Risk of Loss or Casualty. 13.1 The risk of loss of damage to the Property by reason of any insured or uninsured casualty during the period through and including the Closing Date shall be borne by Seller. Seller and Property Owner covenant and agree to maintain all of its existing insurance coverage upon the Property in full force and effect until the Closing Date, without material modification thereto. In the event of any “material damage,” as hereinafter defined, to or destruction of the Property or any portion thereof, Purchaser may, at its option, by Notice given to Seller within ten (10) days after Purchaser is notified of such material damage or destruction: (i) unilaterally terminate this Purchase Contract except the Surviving Obligations shall survive and the Deposit shall be immediately returned to Purchaser; or (ii) proceed under this Purchase Contract with no reduction in the Purchase Price, receive any insurance proceeds due Seller or Property Owner as a result of such damage or destruction (including any rent loss insurance applicable to the period from and after the Closing Date), together with the amount of any deductible with respect to such insurance proceeds, and assume responsibility for repair of the Property. If the Property is not materially damaged, then Purchaser shall not have the right to terminate this Purchase Contract, but all insurance proceeds (including any rent loss insurance applicable to the period from and after the Closing Date), together with the amount of any deductible with respect to such insurance proceeds, shall be paid or assigned to Purchaser and Purchaser shall assume responsibility for such repair. For purposes of this paragraph, “material damage” means damages reasonably estimated to exceed $250,000.00 to repair, as determined by an independent insurance claims adjuster doing business in the county in which the Land is located, which claims adjuster shall be reasonably satisfactory to Seller and Purchaser.
Risk of Loss or Casualty. 13.1 The risk of loss or damage to the Property by fire or other casualty until the deed of conveyance is recorded is assumed by the Seller, provided that the Seller's responsibility shall be only to the extent of any recovery from insurance now carried on the Property. If the proceeds of insurance are not equal to the proceeds required to repair the full extent of the damage, Seller may either (a) give notice to Purchaser that Purchaser may, within ten (10) days after receipt of such notice, terminate this Purchase Contract, or (b) agree to pay to Purchaser at the Closing the difference between the insurance proceeds and the amount required to repair the full extent of the damage (the "Deficit Amount"), and assign to Purchaser at the Closing the insurance proceeds. If Seller elects the remedy in subsection (b) above, then Purchaser shall have no right to terminate this Purchase Contract on account thereof, (but Seller shall assign to Purchaser its interest in and to any insurance policies and proceeds thereof payable as a result of such damage or destruction and pay to Purchaser at the Closing the Deficit Amount). If Seller elects the remedy set forth in subsection (a) above, and Purchaser does not elect to terminate within said ten (10) day period, then Purchaser shall have no right to terminate this Purchase Contract on account thereof, (but Seller shall assign to Purchaser its interest in and to any insurance policies and proceeds thereof payable as a result of such damage or destruction ). Seller shall not, in any event, be obligated to effect any repair, replacement, and/or restoration, but may do so at its option in which case Seller may apply the insurance proceeds to the costs of restoration. ARTICLE 14
Risk of Loss or Casualty. 13.1 The risk of loss or damage to the Property by fire or other casualty until the deed of conveyance is recorded is assumed by the Seller, provided that the Seller's responsibility shall be only to the extent of any recovery from insurance now carried on the Property. In the event of (i) the damage or destruction of all or any part of the Property, the aggregate cost to repair, replace and/or restore of which shall be $100,000 or more (as estimated by Seller's insurance carrier) in excess of the cost to repair the existing fire and related damage, (ii) permanent loss of ten percent (10%) or more of the parking for the Property or a permanent loss of access to a building on the property prior to Closing, or (iii) any Major Tenant has the right to terminate its Commercial Lease or xxxxx the payment of its Rent, Purchaser may, by Notice given to Seller within five (5) days after receipt of Notice from Seller of such damage or destruction, elect to terminate this Purchase Contract, in which event the Deposit shall immediately be returned by Escrow Agent to Purchaser and except as expressly provided herein, subject to and except for Purchaser's liability under Sections 5.3 and 5.4, the rights, duties, obligations, and liabilities of the parties hereunder shall immediately terminate and be of no further force or effect. If Purchaser does not elect to terminate this Purchase Contract pursuant to this Section 13.1, or has no right to terminate this Purchase Contract pursuant to this Section 13.1, and the sale of the Property is consummated, Purchaser shall be entitled to receive all insurance proceeds paid or payable to Seller by reason of such destruction or damage under the insurance policies carried by Seller (less amounts of insurance theretofore received and applied by Seller to restoration); provided that in the event the insurance proceeds, if any, shall be insufficient to defray the estimated cost of repairing or replacing the damage or destruction, then to the extent the amount of the insufficiency shall exceed $10,000.00 (determined by reference to such estimated cost and Seller's statement of the available insurance proceeds) the amount of the insufficiency may be claimed by Purchaser, by Notice of such claim given to Seller prior to Closing, as an additional adjustment at Closing pursuant to Section 7.1.2 above, provided further in such event that upon receipt of any such Notice from Purchaser, Seller may elect, at its sole option, by so advising Pur...
Risk of Loss or Casualty. The risk of loss or damage to the Property by fire or other casualty until the deed of conveyance is recorded is assumed by the Seller, provided that the Seller's responsibility shall be only to the extent of any recovery from insurance now carried on the Property plus applicable deductibles. Upon assignment to Purchaser of any insurance proceeds in respect of fire or other casualty occurring between the Effective Date of this contract and the time of settlement plus a credit for applicable deductibles, Purchaser shall have no right to terminate this Purchase Contract on account thereof (unless the damage is estimated to be in excess of $200,000, in which case Purchaser may terminate this Agreement and receive the return of the Deposit), but Seller shall assign to Purchaser its interest in and to any insurance policies and proceeds thereof payable as a result of such damage or destruction. Seller shall not, in any event, be obligated to effect any repair, replacement, and/or restoration, but may do so at its option in which case Seller may apply the insurance proceeds to the costs of restoration. ARTICLE XIV RATIFICATION 14.1 This Purchase Contract shall be null and void unless fully ratified by Purchaser and Seller on or before May 27, 1999. ARTICLE XV
Risk of Loss or Casualty. 11.1 Major Damage 11.2 Minor Damage 11.3 Repairs 23 ARTICLE XII EMINENT DOMAIN 24 12.1 Eminent Domain 24 ARTICLE XIII MISCELLANEOUS 24 13.1 Binding Effect of Contract 13.2 Exhibits and Schedules 24 13.3 Assignability 24 13.4 Binding Effect 13.5 Captions 25 13.6 Number And Gender Of Words 13.7 Notices 25
Risk of Loss or Casualty. 13.1 The risk of loss or damage to the Property by fire or other casualty until the deed of conveyance is recorded is assumed by the Seller, provided that the Seller's responsibility shall be only to the extent of any recovery from insurance now carried on the Property. In the event of the damage or destruction of all or any part of the Property, the aggregate cost to repair, replace and/or restore of which shall be $100,000 or more (as estimated by Seller's insurance carrier), prior to Closing, Purchaser may, at its option, exercisable by written notice to Seller, either (i) terminate this Agreement, or (ii) continue under this Agreement, whereupon Seller will assign to Purchaser its interest in and to any insurance policies and proceeds thereof payable as a result of such damage or destruction. In the event of the damage or destruction of any part of the Property prior to Closing, the aggregate cost to repair, replace and/or restore of which shall be less than $100,000 (as estimated by Seller's insurance carrier), Purchaser shall have no right to terminate this Agreement on account thereof, but Seller shall assign to Purchaser all of its interest in and to any insurance policies and proceeds thereof payable as a result of such damage or destruction. Seller shall not, in any event, be obligated to effect any repair, replacement, and/or restoration, but may do so at its option in which case Seller may apply the insurance proceeds to the costs of restoration. ARTICLE 14
Risk of Loss or Casualty. 12.1 The risk of loss or damage to the Property by fire or other casualty until the deed of conveyance is recorded is assumed by the Seller. Purchaser shall have the right to terminate the Purchase Contract if a casualty occurs and Purchaser is not satisfied that the insurance proceeds are sufficient to effect restoration and repairs of the Property after closing, or the Commercial Lease is or will be terminated due to a fire or other casualty. If Purchaser elects to close, Seller shall assign all loss proceeds to Purchaser without a deduction in the Purchase Price except as may otherwise be agreed to by the parties.
Risk of Loss or Casualty. 23 11.1. Major Damage.................................................................................... 23 11.2. Minor Damage.................................................................................... 24 11.3. Closing................................................................................................ 24 11.4. Repairs................................................................................................ 24 ARTICLE XII EMINENT DOMAIN.......................................................................... 24 12.1. Eminent Domain................................................................................. 24 ARTICLE XIII MISCELLANEOUS........................................................................... 25 13.1. Binding Effect of Contract................................................................. 25 13.2. Exhibits and Schedules....................................................................... 25 13.3. Assignability....................................................................................... 25 13.4. Captions.............................................................................................. 25 13.5. Number and Gender of Words........................................................... 25 13.6. Notices................................................................................................ 25 13.7. Governing Law and Venue................................................................. 28 13.8. Entire Agreement............................................................................... 28 13.9. Amendments....................................................................................... 28 13.10. Severability......................................................................................... 28 13.11. Multiple Counterparts/Facsimile Signatures..................................... 28 13.12. Construction....................................................................................... 29 13.13. Confidentiality.................................................................................... 29 13.14. Time of the Essence........................................................................... 29 13.15. Waiver................................................................................................ 29 13.16. Attorneys' Fees................................................................................... 29 13.17. Time Zone/Time Periods..........................
Risk of Loss or Casualty. 13.1The risk of loss or damage to the Property by fire or other casualty until the deed of conveyance is recorded is assumed by the Seller, provided that the Seller's responsibility shall be only to the extent of any recovery from insurance now carried on the Property. Upon assignment to Purchaser of any insurance proceeds in respect of fire or other casualty occurring between the date of ratification of this contract and the time of settlement, Purchaser shall have no right to terminate this Purchase Contract on account thereof, but Seller shall assign to Purchaser its interest in and to any insurance policies and proceeds thereof payable as a result of such damage or destruction. Seller shall not, in any event, be obligated to effect any repair, replacement, and/or restoration, but may do so at its option in which case Seller may apply the insurance proceeds to the costs of restoration.
Risk of Loss or Casualty. 13.1 If all of the Property or any substantial portion of the Property (where the loss is in excess of $300,000) is destroyed, or damaged, the occurrence of any of which events is hereinafter called a "Loss" in this Section 13.1), Seller shall promptly notify Buyer in writing of the nature and scope of the Loss and whether the Loss is covered in whole or in part by applicable insurance. Buyer, after completing whatever inquiries and analyses Buyer may deem appropriate, but in no event later than twenty (20) days after Purchaser is notified of such Loss, shall promptly notify Seller in writing whether Buyer elects to cancel this Agreement or to close the purchase of the Property. If Buyer elects to cancel, neither party shall have any further liability or obligations to the other hereunder other than the indemnification provisions described in Section 5.3
