Common use of Material Clause in Contracts

Material. In the event of any Material Damage to or destruction of the Property or any portion thereof prior to Closing, Purchaser may, at its option, terminate this Agreement by delivering written notice to Seller on or before the expiration of 30 days after the date Seller delivers the Casualty Notice to Purchaser (and if necessary, the Closing Date shall be extended to give Purchaser the full thirty-day period to make such election and to obtain insurance settlement agreements with Seller's insurers). Upon any such termination, the Xxxxxxx Money shall be returned to Purchaser and the parties hereto shall have no further rights or obligations hereunder, other than those that by their terms survive the termination of this Agreement. If Purchaser does not terminate this Agreement within said 30-day period, then the parties shall proceed under this Agreement and close on schedule (subject to extension of Closing as provided above), and as of Closing Seller shall assign to Purchaser, without representation or warranty by or recourse against Seller, all of Seller's rights in and to any resulting insurance proceeds (including any rent loss insurance applicable to any period on and after the Closing Date) due Seller as a result of such damage or destruction and Purchaser shall assume full responsibility for all needed repairs, and Purchaser shall receive a credit at Closing for any deductible amount under such insurance policies (but the amount of the deductible plus insurance proceeds shall not exceed the lesser of (a) the cost of repair or (b) the Purchase Price and a pro rata share of the rental or business loss proceeds, if any). For the purposes of this Agreement, "MATERIAL DAMAGE" and "MATERIALLY DAMAGED" means damage which, in Seller's reasonable estimation, exceeds $750,000.00 to repair.

Material. In the event of any Material Damage to or destruction of the Property or any portion thereof prior to Closing, either Seller or Purchaser may, at its option, terminate this Agreement by delivering written notice to Seller the other on or before the expiration of 30 days after the date Seller delivers the Casualty Notice to Purchaser (and if necessary, the Closing Date shall be extended to give Purchaser the parties the full thirty-thirty (30) day period to make such election and to obtain insurance settlement agreements with Seller's insurers). Upon any such termination, the Xxxxxxx Money Earnest Money, and if applicable, the Additional Earnest Moxxx (xxgether with any and all interest accrued xxxxxxxon), shall be returned to Purchaser and the parties hereto shall have no further rights or obligations hereunder, other than those that by their terms survive the termination of this Agreement. If neither Seller nor Purchaser does not terminate so terminates this Agreement within said thirty (30-) day period, then the parties shall be deemed to have waived their respective right to terminate under this Section 6.2.1 and the parties shall proceed under this Agreement and close on schedule (subject to extension of Closing as provided above), and as of Closing Seller shall assign to Purchaser, without representation or warranty by or recourse against Seller, all of Seller's rights in and to any resulting insurance proceeds (including any rent loss insurance applicable to any period on and after the Closing Date) due Seller as a result of such damage or destruction and Purchaser shall assume full responsibility for all needed repairs, and Purchaser shall receive a credit at Closing for any deductible amount under such insurance policies (but the amount of the deductible plus insurance proceeds shall not exceed the lesser of (a) the cost of repair or (b) the Purchase Price and a pro rata share of the rental or business loss proceeds, if anyPrice). For the purposes of this Agreement, "MATERIAL DAMAGEMaterial Damage" and "MATERIALLY DAMAGEDMaterially Damaged" means damage which, in Seller's reasonable estimation, the cost to repair exceeds $750,000.00 to repair250,000.

Material. In the event of any Material Damage to or destruction of the Property or any portion thereof after the Effective Date but prior to Closing, and if and only if (i) the applicable tenant or Guarantor is not required to repair the damage pursuant to the applicable Lease or Guaranty, or (ii) the tenant is entitled to and elects to terminate the Lease as result of such casualty or is entitled to a material reduction in its rent as a result of such casualty (either, a “Lease Casualty Event”), then Purchaser maymay request an adjustment to the Allocated Purchase Price for such Property in accordance with the terms of Section 4.4.5 (in no event shall any such adjustment exceed 75% of the Allocated Purchase Price for such Property); provided however, at its optionthat for purposes of this Section 6.2.1 only, terminate this Agreement by delivering written notice to Seller the Price Adjustment Period shall commence on or before the expiration of 30 days after the date on which Seller delivers receives the Purchase Price Adjustment Notice (which shall not later than three Business Days after Purchaser receives the Casualty Notice to Purchaser (Notice) and if necessary, the Closing Date shall be extended to give Purchaser the full thirty-day period to make such election and to obtain insurance settlement agreements with Seller's insurers)expire five Business Days thereafter. Upon any such termination, the Xxxxxxx Money shall be returned to Purchaser and the parties hereto shall have no further rights or obligations hereunder, other than those that by their terms survive the termination of this Agreement. If Purchaser does not terminate this Agreement within said 30-day period, then the The parties shall proceed under this Agreement and close on schedule (subject to extension of Closing as provided above)schedule, and as of Closing Seller shall assign to Purchaser, without representation or warranty by or recourse against Seller, all of Seller's ’s rights in and to any resulting insurance proceeds (including any rent loss insurance applicable to any period on and after the Closing Date) due Seller as a result of such damage or destruction and Purchaser shall assume full responsibility for all needed repairs, and Purchaser shall receive a credit at Closing for any deductible amount under such insurance policies to the extent not payable by the applicable tenant under the applicable Lease or by Guarantor under the Guaranty (but the amount of the deductible plus insurance proceeds shall not exceed the lesser of (a) the cost of repair or (b) the portion of the Allocated Purchase Price the applicable Property and a pro rata share of the rental or business loss proceeds, if any). For the purposes of this Agreement, "MATERIAL DAMAGE" “Material Damage” and "MATERIALLY DAMAGED" “Materially Damaged” means damage which, in Seller's ’s reasonable estimation, exceeds $750,000.00 250,000 to repair.

Material. In the event of any Material Damage to or destruction of the Property or any portion thereof prior to Closing, either Seller or Purchaser may, at its option, terminate this Agreement by delivering written notice to Seller the other on or before the expiration of 30 thirty (30) days after the date Seller delivers the Casualty Notice to Purchaser (and if necessary, the Closing Date shall be extended to give Purchaser the parties the full thirty-day period to make such election and to obtain insurance settlement agreements with Seller's insurers). Upon any such termination, the Xxxxxxx Money shall be returned to Purchaser and the parties hereto shall have no further rights or obligations hereunder, other than those that by their terms survive the termination of this Agreement. If neither Seller nor Purchaser does not terminate so terminates this Agreement within said thirty (30-) day period, then the parties shall proceed under this Agreement and close on schedule (subject to extension of Closing as provided above), and as of Closing Seller shall assign to Purchaser, without representation or warranty by or recourse against Seller, all of Seller's rights in and to any resulting insurance proceeds (including any rent loss insurance applicable to any period on and after the Closing Date) due Seller as a result of such damage or destruction and Purchaser shall assume full responsibility for all needed repairs, and Purchaser shall receive a credit at Closing for any deductible amount under such insurance policies (but the amount of the deductible plus insurance proceeds shall not exceed the lesser of (aA) the cost of repair or (bB) the Purchase Price and a pro rata share of the rental or business loss proceeds, if any). For the purposes of this Agreement, "MATERIAL DAMAGEMaterial Damage" and "MATERIALLY DAMAGEDMaterially --------------- ---------- Damaged" means damage which, in Seller's reasonable estimation, exceeds ------- $750,000.00 100,000.00 to repair or which, in Seller's reasonable estimation, will take longer than ninety (90) days to repair.

Material. In the event of any Material Damage to or destruction of the Real Property or any portion thereof prior to Closing, Purchaser Seller shall promptly deliver written notice to Buyer, and Buyer may, at its option, terminate this Agreement by delivering written notice to Seller on or before the expiration of 30 fifteen (15) days after the date Seller delivers the Casualty Notice to Purchaser Buyer (and if necessary, the Closing Date shall be extended to give Purchaser the parties the full thirty-fifteen (15) day period to make such election and to obtain insurance settlement agreements with Seller's insurerselection). Upon any such termination, the Xxxxxxx Money shall be returned to Purchaser Buyer and the parties hereto shall have no further rights or obligations hereunder, other than those that by their terms survive the termination of this Agreement. If Purchaser Buyer does not terminate this Agreement within said 30-fifteen (15) day period, then the parties shall proceed under this Agreement and close on schedule (subject to extension of Closing as provided above), and as of Closing Seller shall assign to PurchaserBuyer, without representation or warranty by or recourse against Seller, all of Seller's ’s rights in and to any resulting insurance proceeds (including any rent loss insurance applicable to any period on and after the Closing Date) due Seller as a result of such damage or destruction and Purchaser Buyer shall assume full responsibility for all needed repairs, and Purchaser Buyer shall receive a credit at Closing for any deductible amount under such insurance policies (but the amount of the deductible plus insurance proceeds shall not exceed the lesser of (ai) the cost of repair or (bii) the Purchase Price and a pro rata share of the rental or business loss proceeds, if any). For the purposes of this Agreement, "MATERIAL DAMAGE" “Material Damage” and "MATERIALLY DAMAGED" “Materially Damaged” means damage which, in Seller's ’s and Buyer’s reasonable estimation, exceeds Five Hundred Thousand Dollars ($750,000.00 500,000) (with respect to any of the Improvements on any of the Real Property) to repair.

Material. In the event of any Material Damage to or destruction of the Property or any portion thereof prior to Closing, Purchaser may, at its option, terminate this Agreement by delivering written notice to Seller on or before the expiration of 30 days after the date Seller delivers the Casualty Notice to Purchaser (and if necessary, the Closing Date shall be extended to give Purchaser the full thirty30-day period to make such election and to obtain insurance settlement agreements with Seller's ’s insurers). Upon any such termination, the Xxxxxxx Exxxxxx Money (other than the Non-Refundable Exxxxxx Money) shall be returned to Purchaser and the parties hereto shall have no further rights or obligations hereunder, other than those that by their terms survive the termination of this Agreement. If Purchaser does not terminate this Agreement within said 30-day period, then Purchaser shall be deemed to have waived its right to terminate under this Section 6.2.1 and the parties shall proceed under this Agreement and close on schedule (subject to extension of Closing as provided above), and as of Closing Seller shall assign to Purchaser, without representation or warranty by or recourse against Seller, all of Seller's ’s rights in and to any resulting insurance proceeds (including any rent loss insurance applicable to any period on and after the Closing Date) due Seller as a result of such damage or destruction and Purchaser shall assume full responsibility for all needed repairs, and Purchaser shall receive a credit at Closing for any deductible amount under such insurance policies (but the amount of the deductible plus insurance proceeds shall not exceed the lesser of (a) the cost of repair or (b) the sum of the Purchase Price and a pro rata share that portion of the Seller’s rental or business loss proceedsproceeds relating to the time period after Closing, if any). For the purposes of this Agreement, "MATERIAL DAMAGE" “Material Damage” and "MATERIALLY DAMAGED" “Materially Damaged” means damage which, in Seller's ’s reasonable estimation, exceeds (1) $750,000.00 250,000 to repairrepair if the casualty is an uninsured casualty or (2) 10% of the Purchase Price to repair if the casualty is an insured casualty.

Material. In the event of any Material Damage to or destruction of the Property or any portion thereof prior to Closing, either Seller or Purchaser may, at its option, terminate this Agreement by delivering written notice to Seller the other on or before the expiration of 30 thirty (30) days after the date Seller delivers the Casualty Notice to Purchaser (and if necessary, the Closing Date shall be extended to give Purchaser the parties the full thirty-day period to make such election and to obtain insurance settlement agreements with Seller's insurers). Upon any such termination, the Xxxxxxx Earnest Money shall be returned to Purchaser and the parties hereto shall heretx xxxxx have no further rights or obligations hereunder, other than those that by their terms survive the termination of this Agreement. If neither Seller nor Purchaser does not terminate so terminates this Agreement within said thirty (30-) day period, then the parties shall proceed under this Agreement and close on schedule (subject to extension of Closing as provided above), and as of Closing Seller shall assign to Purchaser, without representation or warranty by or recourse against Seller, all of Seller's rights in and to any resulting insurance proceeds (including any rent loss insurance applicable to any period on and after the Closing Date) due payable to Seller as a result of such damage or destruction and Purchaser shall assume full responsibility for all needed repairs, and Purchaser shall receive a credit at Closing for any deductible amount under such insurance policies (but the amount of the deductible plus insurance proceeds shall not exceed the lesser of (aA) the cost of repair or (bB) the Purchase Price and a pro rata share of the rental or business loss proceeds, if any). For the purposes of this Agreement, "MATERIAL DAMAGEMaterial Damage" and "MATERIALLY DAMAGEDMaterially Damaged" means damage which, in Seller's reasonable estimation, exceeds $750,000.00 200,000.00 to repair or which, in Seller's reasonable estimation, will take longer than ninety (90) days to repair.

Material. In the event of any Material Damage to or destruction of the Property Properties or any portion thereof prior to Closing, Purchaser may, at its option, terminate this Agreement by delivering written notice to Seller Sellers on or before the expiration of 30 20 days after the date Seller delivers the Casualty Notice to Purchaser (and if necessary, the Closing closing Date shall be extended to give the Purchaser the full thirtytwenty-day period to make such election and to obtain insurance settlement agreements with Seller's Sellers’ insurers). Upon any such termination, the Xxxxxxx Money shall be returned to Purchaser and the parties hereto shall have no further rights or obligations hereunder, other than those that by their terms survive the termination of this Agreement. If Purchaser does not so terminate this Agreement within said 30twenty-day period, then Purchaser shall be deemed to have waived its right to terminate under this Section 6.2.1 and the parties shall proceed under this Agreement and close on schedule (subject to extension of Closing as provided above), and as of Closing Seller and to the extent permitted by the Lienholder (as defined in Section 13), Sellers shall assign to Purchaser, without representation or warranty by or recourse against SellerSellers, all of Seller's Sellers’ rights in and to any resulting insurance proceeds (including any rent loss insurance applicable to any period on and after the Closing Date) due Seller Sellers as a result of such damage or destruction and Purchaser shall assume full responsibility for all needed repairs, and Purchaser shall receive a credit at Closing for any deductible amount under such insurance policies (but the amount of the deductible plus insurance proceeds shall not exceed the lesser of (a) the cost of repair or (b) the Purchase Price and a pro rata rate share of the rental or business loss proceeds, if any). For the purposes of this Agreement, "MATERIAL DAMAGE" “Material Damage” and "MATERIALLY DAMAGED" “Materially Damaged” means damage which, in Seller's Sellers’ reasonable estimation, exceeds a cost of $750,000.00 250,000 to repair.

Material. In the event of any Material Damage to or destruction of the Property or any portion thereof prior to Closing, Purchaser may, at its option, terminate this Agreement by delivering written notice to Seller on or before the expiration of 30 ten (10) business days after the date Seller delivers the Casualty Notice to Purchaser (and if necessary, the Closing Date shall be extended to give Purchaser the full thirty-ten (10) business day period to make such election and to obtain insurance settlement agreements with Seller's insurerselection). Upon any such termination, the Xxxxxxx Money less the Non-Refundable Amount shall be returned to Purchaser and the parties hereto shall have no further rights or obligations hereunder, other than those that by their terms survive the termination of this Agreement. If Purchaser does not so terminate this Agreement within said 30-ten (10) day period, then the parties shall proceed under this Agreement and close on schedule (subject to extension of Closing as provided above), and as of Closing Seller shall assign to Purchaser, without representation or warranty by or recourse against Seller, all of Seller's rights in and to any resulting insurance proceeds (including any rent loss insurance applicable to any period on and after the Closing Date) due Seller as a result of such damage or destruction and Purchaser shall assume full responsibility for all needed repairs, and Purchaser shall receive a credit at Closing for any deductible amount under such insurance policies (but the amount of the deductible plus insurance proceeds shall not exceed the lesser of (aA) the cost of repair or (bB) the Purchase Price and a pro rata share of the rental or business loss proceeds, if any). For the purposes of this Agreement, "MATERIAL DAMAGEMaterial Damage" and "MATERIALLY DAMAGEDMaterially Damaged" means damage which, in Seller's the parties’ reasonable estimation, exceeds $750,000.00 1,000,000.00 per Property to repair or which, in the parties’ reasonable estimation, will take longer than ninety (90) days to repair.

Material. In the event of any Material Damage to or destruction of the Property or any portion thereof prior to Closing, Purchaser may, at its option, terminate this Agreement by delivering written notice to Seller on or before the expiration of 30 days after the date Seller delivers the Casualty Notice to Purchaser (and if necessary, the Closing Date shall be extended to give Purchaser the full thirty30-day period to make such election and to obtain insurance settlement agreements with Seller's ’s insurers). Upon any such termination, the Xxxxxxx Exxxxxx Money shall be returned to Purchaser and the parties hereto shall have no further rights or obligations hereunder, other than those that by their terms survive the termination of this Agreement. If Purchaser does not so terminate this Agreement within said 30-day period, then Purchaser shall be deemed to have waived its right to terminate under this Section 6.2.1 and the parties shall proceed under this Agreement and close on schedule (subject to extension of Closing as provided above), and as of Closing Seller shall assign to Purchaser, without representation or warranty by or recourse against Seller, all of Seller's ’s rights in and to any resulting insurance proceeds (including any rent loss insurance applicable to any period on and after the Closing Date) due Seller as a result of such damage or destruction and Purchaser shall assume full responsibility for all needed repairs, and Purchaser shall receive a credit at Closing for any deductible amount under such insurance policies (but the amount of the deductible plus insurance proceeds shall not exceed the lesser of (a) the cost of repair or (b) the Purchase Price and a pro rata share of the rental or business loss proceeds, if any). For the purposes of this Agreement, "MATERIAL DAMAGE" “Material Damage” and "MATERIALLY DAMAGED" “Materially Damaged” means damage which, in Seller's reasonable ’s estimation, exceeds $750,000.00 to repair2% of the Purchase Price.

Material. In the event of any Material Damage to or destruction of the Property or any portion thereof prior to Closing, Purchaser may, at its option, terminate this Agreement by delivering written notice to Seller on or before the expiration of 30 thirty (30) days after the date Seller delivers the Casualty Notice to Purchaser (and if necessary, the Closing Date shall be extended to give Purchaser the parties the full thirty-day period to make such election and to obtain insurance settlement agreements with Seller's insurers). Upon any such termination, the Xxxxxxx Money shall be returned to Purchaser and the parties hereto shall have no further rights or obligations hereunder, other than those that by their terms survive the termination of this Agreement. If Purchaser does not terminate terminates this Agreement within said thirty (30-) day period, then the parties shall proceed under this Agreement and close on schedule (subject to extension of Closing as provided above), and as of Closing Seller shall assign to Purchaser, without representation or warranty by or recourse against Seller, all of Seller's rights in and to any resulting insurance proceeds (including any rent loss insurance applicable to any period on and after the Closing Date) due Seller as a result of such damage or destruction and Purchaser shall assume full responsibility for all needed repairs, and Purchaser shall receive a credit at Closing for any deductible amount under such insurance policies (but the amount of the deductible plus insurance proceeds shall not exceed the lesser of (aA) the cost of repair or (bB) the Purchase Price and a pro rata share of the rental or business loss proceeds, if any). For the purposes of this Agreement, "MATERIAL DAMAGE" and "MATERIALLY DAMAGED" means damage which, in Seller's reasonable estimation, exceeds $750,000.00 to repair.or

Material. In the event of any Material Damage to or destruction of the Property or any portion thereof prior to Closing, either Seller or Purchaser may, at its option, terminate this Agreement by delivering written notice to Seller the other on or before the expiration of 30 days after the date Seller delivers the Casualty Notice to Purchaser (and if necessary, the Closing Date shall be extended to give Purchaser the parties the full thirty-day period to make such election and to obtain insurance settlement agreements with Seller's ’s insurers). Upon any such termination, the Xxxxxxx Exxxxxx Money shall be returned to Purchaser and the parties hereto shall have no further rights or obligations hereunder, other than those that by their terms survive the termination of this Agreement. If neither Seller nor Purchaser does not terminate so terminates this Agreement within said 30-day period, then the parties shall be deemed to have waived their respective right to terminate under this Section 6.2.1 and the parties shall proceed under this Agreement and close on schedule (subject to extension of Closing as provided above), and as of Closing Seller shall assign to Purchaser, without representation or warranty by or recourse against Seller, all of Seller's ’s rights in and to any resulting insurance proceeds (including any rent loss insurance applicable to any period on and after the Closing Date) due Seller as a result of such damage or destruction and Purchaser shall assume full responsibility for all needed repairs, and Purchaser shall receive a credit at Closing for any deductible amount under such insurance policies (but the amount of the deductible plus insurance proceeds shall not exceed the lesser of (a) the cost of repair or (b) the Purchase Price and a pro rata share of the rental or business loss proceeds, if any)policies. For the purposes of this Agreement, "MATERIAL DAMAGE" “Material Damage” and "MATERIALLY DAMAGED" “Materially Damaged” means damage which, in Seller's ’s reasonable estimation, exceeds $750,000.00 five percent (5%) of the Purchase Price to repair.

Material. In the event of any Material Damage to or destruction of the Property or any portion thereof prior to Closing, either Seller or Purchaser may, at its option, terminate this Agreement by delivering written notice to Seller the other on or before the expiration of 30 thirty (30) days after the date Seller delivers the Casualty Notice to Purchaser (and if necessary, the Closing Date shall be extended to give Purchaser the parties the full thirty-day clay period to make such election and to obtain insurance settlement agreements with Seller's ’s insurers). Upon any such termination, the Xxxxxxx Money shall be returned to Purchaser and the parties hereto shall have no further rights or obligations hereunder, other than those that by their terms survive the termination of this Agreement. If neither Seller nor Purchaser does not terminate so terminates this Agreement within said thirty (30-) day period, then the parties shall proceed under this Agreement and close on schedule (subject to extension of Closing as provided above), and as of Closing Seller shall assign to Purchaser, without representation or warranty by or recourse against Seller, all of Seller's ’s rights in and to any resulting insurance proceeds (including any rent loss insurance applicable to any period on and after the Closing Date) due Seller as a result of such damage or destruction and Purchaser shall assume full responsibility for all needed repairs, and Purchaser shall receive a credit at Closing for any deductible amount under such insurance policies (but Out the amount of the deductible plus insurance proceeds shall not exceed the lesser of (aA) the cost of repair or (bB) the Purchase Price and a pro rata share of the rental or business loss proceeds, if any). For the purposes of this Agreement, "MATERIAL DAMAGE" “Material Damage” and "MATERIALLY DAMAGED" “Materially Damaged” means damage which, in Seller's ’s reasonable estimation, exceeds $750,000.00 100,000.00 to repair or which, in Seller’s reasonable estimation, will take longer than ninety (90) days to repair.

Material. In the event of any Material Damage to or destruction of the Property or any portion thereof prior to Closing, Purchaser may, at its option, terminate this Agreement by delivering written notice to Seller on or before the expiration of 30 thirty (30) days after the date Seller delivers the Casualty Notice to Purchaser (and if necessary, the Closing Date shall be extended to give Purchaser the parties the full thirty-day period to make such election and to obtain insurance settlement agreements with Seller's ’s insurers). Upon any such termination, the Xxxxxxx Money shall be returned to Purchaser and the parties hereto shall have no further rights or obligations hereunder, other than those that by their terms survive the termination of this Agreement. If Purchaser does not terminate this Agreement within said thirty (30-) day period, then the parties shall proceed under this Agreement and close on schedule (subject to extension of Closing as provided above), and as of Closing Seller shall assign to Purchaser, without representation or warranty by or recourse against Seller, all of Seller's ’s rights in and to any resulting insurance proceeds (including any rent loss insurance applicable to any period on and after the Closing Date) due Seller as a result of such damage or destruction and credit Purchaser at Closing for the amount of the deductible, if any, and Purchaser shall assume full responsibility for all needed repairs, and Purchaser shall receive a credit at Closing for any deductible amount under such insurance policies (but the amount of the deductible plus insurance proceeds shall not exceed the lesser of (a) the cost of repair or (b) the Purchase Price and a pro rata share of the rental or business loss proceeds, if any). For the purposes of this Agreement, "MATERIAL DAMAGE" “Material Damage” and "MATERIALLY DAMAGED" “Materially Damaged” means damage which, in Seller's ’s reasonable estimation, exceeds $750,000.00 250,000.00 to repair or which, in Seller’s reasonable estimation, will take longer than one hundred eighty (180) days to repair.

Material. In the event of any Material Damage to or destruction of the Property or any portion thereof prior to Closing, either Seller or Purchaser may, at its option, terminate this Agreement by delivering written notice to Seller the other on or before the expiration of 30 thirty (30) days after the date Seller delivers the Casualty Notice to Purchaser (and if necessary, the Closing Date shall be extended to give Purchaser the parties the full thirty-day period to make such election and to obtain insurance settlement agreements with Seller's insurers). Upon any such termination, the Xxxxxxx Earnest Money shall be returned to Purchaser and the parties hereto shall have shxxx xxxe no further rights or obligations hereunder, other than those that by their terms survive the termination of this Agreement. If neither Seller nor Purchaser does not terminate so terminates this Agreement within said thirty (30-) day period, then the parties shall proceed under this Agreement and close on schedule (subject to extension of Closing as provided above), and as of Closing Seller shall assign to Purchaser, without representation or warranty by or recourse against Seller, all of Seller's rights in and to any resulting insurance proceeds (including any rent loss insurance applicable to any period on and after the Closing Date) due payable to Seller as a result of such damage or destruction and Purchaser shall assume full responsibility for all needed repairs, and Purchaser shall receive a credit at Closing for any deductible amount under such insurance policies (but the amount of the deductible plus insurance proceeds shall not exceed the lesser of (aA) the cost of repair or (bB) the Purchase Price and a pro rata share of the rental or business loss proceeds, if any). For the purposes of this Agreement, "MATERIAL DAMAGEMaterial Damage" and "MATERIALLY DAMAGEDMaterially Damaged" means damage which, in Seller's reasonable estimation, exceeds $750,000.00 200,000.00 to repair or which, in Seller's reasonable estimation, will take longer than ninety (90) days to repair.

Material. In the event of any Material Damage to or destruction of the Property or any portion thereof prior to Closing, either Seller or Purchaser may, at its option, terminate this Agreement by delivering written notice to Seller the other on or before the expiration of 30 thirty (30) days after the date Seller delivers the Casualty Notice to Purchaser (and if necessary, the Closing Date shall be extended to give Purchaser the parties the full thirty-day period to make such election and to obtain insurance settlement agreements with Seller's ’s insurers). Upon any such termination, the Xxxxxxx Money shall be returned to Purchaser and the parties hereto shall have no further rights or obligations hereunder, other than those that by their terms survive the termination of this Agreement. If neither Seller nor Purchaser does not terminate so terminates this Agreement within said thirty (30-) day period, then the parties shall proceed under this Agreement and close on schedule (subject to extension of Closing as provided above), and as of Closing Seller shall assign to Purchaser, without representation or warranty by or recourse against Seller, all of Seller's ’s rights in and to any resulting insurance proceeds (including any rent loss insurance applicable to any period on and after the Closing Date) due payable to Seller as a result of such damage or destruction and Purchaser shall assume full responsibility for all needed repairs, and Purchaser shall receive a credit at Closing for any deductible amount under such insurance policies (but the amount of the deductible plus insurance proceeds shall not exceed the lesser of (a) the cost of repair or (b) the Purchase Price and a pro rata share of the rental or business loss proceeds, if any)policies. For the purposes of this Agreement, "MATERIAL DAMAGE" “Material Damage” and "MATERIALLY DAMAGED" “Materially Damaged” means damage which, in Seller's ’s reasonable estimation, exceeds $750,000.00 200,000.00 to repair or which will take longer than ninety (90) days to repair.

Material. In the event of any Material Damage to or destruction of the Property or any portion thereof prior to Closing, either Seller or Purchaser may, at its option, terminate this Agreement by delivering written notice to Seller on or before the expiration of 30 days after the date Seller delivers the Casualty Notice to Purchaser (and if necessary, the Closing Date shall be extended to give Purchaser the parties the full thirty-day period to make such election and to obtain insurance settlement agreements with Seller's ’s insurers). Upon any such termination, the Xxxxxxx Money Deposit shall be returned to Purchaser and the parties hereto shall have no further rights or obligations hereunder, other than those that by their terms survive the termination of this Agreement. If neither Seller nor Purchaser does not terminate so terminates this Agreement within said 30-day period, then the parties shall proceed under this Agreement and close on schedule (subject to extension of Closing as provided above), and as of Closing Seller shall assign to Purchaser, without representation or warranty by or recourse against Seller, all of Seller's ’s rights in and to any resulting insurance proceeds (including any rent loss insurance applicable to any period on and after the Closing Date) due Seller as a result of such damage or destruction and Purchaser shall assume full responsibility for all needed repairs, and Purchaser shall receive a credit at Closing for any deductible amount under such insurance policies (but the amount of the deductible plus insurance proceeds shall not exceed the lesser of (a) the cost of repair or (b) the Purchase Price and a pro rata share of the rental or business loss proceeds, if any)policies. For the purposes of this Agreement, "MATERIAL DAMAGE" “Material Damage” and "MATERIALLY DAMAGED" “Materially Damaged” means damage which, in Seller's ’s reasonable estimation, exceeds $400,000 (in case of Purchaser’s termination option) or $750,000.00 (in case of Seller’s termination option) to repair.

Material. In the event of any Material Damage to or destruction of the Property or any portion thereof prior to Closing, either Seller or Purchaser may, at its option, terminate this Agreement by delivering written notice to Seller the other on or before the expiration of 30 days after the date Seller delivers the Casualty Notice to Purchaser (and if necessary, the Closing Date shall be extended to give Purchaser the parties the full thirty-day period to make such election and to obtain insurance settlement agreements with Seller's insurers). Upon any such termination, the Xxxxxxx Money shall be returned to Purchaser and the parties hereto shall have no further rights or obligations hereunder, other than those that by their terms survive the termination of this Agreement. If neither Seller nor Purchaser does not terminate so terminates this Agreement within said 30-day period, then the parties shall proceed under this Agreement and close on schedule (subject to extension of Closing as provided above), and as of Closing Seller shall assign to Purchaser, without representation or warranty by or recourse against Seller, all of Seller's rights in and to any resulting insurance proceeds (including any rent loss insurance applicable to any period on and after the Closing Date) due Seller as a result of such damage or destruction and Purchaser shall assume full responsibility for all needed repairs, and Purchaser shall receive a credit at Closing for any deductible amount under such insurance policies (but the amount of the deductible plus insurance proceeds shall not exceed the lesser of (a) the cost of repair or (b) the Purchase Price and a pro rata share of the rental or business loss proceeds, if any). For the purposes of this Agreement, "MATERIAL DAMAGEMaterial Damage" and "MATERIALLY DAMAGEDMaterially Damaged" means damage which, (a) in Seller's reasonable estimation, exceeds $750,000.00 200,000.00 to repair or (b) in Seller’s reasonable estimation will take longer than 120 days to repair.