Risk of Loss; Casualty. (a) The risk of loss or damage to the Unit or the personal property included in this sale, by fire or other casualty, until the earlier of the Closing or possession of the Unit by Purchaser, is assumed by Seller, but without any obligation of Seller to repair or re- place any such loss or damage unless Seller elects to do so as herein-after provided. Seller shall notify Purchaser of the occurrence of any such loss or damage to the Unit or the personal property included in this sale within 10 days after such occurrence or by the date of Closing, whichever first occurs, and by such notice shall state whether or not Seller elects to repair or restore the Unit and/or the personal property, as the case may be. If Seller elects to make such repairs and restorations, Seller’s notice shall set forth an adjourned date for the Closing, which shall be not more than 60 days after the date of the giving of Seller’s notice. If Seller either does not elect to do so or, having elected to make such repairs and restorations, fails to complete the same on or before said adjourned date for the Closing, Purchaser shall have the following options:
Risk of Loss; Casualty. The risk of loss (other than the risk of SABS-related Losses) with respect to the Assets shall remain with the Seller until the Closing. In the event of any loss (other than SABS-related Losses), damage, or destruction to the Assets (including the Leased Real Property or the improvements thereon), resulting in losses of $50,000 or greater, after the date hereof and prior to the Closing, whether by fire, theft, vandalism, terrorism, flood, earthquake, force majeure or other cause or casualty (a “Casualty”), the Seller shall promptly notify the Purchaser of the occurrence thereof. Upon receipt of such notice, the Purchaser shall have the right to terminate this Agreement in accordance with the provisions of Section 11.1(d). In the event of such Casualty, if the Purchaser chooses not to terminate the Agreement, at the Seller’s option, the Seller shall have the right to (i) repair and restore the loss, damage or destruction before or after the Closing, in which event (a) the Seller shall cause the Assets to be restored to substantially the condition in which they existed immediately prior to the Casualty, (b) the Seller shall be entitled, but not obligated, to postpone the Closing for up to thirty (30) Business Days upon written notice of such postponement to the Purchaser, which notice shall specify a new date for the Closing, and (c) if such repair and restoration work is not completed at Closing, the Purchaser shall have the right to withhold that portion of the Purchase Price equal to the estimated cost of repair and restoration for such Assets, which shall be paid to the Seller promptly upon completion of the repair and restoration work, or (ii) without repairing the Casualty, and without recourse or warranty, assign to the Purchaser at the Closing all of the Seller’s right, title and interest, if any, in and to all insurance proceeds payable with respect to the Casualty, and pay the Purchaser the amount of the deductible (or the self-insured retainage) under the Seller’s insurance policy covering the Assets, whereupon the Closing shall take place as if no Casualty had occurred and without any reduction in the Purchase Price.
Risk of Loss; Casualty. Purchaser acknowledges that the Residence Declaration sets forth the minimum insurance coverage responsibilities of the Residence Association governing the Unit and accepts the same.
Risk of Loss; Casualty. Prior to the Closing, any loss or damage to the Purchased Assets from fire, casualty or otherwise shall be the sole responsibility of Seller. Thereafter, any such loss or damage shall be the sole responsibility of Purchaser.
Risk of Loss; Casualty. Notwithstanding any other provision hereof to the contrary, the risk of loss or damage to any of the Assets, the Facilities and all other property, transfer of which is contemplated by this Agreement, shall be borne by Sellers until the Effective Time and by Buyers after the Effective Time.
Risk of Loss; Casualty. Prior to the Closing, Seller shall bear all risk of loss to the Property from fire or other casualty and all liabilities arising from the Property before the Closing. Seller shall maintain all existing fire and casualty and liability insurance on the Property. The Seller shall notify the Purchaser promptly of any damage to the Property, and give the Purchaser a right to inspect such damage. If the damage is in excess of fifty thousand dollars ($50,000), the Purchaser shall have the right, at Purchaser's option, either to (i) terminate this Agreement, in which event the Deposit will be returned to the Purchaser, and Purchaser and the Seller shall thereafter have no further obligations hereunder, or (ii) proceed with the Closing and accept title to the Property without any reduction in the Purchase Price, and the Seller shall deliver or assign to the Purchaser any insurance awards paid or due Seller with respect to such damage. In the event the Property or any substantial portion thereof shall become the subject of any condemnation, eminent domain, or other similar proceeding or be taken or condemned by any governmental authority after the Effective Date and before the Closing, Seller shall provide Purchaser of immediate notice thereof and Purchaser shall have the right to elect: (i) to terminate this Agreement by written notice to Seller and Title Company, whereupon the Deposit together with accrued interest thereon shall be immediately refunded to Purchaser and the parties'obligations hereunder shall terminate; (ii) require Seller to convey the Property (or the remaining portion) at Closing together with all right, title, and interest in an to any pending proceeding or proceeds of an earlier taking. Seller shall not compromise or settle any casualty or condemnation claim or proceeding without the prior written consent of Purchaser, which shall not be unreasonably withheld, delayed, or denied.
Risk of Loss; Casualty. Prior to the Closing, Seller shall bear all risk of loss to the Property from any casualty and all liabilities arising from the Property before the Closing. Seller shall maintain all existing casualty and liability insurance on the Property, if any. In the event of any casualty or condemnation affecting the Property occurring after the Effective Date, Seller shall deliver to Purchaser at the Closing any proceeds actually received by Seller attributable to same and shall assign to Purchaser Seller’s rights to such proceeds if not yet received. Seller shall maintain all existing fire and casualty and liability insurance on the Property which Seller is required to maintain under the Leases. The Seller shall notify the Purchaser promptly of any material damage to the Property, and give the Purchaser a right to inspect such damage. If the damage can not be repaired by Seller prior to Closing and either is in excess of one hundred thousand dollars ($ 100,000) or entitles any lessee under a material Lease to terminate the Lease, the Purchaser shall have the right, at Purchaser's option, either to (i) terminate this Agreement, in which event the Deposit will be returned to the Purchaser, and Purchaser and the Seller shall thereafter have no further obligations hereunder, or (ii) proceed with the Closing and accept title to the Property without any reduction in the Purchase Price, and the Seller shall deliver or assign to the Purchaser any insurance awards paid or due Seller with respect to such damage.
Risk of Loss; Casualty. Except as otherwise provided in this Section ý5.06, during the Interim Period, all risk of loss or damage to the property or assets of the ProjectCos including the Projects, shall, as between Purchaser and Seller, be borne by Seller unless such loss is caused or created by Purchaser. If during the Interim Period, the property or assets of the ProjectCos, including the Projects, are damaged by fire or other casualty (each such event, an “Event of Loss”), or are taken by a Governmental Authority by exercise of the power of eminent domain (each, a “Taking”), then the following provisions of this Section 5.06 shall apply:
Risk of Loss; Casualty. Until Closing shall occur, the risk of loss or damage to the Property is assumed by Seller. Seller shall maintain in effect through the date of Closing and the term of the Lease policies of fire and casualty insurance for the full replacement value of the Property. In the event of any fire or other casualty, Seller shall use the insurance proceeds to repair the damage and Closing shall proceed as scheduled. If Closing is scheduled to occur prior to completion of any restoration or demolition, Seller shall nonetheless complete restoration or demolition during the term of the Lease, without any abatement of rent due and owing under the Lease.
Risk of Loss; Casualty. If, after the Agreement Date and prior ----------------------- to Closing, all or any portion of any Project is destroyed or damaged as a result of fire or any other cause whatsoever, Seller shall give written notice thereof to Buyer promptly after Seller learns or receives notice thereof. If such destruction or damage has or will have a material adverse effect on the affected Project, as reasonably determined by Buyer, Buyer shall have the right to terminate this Agreement by giving Seller written notice thereof prior to the Closing, subject to Section 13.20
