Common use of Risk of Loss/Condemnation Clause in Contracts

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.

Risk of Loss/Condemnation. 12.17.1 (a) 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 so substantial so as to preclude or prevent resumption of normal operations operation 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 damageSystem, Seller will immediately shall promptly 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 (ai) to waive such defect and proceed toward consummation of the transaction acquisition of the Assets in accordance with terms of this Agreement or (bii) to terminate this Agreement. If Buyer elects Agreement pursuant to so terminate this Agreement, Buyer and Seller will stand fully released and discharged of any and all obligations under this AgreementSection 10.1(c)(v). If Buyer elects to consummate the transactions contemplated by this Agreement acquisition of the Assets notwithstanding such loss or damage and does so, there will be no adjustment in the consideration payable to Seller Purchase Price 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 previously applied by Seller with respect to replace such loss or restore such lost or damaged propertydamage) will be delivered by Seller to Buyer, Buyer or the rights to such proceeds will be assigned by Seller to Buyer if not yet paid over to Seller.

Risk of Loss/Condemnation. 12.17.1 6.9.1. 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 so substantial so as to preclude or prevent resumption of normal operations operation of any material portion of a System the Systems or the replacement or restoration of the lost or damaged property within 30 45 days from after 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 transactions contemplated by this Agreement in accordance with terms of this Agreement or (b) terminate this Agreement. If Buyer elects so to so terminate this Agreement, Buyer and Seller will stand fully released and be discharged of any and all obligations under this Agreementhereunder. 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 (other than the amount of any insurance deductible), 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.

Risk of Loss/Condemnation. 12.17.1 6.19.1 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 so substantial so as to preclude or prevent resumption of normal operations operation of any material portion of a System or the replacement or restoration of the lost or damaged property within 30 20 days from after 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 (ai) to waive such defect and proceed toward consummation of the transaction acquisition of the Assets in accordance with terms of this Agreement or (bii) terminate this Agreement. If Buyer elects so to so terminate this Agreement, Buyer and Seller will stand fully released and be discharged of any and all obligations under this Agreementhereunder. 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.

Risk of Loss/Condemnation. 12.17.1 7.6.1 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 involves 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 damageBusiness, 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 (ai) to waive such defect and proceed toward consummation of the transaction acquisition of the Assets in accordance with terms of this Agreement or (bii) terminate this Agreement. If Buyer elects so to so terminate this Agreement, Buyer and Seller will stand fully released and be discharged of any and all obligations under this Agreementhereunder. 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, and Seller will pay to Buyer (or Buyer may withhold from the Base Purchase Price) an amount equal to the difference between the amount of such insurance proceeds and the full replacement cost of the damaged or lost Assets.