Common use of Destruction, Damage, or Taking Before Closing Clause in Contracts

Destruction, Damage, or Taking Before Closing. If, before Closing, all or any material part of the Land or Improvements are destroyed or damaged, or become subject to condemnation or eminent domain proceedings, then Seller shall promptly notify Buyer thereof. Buyer may elect to proceed with the Closing (subject to the other provisions of this Agreement and with no reduction in the Purchase Price) by delivering notice thereof to Seller within five (5) business days of receipt of Seller's notice respecting the damage, destruction, or taking, but in such event Buyer shall be entitled to all insurance proceeds or condemnation awards payable as a result of such damage or taking and, to the extent the same may be necessary or appropriate, Seller shall assign to Buyer at Closing Seller's rights to such proceeds or awards. If, within five (5) business days of receipt of Seller's notice respecting the damage, destruction, or taking, Buyer notifies Seller of its intent to terminate this Agreement, or if Buyer gives no notice within such period, then Buyer shall be deemed to have terminated this Agreement pursuant to Section 11(b). For the purposes of this Section 10, damage or a taking shall be considered to be "material" if the value of the portion of the Land or Improvements damaged or taken exceeds an amount equal to twenty five percent (25%) of the Purchase Price, or, in the case of a taking, if the portion of the Land or Improvements taken are such that Tenant has the right to terminate the Lease.

Destruction, Damage, or Taking Before Closing. If, before --------------------------------------------- Closing, all or any material part of the Land Improvements or Improvements Personalty are destroyed or damaged, or become subject to condemnation or eminent domain proceedings, then Seller shall promptly notify Buyer Purchaser thereof. Buyer may Purchaser shall have the right to elect to proceed with the Closing (subject to the other provisions of this Agreement and with no reduction in the Purchase PriceAgreement) by delivering notice thereof to Seller within five (5) business days of receipt of Seller's notice respecting the damage, destruction, or taking, but in such event Buyer Purchaser shall be entitled to all insurance proceeds or condemnation awards payable as a result of such damage or taking and, (to the extent the same may be necessary or appropriate, ) Seller shall assign to Buyer Purchaser at Closing Seller's rights to such proceeds or awards, and (in case of damage or destruction) the Purchase Price shall be reduced by the applicable deductible amount under Seller's insurance. If, within five (5) business days of receipt of Seller's notice respecting the damage, destruction, or taking, Buyer Purchaser notifies Seller of its intent to terminate this Agreement, or if Buyer Purchaser gives no notice within such period, then Buyer Purchaser shall be deemed to have terminated this Agreement pursuant to Section 11(b13.(b). For the purposes of this Section 10, damage or a taking shall be considered to be "material" if the value of the portion of the Land or Improvements damaged or taken exceeds an amount equal to twenty five percent (25%) of the Purchase Price, or, in the case of a taking, if the portion of the Land or Improvements taken are such that Tenant has the right to terminate the Lease.

Destruction, Damage, or Taking Before Closing. If, before Closing, all or any material part of the Land Land, Improvements or Improvements Personalty are destroyed or damaged, or become subject to condemnation or eminent domain proceedings, then Seller shall promptly notify Buyer Purchaser thereof. Buyer Purchaser may elect to proceed with the Closing (subject to the other provisions of this Agreement and with no reduction in the Purchase PriceAgreement) by delivering notice thereof to Seller within five ten (510) business days of receipt of Seller's notice respecting the damage, destruction, or taking, but in such event Buyer Purchaser shall be entitled to all insurance proceeds or condemnation awards payable as a result of such damage or taking and, to the extent the same may be necessary or appropriate, and Seller shall assign to Buyer Purchaser at Closing Seller's rights to such proceeds or awardsawards and shall pay at Closing an amount equal to any deductible to which Seller's insurance is subject. If, within five (5) business days of receipt of Seller's notice respecting the damage, destruction, or taking, Buyer Purchaser notifies Seller of its intent to terminate this Agreement, or if Buyer gives no notice within such period, then Buyer Purchaser shall be deemed to have terminated this Agreement pursuant to Section 11(b)12. For the purposes of this Section 1011, a damage or a taking shall be considered to be "material" if the value of the portion of the Land Land, Improvements, or Improvements Personalty damaged or taken exceeds an amount equal to twenty five percent (25%) of the Purchase Priceexceed $500,000 in value, or, in the case of a taking, if the portion of the Land Land, Improvements, or Improvements Personalty taken are such that Tenant has they eliminate any parking spaces, take any part of any building or otherwise materially and adversely affect the right ability to terminate use the Leaseremainder for the purposes for which they are presently used. Until the Closing, Seller shall maintain insurance for the Improvements on a replacement cost basis.

Destruction, Damage, or Taking Before Closing. If, before Closing, (a) In the event of damage to or destruction of all or any material part portion of the Land any Property by fire or Improvements are destroyed or damagedother casualty, or become subject to condemnation or eminent domain proceedings, then Seller shall promptly notify deliver to Buyer thereofwritten notice thereof (the "Damage Notice"), which notice shall contain reasonable detail regarding such damage or destruction, including without limitation Seller's reasonable estimate of the amount required to be expended to repair or restore the damaged or destroyed Property or portion thereof ("Repair Cost"). If Seller reasonably estimates that the Repair Cost is $500,000.00 or less, Seller shall, at its option, either (i) repair such damage or destruction, or, if such damage or destruction has not been repaired prior to Closing, (ii) require Buyer may elect to proceed with the Closing (subject take title to the other provisions Property, and the Lease Agreement shall govern the disposition of this Agreement insurance proceeds and with no reduction in repair of the Purchase Price) Property. If Seller reasonably estimates that the Repair Cost exceeds $500,000.00, Buyer shall have, as its sole and exclusive remedy, either of the following options, to be exercised by delivering written notice thereof to Seller within five ten (510) business days of after its receipt of the Damage Notice from Seller's notice respecting : (x) the damageoption to exclude such Property from the assets to be purchased, destructionwith a reduction in the Purchase Price in the amount of the Purchase Price allocated to such Property as set forth on Exhibit A; or (y) the option not to exclude such Property from the assets to be purchased, or taking, but in such event which case Buyer shall be entitled take title to all insurance proceeds or condemnation awards payable as a result of the Property subject to such damage or taking anddestruction, and the Lease Agreement shall govern disposition of insurance proceeds and repair of the Property. If Buyer fails to the extent the same may be necessary or appropriate, deliver any such notice to Seller shall assign to Buyer at Closing Seller's rights to within such proceeds or awards. If, within five ten (510) business days of receipt of Seller's notice respecting the damage, destruction, or taking, Buyer notifies Seller of its intent to terminate this Agreement, or if Buyer gives no notice within such day period, then Buyer shall be deemed to have terminated this Agreement pursuant to Section 11(bexercised its option described in (y). For the purposes of this Section 10, damage or a taking shall be considered to be "material" if the value of the portion of the Land or Improvements damaged or taken exceeds an amount equal to twenty five percent (25%) of the Purchase Price, or, in the case of a taking, if the portion of the Land or Improvements taken are such that Tenant has the right to terminate the Leaseabove.

Destruction, Damage, or Taking Before Closing. If, before Closing, all or any material part of the Land Land, Improvements or Improvements Personalty are destroyed or damaged, or become subject to condemnation or eminent domain proceedings, then Seller shall promptly notify Buyer thereofPurchaser thereof in writing. Buyer Purchaser may elect to proceed with the Closing (subject to the other provisions of this Agreement and with no reduction in the Purchase PriceAgreement) by delivering written notice thereof to Seller within five (5) business days of receipt of Seller's ’s written notice respecting the damage, destruction, or taking, but in such event Buyer Purchaser shall be entitled to all insurance proceeds or condemnation awards payable as a result of such damage or taking and, to the extent the same may be necessary or appropriate, Seller shall assign to Buyer Purchaser at Closing Seller's ’s rights to such proceeds or awards. If, within five (5) business days of receipt of Seller's ’s written notice respecting the material damage, destruction, or taking, Buyer Purchaser notifies Seller of its intent to terminate this Agreement, or if Buyer gives no notice within such period, then Buyer Purchaser shall be deemed to have terminated this Agreement pursuant to Section 11(b12(b). For the purposes of this Section 1011, damage or a taking shall be considered to be "“material" ” if the value of the portion of the Land Land, Improvements, or Improvements Personalty damaged or taken exceeds an amount equal to twenty five percent (25%) of the Purchase Priceexceed $250,000 in value, or, in the case of a taking, if the portion of the Land Land, Improvements, or Improvements Personalty taken are such that Tenant has they materially adversely affect the right ability to terminate use the Leaseremainder for the purposes for which they are presently used.