Common use of Material Casualty Clause in Contracts

Material Casualty. If the amount of the repair or restoration of the Property required by a Casualty equals or exceeds twenty percent (20%) of the Purchase Price (a “Material Casualty”), then Purchaser shall have the right to elect, by providing written notice to Seller within fifteen (15) Business Days after Purchaser’s receipt of Seller’s written notice of such Casualty, to (i) terminate this Agreement, in which case the Parties shall have no further rights or obligations under this Agreement, except those which expressly survive such termination, or (ii) proceed to Closing, in which case Seller shall provide Purchaser with a credit against the Purchase Price in an amount equal to the costs and expenses required to repair or restore the Property affected by the Material Casualty as agreed to by the Parties. If Purchaser (1) fails to provide written notice of its election to Seller within such time period, or (2) provides written notice of its election to proceed to Closing, but subsequently the Parties are unable to agree on the amount of the credit to be provided to Purchaser at Closing despite a good faith effort by Purchaser to so agree, Purchaser shall be deemed to have elected to terminate this Agreement pursuant to clause (i) of the preceding sentence. If the Closing is scheduled to occur prior to the expiration of Purchaser’s election period, then the Closing shall be postponed until the date which is five (5) Business Days after the earlier of Purchaser’s delivery of its election notice to Seller or the expiration of Purchaser’s election period.

Material Casualty. If the amount of the repair or restoration of the Property any Hotel required by a Casualty equals or exceeds twenty percent Five Hundred Thousand and 00/100 Dollars (20%$500,000.00) of the Purchase Price (a “Material Casualty”), then Purchaser shall have the right to elect, by providing written notice to Seller within fifteen thirty (1530) Business Days days after Purchaser’s receipt of Seller’s written notice of such Casualty, to (i) cause the Affected Hotel to be excluded from this Agreement pursuant to Section 3.6, (ii) terminate this Agreement, in which case the Xxxxxxx Money shall be refunded to Purchaser, and the Parties shall have no further rights or obligations under this Agreement, except those which expressly survive such termination, or (iiiii) proceed to Closing, in which case Seller shall provide Purchaser with a credit against the Purchase Price in an amount equal to (A) the costs applicable insurance deductible, and expenses required (B) assign and transfer to repair or restore the Property affected Purchaser all of Seller’s right, title and interest in and to all proceeds from all casualty and lost profits insurance policies maintained by the Material Seller with respect to such Casualty as agreed to by the Parties. If Purchaser (1) fails to provide written notice of its election to Seller within such time period, or (2) provides written notice of its election to proceed to Closing, but subsequently the Parties are unable to agree on the amount of the credit to be provided delivering an assignment instrument to Purchaser at Closing despite a good faith effort by Purchaser in form and substance reasonably satisfactory to so agree, Purchaser shall be deemed to have elected to terminate this Agreement pursuant to clause (i) of the preceding sentencePurchaser. If the Closing is scheduled to occur prior to the expiration of Purchaser’s election period, then the Closing for the Affected Hotel shall be postponed until the date which is five (5) Business Days after the earlier of Purchaser’s delivery of its election notice to Seller or the expiration of Purchaser’s election period.

Material Casualty. If the amount of the repair or restoration of the Real Property required by a Casualty equals or exceeds twenty percent (20%) of the Purchase Price (a “Material Casualty”), and such Material Casualty was not caused by Purchaser or Purchaser’s 2230752.03F-NYCSR03A - MSW Inspectors or their respective employees, agents or representatives, then Purchaser shall have the right to elect, by providing written notice to Seller within fifteen the earlier of December 20, 2022 or ten (1510) Business Days days after Purchaser’s receipt of Seller’s written notice of such Material Casualty, to (ia) terminate this Agreement, in which case the Deposit shall be refunded to Purchaser in accordance with the Deposit Escrow Agreement, and the Parties shall have no further rights or obligations under this Agreement, except those which expressly survive such termination, or (iib) proceed to Closing, without terminating this Agreement, in which case Seller shall provide Purchaser with a credit against the Purchase Price in an amount equal to the applicable insurance deductible, and transfer and assign to Purchaser all of Seller’s right, title and interest in and to all proceeds from all casualty and business interruption insurance policies maintained by Seller with respect to the Property, except those proceeds allocable to business interruption and costs and expenses required incurred by Seller for the period prior to repair or restore the Property affected by the Material Casualty as agreed to by the PartiesClosing. If Purchaser (1) fails to provide written notice of its election to Seller within such time period, or (2) provides written notice of its election to proceed to Closing, but subsequently the Parties are unable to agree on the amount of the credit to be provided to Purchaser at Closing despite a good faith effort by Purchaser to so agree, then Purchaser shall be deemed to have elected to terminate this Agreement proceed to Closing pursuant to clause (ib) of the preceding sentence. If the Closing is scheduled to occur prior to the expiration of within Purchaser’s ten (10) day election period, then the Closing shall be postponed until the date which is five (5) Business Days after the earlier of Purchaser’s delivery of its election notice to Seller or the expiration of Purchaser’s such ten (10) day election periodperiod but in no event beyond December 30, 2022.