Immaterial Sample Clauses
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Immaterial. In the event that the Premises is damaged or destroyed by fire or other casualty or taken by eminent domain proceedings prior to Closing, then unless the cost of repair or value of the taken portion is, as reasonably determined by Seller's insurance adjustor or the condemning authority, greater than 5% of the Purchase Price and the tenant under the Lease shall have the right to terminate the Lease on account thereof, such taking or casualty shall not be deemed material for purposes of this Agreement. Notwithstanding the foregoing, the term "material" as used in this Section 8 shall include, but not be limited to any taking or casualty which materially interferes with ingress and egress to or from the Premises or the buildings situated thereon or which reduces the amount of parking available at the Premises.
Immaterial. If the Property is not Materially Damaged, then neither Owner JV nor Hersha Owner shall have the right to terminate this Agreement, and Hersha Owner shall, at its option, either (i) repair the damage before the Closing to the reasonable, good faith satisfaction of Owner JV, or (ii) credit Owner JV at Closing to the good faith satisfaction of Owner JV for the reasonable costs to complete the repair as reviewed and confirmed in good faith by Owner JV (in which case Hersha Owner shall retain all insurance proceeds and Owner JV shall assume full responsibility for all needed repairs).
Immaterial. If the Property is not Materially Damaged, then neither Purchaser nor Seller shall have the right to terminate this Agreement, and Seller shall, at its option, either (i) repair the damage before the Closing, or (ii) assign any insurance claims to Purchaser for the cost to complete the repair (in which case Purchaser shall retain all Insurance Proceeds, Purchaser shall receive a credit at Closing for any deductible amount under such insurance policies, there shall be no other reduction in the Purchase Price and Purchaser shall assume full responsibility for all needed repairs).