...
Casualty; Condemnation. If all or any part of the Property is materially damaged by fire, casualty, the elements or any other cause, Seller shall immediately give notice to Buyer, and Buyer shall have the right to terminate this Agreement and receive back all Xxxxxxx Money by giving notice within thirty (30) days after Seller’s notice. If eminent domain proceedings are threatened or commenced against all or any part of the Property, Seller shall immediately give notice to Buyer, and Buyer shall have the right to terminate this Agreement and receive back all Xxxxxxx Money by giving notice within thirty (30) days after Seller’s notice. Termination of this Agreement and return of all Xxxxxxx Money are Seller’s sole remedies
Casualty; Condemnation. Section 6.01 FILOT Payments in the Event of Damage and Destruction or Condemnation. In the event that the Project is damaged or destroyed or the subject of condemnation proceedings, which damage, destruction and/or condemnation would substantially impair the operating ability of the Project, the parties hereto agree that the payments in lieu of taxes required pursuant to Section 5.02 hereof shall be abated in the same manner and in the same proportion as with ad valorem taxes, subject in all events to the provisions of Section 5.02 hereof. [End of Article VI] ARTICLE VII
Casualty; Condemnation. To each Loan Party’s Knowledge, as of the Closing Date no Borrowing Base Property is the subject of any pending material condemnation proceeding or has suffered any material loss or casualty which has not been restored.
Casualty; Condemnation. (a) In the event of any Casualty or Condemnation requiring notice to the Mortgage Lender, the Company shall give prompt notice thereof to each of the Managing Member and the Class A Member. Subject to the terms of any of Senior Loan Documents, the Managing Member may settle and adjust any claims and the reasonable expenses incurred by them in the adjustment and collection of such proceeds shall be reimbursed by the Company upon request therefor.
Casualty; Condemnation. If the Developer Parcel, any part thereof or any adjoining parcel, suffers any damage prior to the Closing from fire or other casualty , and Developer determine, in Developer's sole discretion, that the Developer Parcel is unsuitable for the construction or operation of a Hotel , Developer may either (a) terminate this Agreement and recover the Xxxxxxx Money , including any Extension Payments, and all interest earned thereon, or (b) consummate the Closing, in which latter event all proceeds of any insurance covering damage to the Developer Parcel shall be assigned to Developer at the Closing. Developer shall give City notice of Developer’s election within twenty (20) days after City gives written notice to Developer of such fire or casual ty. If, prior to the Closing, action is initiated or threatened to take any of the Developer Parcel by eminent domain proceedings or by deed in lieu thereof, Developer may either (a) terminate this Agreement and recover the Xxxxxxx Money, including any Extension Payments. and all interest earned thereon , or (b) consummate the Closing, in which latter event the award of the condemning authority shall be assigned to Developer at the Closing. Developer shall give City notice of Developer's election within twenty (20) days after City gives written notice to Developer of such proceedings.
Casualty; Condemnation. (a) No material Condemnation has been commenced or, to the REIT’s or the Borrower’s knowledge, is contemplated with respect to all or any part of any Borrowing Base Property or for the relocation of roadways providing material access to any Borrowing Base Property, other than any Condemnation for which the Administrative Agent shall have received notice in accordance with Section 6.7 and the Borrowing Base Properties are not the subject of any adverse zoning proceeding, except as could not reasonably be expected to cause a Material Adverse Effect.
Casualty; Condemnation. (a) If any condemnation or conveyance in lieu thereof of all or any portion of the Real Property occurs or is threatened prior to Closing (written notice of which shall be given to Purchaser by Seller promptly upon its receipt), Purchaser may at its option, either (i) terminate this Agreement by written notice to Seller given within twenty (20) days after Purchaser is notified of such actual or possible proceedings (but before the Closing), in which case all of the Escrow Funds shall be returned to Purchaser and all further rights and obligations of the parties under this Agreement shall terminate, except those expressly stated to survive termination, or (ii) proceed to Closing without abatement of the Purchase Price, in which case all proceeds or award (less any expenses incurred by Seller) shall be assigned to Purchaser. If any condemnation or conveyance in lieu thereof is presently pending or occurs after the date hereof, Seller shall not settle or agree to accept any compensation for same without Purchaser’s prior written consent, not to be unreasonably withheld.
Casualty; Condemnation. If all or any part of the Property is substantially damaged by fire, casualty, the elements or any other cause, Seller shall promptly give written notice to Buyer, and Buyer shall have the right to terminate this Agreement and receive back all Xxxxxxx Money by giving notice thereof to Seller within ten (10) days after Seller’s notice. If Buyer shall fail to give the notice, then the parties shall proceed to Closing, and Seller shall assign to Buyer all rights to insurance proceeds resulting from such event (net of Seller’s cost of obtaining the same). If eminent domain proceedings are threatened or commenced against all or any part of the Property, Seller shall immediately give written notice to Buyer, and Buyer shall have the right to terminate this Agreement and receive back all Xxxxxxx Money by giving notice thereof to Seller within ten (10) days after Seller’s notice. If Buyer shall fail to give the notice, then the parties shall proceed to Closing, and Seller shall assign to Buyer all rights to appear in and receive any award from such proceedings (net of Seller’s cost of obtaining the same).
