Condemnation or Destruction of Property. In the event that, after the date hereof but prior to the Closing Date, either any portion of the Property is taken pursuant to eminent domain proceedings or condemnation or any of the improvements on the Property are damaged or destroyed by fire or other casualty, Seller shall have no obligation to restore, repair or replace any portion of the Property or any such damage or destruction. Seller shall, at the Closing, assign to Purchaser all of Seller’s interest in all awards or other proceeds for such taking by eminent domain or condemnation or the proceeds of any insurance collected by Seller for such damage or destruction (unless Seller shall have repaired such damage or destruction prior to the Closing and except to the extent any such awards, proceeds or insurance are attributable to lost rents or items applicable to any period prior to the Closing), less the amount of all costs incurred by Seller in connection with the repair of such damage or destruction or collection costs of Seller respecting any awards or other proceeds for such taking by eminent domain or condemnation or any uncollected insurance proceeds which Seller may be entitled to receive from such damage or destruction, as applicable. In connection with any assignment of awards, proceeds or insurance hereunder, Seller shall credit Purchaser with an amount equal to the applicable deductible amount under Seller’s insurance (but not more than the amount by which the cost, as of the Closing Date, to repair the damage is greater than the amount of insurance proceeds assigned to Purchaser); provided, however, if the damage (as determined by an independent third party contractor or engineer selected by Seller and reasonably approved by Purchaser) or any condemnation is Material (as defined below), Purchaser shall have the right to terminate this Agreement by notice to Seller given within ten (10) days after notification to Purchaser of the casualty or condemnation and the determination of the amount of any damage. In any instance where this Agreement is terminated pursuant to this Section 6, in which event the Deposit shall be returned to Purchaser and no party hereto shall have any further obligations in connection herewith except under those provisions that expressly survive the Closing or a termination of this Agreement; provided, however, that if Seller has notified Purchaser as and in the manner provided by Section 3.1 of this Agreement, Escrowee shall release the Deposit to Purchaser, less ...
Condemnation or Destruction of Property. If after the date hereof but prior to the Closing Date, either any portion of the Real Property is taken pursuant to eminent domain proceedings or condemnation or any of the Improvements are damaged or destroyed by fire or other casualty, then Seller shall promptly deliver, or cause to be delivered, to Purchaser, notice of any such eminent domain proceedings or casualty. Seller shall have no obligation to restore, repair or replace any portion of the Real Property or any such damage or destruction. Seller shall, at the Closing, assign to Purchaser all of Seller’s interest in all awards or other proceeds for such taking by eminent domain or condemnation or the proceeds of any insurance collected by Seller for such damage or destruction (unless and to the extent Seller shall have repaired such damage or destruction prior to the Closing and except to the extent any such awards, proceeds or insurance are attributable to lost rents or items applicable to any period prior to the Closing), less the amount of all reasonable out of pocket costs incurred by Seller in connection with the repair of such damage or destruction or collection costs of Seller respecting any awards or other proceeds for such taking by eminent domain or condemnation or any uncollected insurance proceeds which Seller may be entitled to receive from such damage or destruction, as applicable. In connection with any assignment of awards, proceeds or insurance hereunder, Seller shall credit Purchaser with an amount equal to the applicable deductible amount under Seller’s insurance; provided, however, if the amount of the damage or the value of the taking (in each case as determined by an independent third party contractor or engineer selected by Seller and reasonably approved by Purchaser) shall exceed five percent (5%) of the Purchase Price with respect to the Property, or such condemnation or casualty permanently and adversely impairs access to the Property, then Purchaser shall have the right to terminate this Agreement by notice to Seller given within ten (10) days after notification to Purchaser of the estimated amount of damages or the determination of the value of the taking. In any instance where this Agreement is terminated pursuant to this Section 6, the Deposit shall be promptly returned to Purchaser, and this Agreement and the obligations of the parties hereunder shall terminate (and no party hereto shall have any further obligations in connection herewith except for the Surviving Obl...
Condemnation or Destruction of Property. In the event that, after the date hereof but prior to the Closing Date, either any portion of the Property is taken pursuant to eminent domain proceedings or any of the improvements on the Property are damaged or destroyed by any casualty, Seller shall have no obligation to repair or replace any such damage or destruction. Seller shall, upon consummation of the transaction herein provided, assign to Buyer all claims of Seller respecting any condemnation or casualty insurance coverage, as applicable, and all condemnation proceeds or proceeds from any such casualty insurance received by Seller on account of any casualty (the damage from which shall not have been repaired by Seller prior to the Closing Date), as applicable, and Seller shall pay to Buyer any unpaid deductible amounts payable by Seller pursuant to such insurance coverage assigned to Buyer. Notwithstanding anything to the contrary herein, Seller shall retain any proceeds received from (and the right to receive any proceeds of) rental income insurance or a temporary taking award that are attributable to a period prior to the Closing Date. In the event the condemnation award or the cost of repair of damage to the Property on account of a casualty, as applicable, shall exceed $500,000, Buyer may, at its option, terminate this Agreement by notice to Seller, given on or before the Closing Date (whereupon the Escrow Deposit shall be returned to Buyer and, except for those provisions hereof which survive termination, this Agreement shall terminate).
Condemnation or Destruction of Property. In the event that, after the date hereof but prior to the Closing Date, either (i) any portion of the Property is taken pursuant to eminent domain proceedings or condemnation or (ii) any of the improvements on the Property (other than the Billboard) are damaged or destroyed by fire or other casualty, Seller shall promptly deliver, or cause to be delivered, to Purchaser, notice of any such eminent domain proceedings or casualty. If the amount of the damage (as determined by an independent third party contractor or engineer selected by Seller and reasonably approved by Purchaser) shall exceed the sum of $446,000 or the condemnation shall affect greater than 10% of the area of the Land, Purchaser shall, in either case, have the right to terminate this Agreement by written notice to Seller given within ten (10) days after Seller’s notification to Purchaser of the estimated amount of damages or the determination of the area affected by the condemnation, whereupon the Deposit shall be promptly returned to Purchaser, and this Agreement and the obligations of the parties hereunder shall terminate (and no party hereto shall have any further obligations in connection herewith except under those provisions that expressly survive a termination of this Agreement). If the Agreement shall not be terminated by Purchaser, the parties shall proceed to Closing as contemplated by this Agreement and Seller shall be obligated for repair or restoration as provided in the New Lease, regardless of whether the damage occurred prior to the commencement of the New Lease. In connection with the repairs or restoration occasioned by a condemnation, any excess condemnation award after completion of repair or construction shall be paid to Purchaser. Seller and Purchaser agree to cooperate with each other in connection with pursuit and the settlement of any condemnation award referred to herein. The parties hereby waive the provisions of any statute which provides for a different outcome or treatment in the event of a casually or a condemnation or eminent domain proceeding (including, without limitation, Section 5-1311 of the General Obligations Law of the Sate of New York).
Condemnation or Destruction of Property. No material portion of any Land or the related Improvements shall have been taken pursuant to eminent domain proceedings between the Effective Date and the Closing Date, and the Improvements shall not have been damaged or destroyed by casualty between the Effective Date and the Closing Date where the uninsured portion of the cost of repair of the same exceeds $500,000. In the event that the Improvements have been damaged or destroyed by casualty between the Effective Date and the Closing Date and the uninsured portion of the cost of repair, as reasonably determined by Summit and Ewinx, xx equal to or less than $500,000, such uninsured portion shall be deducted from the Net Partnership Value of the Partnership owning the Apartment Project of which such Improvements constitute a part.
Condemnation or Destruction of Property. In the event that, after the date hereof but prior to the Closing Date, either any portion of an Underlying Property is taken pursuant to eminent domain proceedings or the Improvements on an Underlying Property are damaged or destroyed by any casualty, Sellers shall be required to give Buyer prompt written notice of the same after Sellers' actual discovery of the same (if it is material), but shall have no obligation to contribute capital to any entity, or to repair or replace (or cause to be repaired or replaced) any such damage, destruction or taken property, and Buyer shall have no right to terminate this Agreement by reason thereof. Except to the extent any condemnation proceeds or insurance proceeds are (x) attributable to lost rents or other items applicable to any period prior to the Closing, or (y) required for collection costs or repairs by Sellers prior to the Closing Date, Sellers shall, upon consummation of the transaction herein provided, cause the applicable Seller to assign to Buyer all claims of such Seller respecting any condemnation or casualty insurance coverage, as applicable, and all condemnation proceeds or proceeds from any such casualty insurance received by such Seller on account of any casualty, as applicable.
Condemnation or Destruction of Property. In the event that, after the date hereof but prior to the Closing Date, either any portion of the Property is taken pursuant to eminent domain proceedings or any of the improvements on the Property are damaged or destroyed by any casualty, Seller shall have no obligation to repair or replace any such damage or destruction. Seller shall, upon consummation of the transaction herein provided, assign to Buyer all claims of Seller respecting any condemnation or casualty insurance coverage, as applicable, and all condemnation proceeds or proceeds from any such casualty and rental interruption insurance received by Seller on account of any casualty (the damage from which shall not have been repaired by Seller prior to the Closing Date), as applicable, together with the payment by Seller to Buyer of the amount of Seller's deductible under any such insurance policy. In the event the condemnation award or the cost of repair of damage to the Property on account of a casualty, as applicable, shall exceed $100,000, Buyer may, at its option, terminate this Agreement by notice to Seller, given on or before the Closing Date. 8.
Condemnation or Destruction of Property. In the event that, after the date hereof either any portion of the Property is taken pursuant to eminent domain proceedings or any of the improvements on the Property are damaged or destroyed by any casualty, Seller shall be required to give Buyer prompt written notice of the same. Upon and after the initial Closing Date, Seller shall deliver and assign to Buyer (except to the extent any condemnation proceeds or insurance proceeds are attributable to lost rents or other items applicable to any period prior to the Closing), all claims of Seller respecting any condemnation or casualty insurance coverage, as applicable, and all condemnation proceeds or proceeds from any such casualty insurance received by Seller on account of any casualty (except to the extent required for collection costs or repairs by Seller prior to the final Closing Date), as applicable, and Buyer shall be responsible for any repairs or construction required under the Existing Lease. In connection with any assignment of insurance proceeds hereunder, Buyer shall be credited against the Purchase Price at the next Closing with an amount equal to a pro rata share commensurate with Seller’s then percentage ownership interest in the Property of the applicable deductible amount under Seller’s insurance (except to the extent required for collection costs or repairs by Seller). Prior to the initial Closing Date, in the event that Lessee terminates the Existing Lease under Section 9 thereof, Buyer shall also have the right to terminate this Agreement and be entitled to a return of the Escrow Deposit.
Condemnation or Destruction of Property. In the event that, after the date hereof but prior to the Closing Date, either any portion of the Property is taken pursuant (or becomes subject) to eminent domain proceedings or any of the improvements on the Property are damaged or destroyed by any casualty, Optionor shall promptly notify Optionee, and Optionor shall have no obligation to repair or replace any such damage or destruction. Optionor shall, upon consummation of the transaction herein provided, pay to Optionee any applicable "deductible" portion under its casualty insurance coverage, assign to Optionee all claims of Optionor respecting any condemnation or casualty insurance coverage, as applicable, and all condemnation proceeds or proceeds from any such casualty insurance received by Optionor on account of any condemnation or casualty (the damage from which shall not have been repaired by Optionor prior to the Closing Date), as applicable; provided, however, that Optionor shall retain any proceeds received (and the right to receive any proceeds) of rental income insurance or a temporary taking award that are attributable to a period prior to the Closing Date. In the event (i) the condemnation award or the cost of repair of damage to the Property on account of a casualty, as applicable, shall exceed $1,000,000 or (ii) the result of any condemnation of the Property would be a permanent materially adverse loss of access to the Property, Optionee may, at its option, terminate this Agreement by notice to Optionor, given on or before the Closing Date.
Condemnation or Destruction of Property. In the event that, after the date hereof but prior to the Closing Date, either any portion of the Property is taken pursuant to eminent domain proceedings or condemnation or any of the improvements on the Property are damaged or destroyed by fire or other casualty, Seller shall promptly deliver, or cause to be delivered, to Purchaser, notice of any such eminent domain proceedings or casualty. Except as otherwise expressly provided herein, Seller shall have no obligation to restore, repair or replace any portion of the Property or any such damage or destruction. At the Closing, Purchaser shall receive a credit against the Purchase Price equal to the award or other anticipated proceeds from such eminent domain or condemnation proceeding or as the case may be, the estimated cost to repair such destruction or damage along with a reasonable estimate of lost rent during the period of repair (unless Seller shall have repaired such damage or destruction prior to the Closing). If the amount of condemnation award shall exceed the sum of Six Million Dollars ($6,000,000.00), Purchaser shall have the right to terminate this Agreement by notice to Seller given within ten (10) days after notification to Purchaser of the estimated amount of damages or the determination of the amount of any condemnation award whereupon the Initial Deposit and the Additional Deposit, to the extent deposited with Escrow Holder, shall be promptly returned to Purchaser, and this Agreement and the obligations of the parties hereunder shall terminate (and no party hereto shall have any further obligations in connection herewith except under those provisions that expressly survive the Closing or a termination of this Agreement).
