Common use of Damage to Property Clause in Contracts

Damage to Property. Seller agrees to give Buyer prompt notice of any fire or other casualty affecting the Land, the Improvements or the Personal Property between the Effective Date and the Closing that would allow Buyer to terminate this Contract or that Seller reasonably estimates would cost more than $25,000 to repair. Buyer or its designated agents may enter upon the Property from time to time during normal business hours and upon advance notice to Seller in accordance with this Contract for the purpose of inspecting any such casualty. (a) If, prior to the Closing, the Property is damaged by a fire or other casualty that would cost $500,000 or more to repair, then in such event, Buyer may, at its option, elect to terminate this Contract by written notice to Seller within 20 days after the date of Seller’s notice to Buyer of the casualty or at the Closing, whichever is earlier, in which case the ▇▇▇▇▇▇▇ Money (other than the Option Money) will be refunded to Buyer, and neither party will have any further rights or obligations hereunder, other than as set forth herein with respect to rights and obligations which survive termination. If neither Buyer nor Seller timely makes its election to terminate this Contract, then the Closing will take place as provided herein without reduction of the Purchase Price, and there will be assigned to Buyer at the Closing all interest of Seller in and to any casualty insurance proceeds received or to be received by reason of such damage or destruction (net of proceeds of rental loss and business interruption insurance allocable to the period through the Closing Date, amounts expended by Seller to stabilize or repair the Property and costs incurred by Seller in making proof of loss or settling claims with insurers) and Seller shall tender at Closing the deductible amounts under Seller’s insurance policies (including business interruption and rental loss insurance of Seller that would be applicable to the period after the Closing). (b) If, prior to the Closing, the Property is damaged by a fire or other casualty that would cost less than $500,000 to repair, then in such event (i) this Contract shall not terminate, (ii) Seller keep Buyer informed of Seller’s remedial actions with respect to such fire or other casualty, and (iii) at Closing, Seller shall assign and transfer to Buyer all interest of Seller in and to any casualty insurance proceeds received or to be received by reason of such damage or destruction (net of proceeds of rental loss and business interruption insurance allocable to the period through the Closing Date, amounts expended by Seller to stabilize or repair the Property and costs incurred by Seller in making proof of loss or settling claims with insurers) and Seller shall tender at Closing the deductible amounts under Seller’s insurance policies (including business interruption and rental loss insurance of Seller that would be applicable to the period after the Closing). If the damage or destruction arises out of an uninsured risk, Seller shall elect, by written notice within 10 days of the occurrence of such damage or destruction, either to terminate this Contract or to close the transaction contemplated hereby with a reduction of the Purchase Price equal to the costs of repairing the Property, as reasonably estimated by an engineer engaged by Seller and reasonably acceptable to Buyer. (c) If and to the extent that Seller is required in this Section 15 to assign and transfer to Buyer Seller’s right, title, and interest in and to insurance proceeds, (i) Seller shall use commercially reasonable efforts to cause its insurance carriers pay any unpaid insurance proceeds to which Buyer is entitled (including business interruption and rental loss insurance of Seller that would be applicable to the period after the Closing) to Buyer and for Buyer’s benefit, and (ii) if Seller’s insurance carriers do not permit assignment of such insurance proceeds to Buyer, then upon receipt of all such unpaid insurance proceeds, Seller shall pay the same to Buyer. The provisions of this Section 15(c) shall survive the Closing.

Damage to Property. Seller agrees to give Buyer Purchaser prompt notice of any fire or other casualty affecting the Land, the Improvements Improvements, or the Personal Property between the Effective Date and the Closing that would allow Buyer Closing. The notice of casualty delivered by Seller to terminate this Contract or that Seller reasonably estimates would cost more than $25,000 to repair. Buyer or its designated agents may enter Purchaser upon the Property from time occurrence of any casualty shall specify whether the casualty is insured or uninsured and the cost to time during normal business hours and upon advance notice to Seller in accordance with this Contract for repair the purpose of inspecting any damage caused by such casualty. (a) If, prior to the before Closing, the Property is damaged (i) by a an insured fire or other casualty that would cost an amount equal to One and a Half Million and No/100 Dollars ($500,000 1,500,000.00) or more to repairrepair or (ii) by an uninsured casualty that Seller is unwilling or unable to repair on or before Closing, or (iii) by any fire or other casualty (whether or not insured) that will result in a loss of rents (after taking into account rent loss proceeds) of more than five percent (5%) of the rent payable under the Tenant Leases prior to such casualty or give rise to a right in favor of ten (10) or more tenants to terminate their Tenant Leases (each, a “Major Casualty”), then in such event, Buyer either Purchaser or Seller may, at its option, elect to terminate this Contract Agreement by written notice to Seller the other party within 20 twenty (20) days after the date of Seller’s 's notice to Buyer Purchaser of the casualty or at (and the Closing, whichever is earlierClosing Date shall be extended as necessary to provide Purchaser with such full five (5) Business Day period), in which case the ▇▇▇▇▇▇▇ Money (other than the Option Money) will shall be refunded to BuyerPurchaser, and neither party will shall have any further rights or obligations hereunderunder this Agreement, other than as set forth herein with respect to rights and obligations which that expressly survive termination. If neither Buyer Purchaser nor Seller timely makes its election to terminate this ContractAgreement pursuant to this Section 16 and the casualty is insured, then the Closing will shall take place as provided herein without reduction of herein, the Purchase PricePrice shall be reduced by an amount equal to Seller's deductible under its insurance policies, and there will be assigned Seller shall assign to Buyer Purchaser at the Closing all of Seller's interest of Seller in and to any casualty insurance proceeds received or that may be payable to be received by reason Seller on account of such damage or destruction (net of the occurrence, including, to the extent assignable, the proceeds of rental loss and any business interruption insurance allocable or loss of rental insurance. If neither Purchaser nor Seller timely makes its election to terminate this Agreement pursuant to this Section 16 and the period through casualty is uninsured, then the Closing Dateshall take place as provided herein, amounts expended by Seller to stabilize or repair Purchaser shall accept the Property and costs incurred by Seller in making proof of loss or settling claims with insurers) and Seller shall tender its condition at Closing and the deductible amounts under Seller’s insurance policies (including business interruption and rental loss insurance of Seller that would Purchase Price shall not be applicable to the period after the Closing)reduced. (b) If, prior to the before Closing, the Property is damaged by (i) a fire or other casualty that would cost less than $500,000 to repair, then in such event (i) this Contract shall is not terminate, a Major Casualty or (ii) an uninsured casualty and Seller keep Buyer informed of Seller’s remedial actions with respect to such fire or other casualtyrepairs the damage before Closing, then Purchaser may not terminate this Agreement, and (iii) at Closingif the casualty is insured, the Purchase Price shall be reduced by an amount equal to Seller's deductible under its insurance policies, and Seller shall assign and transfer to Buyer Purchaser at the Closing all of Seller's interest of Seller in and to any casualty insurance proceeds received or that may be payable to be received by reason Seller on account of such damage or destruction (net of the occurrence, including, to the extent assignable, the proceeds of rental loss and any business interruption insurance allocable to the period through the Closing Date, amounts expended by Seller to stabilize or repair the Property and costs incurred by Seller in making proof loss of loss or settling claims with insurers) and Seller shall tender at Closing the deductible amounts under Seller’s insurance policies (including business interruption and rental loss insurance of Seller that would be applicable to the period after the Closing). If the damage or destruction arises out of an uninsured risk, Seller shall elect, by written notice within 10 days of the occurrence of such damage or destruction, either to terminate this Contract or to close the transaction contemplated hereby with a reduction of the Purchase Price equal to the costs of repairing the Property, as reasonably estimated by an engineer engaged by Seller and reasonably acceptable to Buyerinsurance. (c) If Seller and Purchaser both agree to use the extent that Seller is required in this Section 15 Seller's insurance adjuster's assessment to assign and transfer to Buyer Seller’s right, title, and interest in and to insurance proceeds, (i) Seller shall use commercially reasonable efforts to cause its insurance carriers pay any unpaid insurance proceeds to which Buyer is entitled (including business interruption and rental loss insurance determine the amount of Seller that would be applicable to the period after the Closing) to Buyer and for Buyer’s benefit, and (ii) if Seller’s insurance carriers do not permit assignment of such insurance proceeds to Buyer, then upon receipt of all such unpaid insurance proceeds, Seller shall pay the same to Buyer. The provisions of this Section 15(c) shall survive the Closingdamages.

Damage to Property. Seller agrees to give Buyer prompt notice of any fire or other casualty affecting the LandUntil Closing, the Improvements risk of loss or damage to the Personal Real Property between the Effective Date and the Closing that would allow Buyer to terminate this Contract or that Seller reasonably estimates would cost more than $25,000 to repairany portions thereof by fire, casualty, or any other cause, is assumed by Seller. Buyer or its designated agents may enter upon the Property from time to time during normal business hours and upon advance notice to Seller in accordance with this Contract for the purpose of inspecting any such casualty. (a) If, prior to the Closing, all or any part of the Real Property is substantially damaged by a fire fire, casualty, the elements or any other casualty that would cost $500,000 or more to repaircause, then in such event, Buyer may, at its option, elect to terminate this Contract by written Seller shall immediately give notice to Seller Purchaser of such fact and at Purchaser's option (to be exercised within 20 thirty (30) days after the date of Seller’s notice to Buyer of the casualty or at the Closing's notice), whichever is earlierthis Agreement shall terminate, in which case the ▇▇▇▇▇▇▇ Money (other than the Option Money) will be refunded to Buyer, and event neither party will have any further rights or obligations hereunder, other than as set forth herein with respect under this Agreement and the Escrow Deposit shall be refunded to rights and obligations which survive terminationPurchaser. If neither Buyer nor Seller timely makes its election Purchaser fails to elect to terminate this Contractdespite such damage, then or if the Closing will take place as provided herein without reduction of the Purchase PriceSubject Property is damaged but not substantially, and there will be assigned Seller shall promptly commence to Buyer at the Closing all interest of Seller in and to any casualty insurance proceeds received or to be received by reason of repair such damage or destruction (net of proceeds of rental loss and business interruption insurance allocable return the Subject Property to its condition prior to such damage. If such damage shall be completely repaired prior to Closing then there shall be no reduction in the period through the Closing Date, amounts expended by Seller to stabilize or repair the Property and costs incurred by Seller in making proof of loss or settling claims with insurers) Purchase Price and Seller shall tender at Closing retain the deductible amounts under Seller’s proceeds of all insurance policies (including business interruption and rental loss insurance of Seller that would related to such damage. If such damage shall not be applicable to the period after the Closing). (b) If, completely repaired prior to the Closing, the Property Closing but Seller is damaged by a fire or other casualty that would cost less than $500,000 diligently proceeding to repair, then in such event (i) this Contract Seller shall not terminate, (ii) Seller keep Buyer informed complete the repair after the Closing and shall be entitled to receive the proceeds of Seller’s remedial actions with respect all insurance related to such fire damage after repair is completed; provided, however, Purchaser shall have the right to delay the Closing until repair is completed. If Seller shall fail to diligently proceed to repair such damage, then Purchaser shall have the right to require the Closing to occur and the Purchase price shall be reduced by the cost of such repair, or other casualty, and (iii) at ClosingPurchaser's option, Seller shall assign and transfer to Buyer Purchaser all interest right to receive the proceeds of Seller in and all insurance related to any casualty insurance proceeds received or to be received by reason of such damage or destruction (net of proceeds of rental loss and business interruption insurance allocable to the period through the Closing Date, amounts expended by Seller to stabilize or repair the Property and costs incurred by Seller in making proof of loss or settling claims with insurers) and Seller shall tender at Closing the deductible amounts under Seller’s insurance policies (including business interruption and rental loss insurance of Seller that would be applicable to the period after the Closing). If the damage or destruction arises out of an uninsured risk, Seller shall elect, by written notice within 10 days of the occurrence of such damage or destruction, either to terminate this Contract or to close the transaction contemplated hereby with a reduction of the Purchase Price equal to shall remain the costs same. For purposes of repairing this Section, the Property, as reasonably estimated by an engineer engaged by Seller and reasonably acceptable to Buyer. (c) If and to the extent that Seller is required in this Section 15 to assign and transfer to Buyer Seller’s right, title, and interest in and to insurance proceeds, (i) Seller shall use commercially reasonable efforts to cause its insurance carriers pay any unpaid insurance proceeds to which Buyer is entitled (including business interruption and rental loss insurance of Seller words "substantially damaged" means damage that would be applicable cost Thirty Five Thousand ($35,000.00) Dollars or more to the period after the Closing) to Buyer and for Buyer’s benefit, and (ii) if Seller’s insurance carriers do not permit assignment of such insurance proceeds to Buyer, then upon receipt of all such unpaid insurance proceeds, Seller shall pay the same to Buyer. The provisions of this Section 15(c) shall survive the Closingrepair.

Damage to Property. Seller agrees to give Buyer prompt notice of any fire or other casualty affecting the Land, the Improvements or the Personal Property between the Effective Date and the Closing that would allow Buyer to terminate this Contract or that Seller reasonably estimates would cost more than $25,000 to repairClosing. Buyer or its designated agents may enter upon the Property from time to time during normal business hours and upon advance notice to Seller in accordance with this Contract for the purpose of inspecting any such casualty. Seller and Buyer hereby agree that the provisions of this Contract shall govern the parties’ obligations in the event of any damage or destruction to the Property or the taking of all or any part of the Property, as applicable, and to the extent permitted by law, Seller and Buyer each expressly waive any other rights or obligations available to the parties under applicable law in the event of any damage or destruction to the Property or the taking of all or any part of the Property. (a) If, If prior to the Closing, Closing there shall occur damage to the Property is damaged caused by a fire or other casualty that which would cost $500,000 500,000.00 or more to repair, then in any such event, Buyer may, at its option, elect to terminate this Contract by written notice to Seller within 20 twenty (20) days after the date of Seller’s Sellers’ notice to Buyer of the casualty or at the Closing, whichever is earlier, in which case the ▇▇▇▇▇▇▇ Money (other than the Option Money) will be refunded to Buyer, and neither party will have any further rights or obligations hereunder, other than as set forth herein with respect to rights and obligations which survive termination. If neither Buyer nor Seller fails to timely makes make its election to terminate this Contract, then the Closing will take place as provided herein without reduction of the Purchase PriceSales Price except for a credit in the amount of the applicable insurance deductible, and there will be assigned to Buyer at the Closing all interest of Seller in and to any casualty insurance proceeds received or to be received by reason of such damage or destruction (net of proceeds, specifically excluding the proceeds of rental loss and any business interruption insurance allocable to the period through the Closing Date, amounts expended by Seller to stabilize or repair the Property and costs incurred by Seller in making proof loss of loss or settling claims with insurers) and Seller shall tender at Closing the deductible amounts under Seller’s insurance policies (including business interruption and rental loss insurance of Seller that would be applicable to the period after the Closing)insurance. (b) If, If prior to the Closing, Closing there shall occur damage to the Property is damaged caused by a fire or other casualty that which would cost less than $500,000 500,000.00 to repair, then in any such event (i) Buyer will have no right to terminate this Contract shall not terminateContract, (ii) Seller keep Buyer informed the Closing will take place as provided herein without reduction of Seller’s remedial actions with respect to such fire or other casualtythe Sales Price except for a credit in the amount of the applicable insurance deductible, and (iii) at Closing, Seller shall assign and transfer there will be assigned to Buyer at the Closing all interest of Seller in and to any casualty insurance proceeds received or to be received by reason of such damage or destruction (net of proceeds, specifically excluding the proceeds of rental loss and any business interruption insurance allocable to the period through the Closing Date, amounts expended by Seller to stabilize or repair the Property and costs incurred by Seller in making proof loss of loss or settling claims with insurers) and Seller shall tender at Closing the deductible amounts under Seller’s insurance policies (including business interruption and rental loss insurance of Seller that would be applicable to the period after the Closing). If the damage or destruction arises out of an uninsured risk, Seller shall elect, by written notice within 10 days of the occurrence of such damage or destruction, either to terminate this Contract or to close the transaction contemplated hereby with a reduction of the Purchase Price equal to the costs of repairing the Property, as reasonably estimated by an engineer engaged by Seller and reasonably acceptable to Buyerinsurance. (c) If Seller and Buyer both agree to use the extent that Seller is required in this Section 15 to assign and transfer to Buyer Seller’s right, title, and interest in and to insurance proceeds, (i) Seller shall use commercially reasonable efforts to cause its insurance carriers pay any unpaid insurance proceeds to which Buyer is entitled (including business interruption and rental loss insurance of Seller that would be applicable to the period after the Closing) to Buyer and for Buyer’s benefit, and (ii) if Seller’s insurance carriers do not permit assignment adjuster’s assessment to determine the amount of such insurance proceeds to Buyer, then upon receipt of all such unpaid insurance proceeds, Seller shall pay the same to Buyer. The provisions of this Section 15(c) shall survive the Closingdamages.

Damage to Property. Seller agrees to give Buyer prompt notice of any fire or other casualty affecting the Land, the Improvements or the Personal Property between the Effective Date and the Closing that would allow Buyer to terminate this Contract or that Seller reasonably estimates would cost more than $25,000 to repairClosing. Buyer or its designated agents may enter upon the Property from time to time during normal business hours and upon advance notice to Seller in accordance with this Contract for the purpose of inspecting any such casualty. Seller and Buyer each expressly waive the provisions of Section 5.007 of the Texas Property Code and hereby agree that the provisions of this Contract shall govern the parties’ obligations in the event of any damage or destruction to the Property or the taking of all or any part of the Property, as applicable, and to the extent permitted by law, Seller and Buyer each expressly waive any other rights or obligations available to the parties under applicable law in the event of any damage or destruction to the Property or the taking of all or any part of the Property. (a) If, If prior to the Closing, Closing there shall occur damage to the Property is damaged caused by a fire or other casualty that which would cost $500,000 500,000.00 or more to repair, then in any such event, Buyer may, at its option, elect to terminate this Contract by written notice to Seller within 20 twenty (20) days after the date of Seller’s Sellers’ notice to Buyer of the casualty or at the Closing, whichever is earlier, in which case the ▇▇▇▇▇▇▇ Money (other than the Option Money) will be refunded to Buyer, and neither party will have any further rights or obligations hereunder, other than as set forth herein with respect to rights and obligations which survive termination. If neither Buyer nor Seller fails to timely makes make its election to terminate this Contract, then the Closing will take place as provided herein without reduction of the Purchase PriceSales Price except for a credit in the amount of the applicable insurance deductible, and there will be assigned to Buyer at the Closing all interest of Seller in and to any casualty insurance proceeds received or to be received by reason of such damage or destruction (net of proceeds, specifically excluding the proceeds of rental loss and any business interruption or loss of rental insurance allocable to the period through the Closing Date, amounts expended or proceeds used by Seller to stabilize or repair restore the Property and costs incurred by Seller in making proof of loss or settling claims with insurers) and Seller shall tender at Closing the deductible amounts under Seller’s insurance policies (including business interruption and rental loss insurance of Seller that would be applicable to the period after the Closing)Property. (b) If, If prior to the Closing, Closing there shall occur damage to the Property is damaged caused by a fire or other casualty that which would cost less than $500,000 500,000.00 to repair, then in any such event (i) Buyer will have no right to terminate this Contract shall not terminateContract, (ii) Seller keep Buyer informed the Closing will take place as provided herein without reduction of Seller’s remedial actions with respect to such fire or other casualtythe Sales Price except for a credit in the amount of the applicable insurance deductible, and (iii) at Closing, Seller shall assign and transfer there will be assigned to Buyer at the Closing all interest of Seller in and to any casualty insurance proceeds received or to be received by reason of such damage or destruction (net of proceeds, specifically excluding the proceeds of rental loss and any business interruption insurance allocable to the period through the Closing Date, amounts expended by Seller to stabilize or repair the Property and costs incurred by Seller in making proof loss of loss or settling claims with insurers) and Seller shall tender at Closing the deductible amounts under Seller’s insurance policies (including business interruption and rental loss insurance of Seller that would be applicable to the period after the Closing). If the damage or destruction arises out of an uninsured risk, Seller shall elect, by written notice within 10 days of the occurrence of such damage or destruction, either to terminate this Contract or to close the transaction contemplated hereby with a reduction of the Purchase Price equal to the costs of repairing the Property, as reasonably estimated by an engineer engaged by Seller and reasonably acceptable to Buyerinsurance. (c) If Seller and Buyer both agree to the extent that Seller is required in this Section 15 to assign and transfer to Buyer Seller’s right, title, and interest in and to insurance proceeds, (i) Seller shall use commercially reasonable efforts to cause its insurance carriers pay any unpaid insurance proceeds to which Buyer is entitled (including business interruption and rental loss insurance of Seller that would be applicable to the period after the Closing) to Buyer and for Buyer’s benefit, and (ii) if Seller’s insurance carriers do not permit assignment adjuster’s assessment to determine the amount of such insurance proceeds to Buyer, then upon receipt of all such unpaid insurance proceeds, Seller shall pay the same to Buyer. The provisions of this Section 15(c) shall survive the Closingdamages.

Damage to Property. Seller agrees All injury, breakage or damage to give Buyer prompt notice the Demised Premises, the Building Premises, the Property, or any part thereof caused by or arising from any willful negligence of Lessee, its agents, employees, contractors, servants, permitted sub Lessees or assignees, invitees, or licensees, or by persons or individuals making deliveries to or from the Demised Premises, shall be repaired by Lessee at the sole expense of Lessee. In the event that Lessee shall fail to do so, then Lessor shall have the right to make such necessary repairs, alterations and replacements (structural and nonstructural) and any cost incurred by Lessor shall be paid by Lessee as Reimbursements, payable with the installment of rent next becoming due under this Lease. This provision shall be construed as an additional remedy granted to Lessor and not in limitation of any fire or other casualty affecting the Land, the Improvements or the Personal Property between the Effective Date rights and the Closing that would allow Buyer to terminate this Contract or that Seller reasonably estimates would cost more than $25,000 to repairremedies which Lessor may have in said circumstances. Buyer or its designated agents may enter upon the Property from time to time during normal business hours and upon advance notice to Seller in accordance with this Contract for the purpose of inspecting any such casualty. (a) If, prior to the Closing, the Property is damaged by a fire or other casualty that would cost $500,000 or more to repair, then in such event, Buyer may, at its option, elect to terminate this Contract by written notice to Seller within 20 days after the date of Seller’s notice to Buyer of the casualty or at the Closing, whichever is earlier, in which case the /s/ ▇▇▇▇▇▇▇ Money (▇▇▇▇▇ /s/ ▇▇▇▇▇ ▇▇▇▇▇ GTC-23: FIRE AND OTHER CASUALTY DAMAGE TO DEMISED PREMISES If the Demised Premises shall be damaged by fire or other than casualty Lessor shall as soon as practicable after such damage occurs taking into account the Option Money) will be refunded to Buyerreasonable time necessary for inspection by concerned agency/authorities repair such damage at the expense of Lessor, and neither party will have any further rights or obligations hereunder, other than as set forth herein with respect the Rent payable by Lessee hereunder shall be reduced in proportion to rights and obligations which survive termination. If neither Buyer nor Seller timely makes its election to terminate this Contract, then the Closing will take place as provided herein without reduction gross floor area of the Purchase PriceDemised Premises which is unusable by Lessee, as reasonably determined by Lessor, until such repairs are completed; provided, however, that Lessor shall only be required to repair or rebuild the Building Premises including the Demised Premises, however, the Lessor shall not bear the cost for repair of the fixtures and there fittings installed by the Lessee in the Demised Premises, provided further, that any policy of insurance maintained by the Lessor will not be assigned to Buyer at the Closing all interest of Seller invalidated in and to any casualty insurance proceeds received whole or to be received in part by reason of such damage or destruction (net of proceeds of rental loss and business interruption insurance allocable to the period through the Closing Date, amounts expended by Seller to stabilize or repair the Property and costs incurred by Seller in making proof of loss or settling claims with insurers) and Seller shall tender at Closing the deductible amounts under Seller’s insurance policies (including business interruption and rental loss insurance of Seller that would be applicable to the period after the Closing). (b) If, prior to the Closing, the Property is damaged by a fire or other casualty that would cost less than $500,000 to repair, then in such event (i) this Contract shall not terminate, (ii) Seller keep Buyer informed of Seller’s remedial actions with respect to such fire or other casualty, and (iii) at Closing, Seller shall assign and transfer to Buyer all interest of Seller in and to any casualty insurance proceeds received or to be received by reason abatement of such damage which shall have been caused by Lessee or destruction (net any of proceeds of rental loss and business interruption insurance allocable to the period through the Closing Dateits agents, amounts expended by Seller to stabilize representatives, employees or repair the Property and costs incurred by Seller in making proof of loss or settling claims with insurers) and Seller shall tender at Closing the deductible amounts under Seller’s insurance policies (including business interruption and rental loss insurance of Seller that would be applicable to the period after the Closing)invitees. If the damage or destruction arises out of an uninsured risk, Seller shall elect, by written notice within 10 days of the occurrence of such damage or destruction, either to terminate this Contract or to close the transaction contemplated hereby with a reduction of the Purchase Price equal to the costs of repairing the Property, as reasonably estimated by an engineer engaged by Seller and reasonably acceptable to Buyer. (c) If and to the extent that Seller is required in this Section 15 to assign and transfer to Buyer Seller’s right, title, and interest in and to insurance proceeds, (i) Seller shall use commercially reasonable efforts to cause its insurance carriers pay any unpaid insurance proceeds to which Buyer is entitled (including business interruption and rental loss insurance of Seller that would be applicable to the period after the Closing) to Buyer and for Buyer’s benefit, and (ii) if Seller’s insurance carriers do not permit assignment of such insurance proceeds to Buyer, then upon receipt of all such unpaid insurance proceeds, Seller shall pay the same to Buyer. The provisions of this Section 15(c) shall survive the Closing./s/ ▇▇▇▇▇▇▇ ▇▇▇▇▇ /s/ ▇▇▇▇▇ ▇▇▇▇▇ MISCELLANEOUS

Damage to Property. Seller agrees to give Buyer Purchaser prompt notice of any fire or other casualty affecting the Land, the Improvements Improvements, or the Personal Property between the Effective Date and the Closing that would allow Buyer to terminate this Contract or that Seller reasonably estimates would cost more than $25,000 to repair. Buyer or its designated agents may enter upon the Property from time to time during normal business hours and upon advance notice to Seller in accordance with this Contract for the purpose of inspecting any such casualtyClosing. (a) If, prior to the before Closing, the Property is damaged (i) by a an insured fire or other casualty that would cost $500,000 750,000.00 or more to repair, or (ii) by an uninsured casualty that Seller is unwilling or unable to repair on or before the Closing, or (ii) to an extent that will allow the tenant under the Lease to terminate the Lease (unless waived by the tenant under the Lease) (collectively, a “Major Casualty”), then in such event, Buyer either Purchaser or Seller may, at its option, elect to terminate this Contract Agreement by written notice to Seller the other party within 20 twenty (20) days after the date of Seller’s notice to Buyer Purchaser of the casualty or at the Closing, whichever is earlier, in which case the ▇▇▇▇▇▇▇ Money (other than the Option Money) will shall be refunded to BuyerPurchaser, and neither party will shall have any further rights or obligations hereunder, other than as set forth herein with respect to rights and obligations which that survive termination. If neither Buyer Purchaser nor Seller timely makes its election to terminate this ContractAgreement pursuant to this Section 17(a) and the casualty is insured, then the Closing will shall take place as provided herein without reduction of herein, the Purchase PriceSales Price shall be reduced by an amount equal to Seller’s deductible under its insurance policies, and there will be assigned Seller shall assign to Buyer Purchaser at the Closing all of Seller’s interest of Seller in and to any casualty insurance proceeds received or that may be payable to be received by reason Seller on account of such damage or destruction (net of the occurrence, including, to the extent assignable, the proceeds of rental loss and any business interruption insurance allocable to the period through the Closing Date, amounts expended by Seller to stabilize or repair the Property and costs incurred by Seller in making proof loss of loss or settling claims with insurers) and Seller shall tender at Closing the deductible amounts under Seller’s insurance policies (including business interruption and rental loss insurance of Seller that would be applicable to the period after the Closing)insurance. (b) If, prior to the before Closing, the Property is damaged by a fire or other casualty that would cost less than $500,000 to repairis not a Major Casualty or if an uninsured casualty and Seller repairs the damage before Closing, then in such event (i) Purchaser may not terminate this Contract Agreement, and if the casualty is insured, the Sales Price shall not terminatebe reduced by an amount equal to Seller’s deductible under its insurance policies, (ii) and Seller keep Buyer informed shall assign to Purchaser at the Closing all of Seller’s remedial actions with respect to such fire or other casualty, and (iii) at Closing, Seller shall assign and transfer to Buyer all interest of Seller in and to any casualty insurance proceeds received or that may be payable to be received by reason Seller on account of such damage or destruction (net of the occurrence, including, to the extent assignable, the proceeds of rental loss and any business interruption insurance allocable to the period through the Closing Date, amounts expended by Seller to stabilize or repair the Property and costs incurred by Seller in making proof loss of loss or settling claims with insurers) and Seller shall tender at Closing the deductible amounts under Seller’s insurance policies (including business interruption and rental loss insurance of Seller that would be applicable to the period after the Closing). If the damage or destruction arises out of an uninsured risk, Seller shall elect, by written notice within 10 days of the occurrence of such damage or destruction, either to terminate this Contract or to close the transaction contemplated hereby with a reduction of the Purchase Price equal to the costs of repairing the Property, as reasonably estimated by an engineer engaged by Seller and reasonably acceptable to Buyerinsurance. (c) If Seller and Purchaser both agree to use the extent that Seller is required in this Section 15 to assign and transfer to Buyer Seller’s right, title, and interest in and to insurance proceeds, (i) Seller shall use commercially reasonable efforts to cause its insurance carriers pay any unpaid insurance proceeds to which Buyer is entitled (including business interruption and rental loss insurance of Seller that would be applicable to the period after the Closing) to Buyer and for Buyer’s benefit, and (ii) if Seller’s insurance carriers do not permit assignment adjuster’s assessment to determine the amount of such insurance proceeds to Buyer, then upon receipt of all such unpaid insurance proceeds, Seller shall pay the same to Buyer. damages. (d) The provisions of this Section 15(c) 17 shall survive control, and be effective, notwithstanding the Closingeffect of any applicable South Carolina law.

Damage to Property. Seller agrees In the event of damage to give Buyer prompt notice or destruction of all or any part of the Property by fire or other casualty affecting the Land, the Improvements or the Personal Property between the Effective Date and (“Casualty Damage”) prior to the Closing that would allow Buyer to terminate this Contract or that Seller reasonably estimates would cost more than $25,000 to repair. Buyer or its designated agents may enter upon the Property from time to time during normal business hours and upon advance notice to Seller in accordance with this Contract for the purpose of inspecting any such casualty.Date, it is agreed as follows: (a) If, prior Closing shall be extended for a period of up to the Closing, the Property is damaged by a fire or other casualty that would cost $500,000 or more to repair, then in such event, Buyer may, at its option, elect to terminate this Contract by written notice to Seller within 20 thirty (30) days after following the date of Seller’s notice to Buyer of the casualty or at the Closingsuch Casualty Damage, whichever is earlier, in during which case the t▇▇▇ ▇▇▇▇▇▇ Money shall use commercially reasonable efforts to determine the cost of repairing such Casualty Damage and provide Buyer with (other than i) an independent estimate of the Option Moneycost of repair of such Casualty Damage (the “Cost Estimate”) will be refunded made by a reputable general contractor in the area of the Property who regularly performs the type of repair work required and is reasonably acceptable to Buyer, and neither party (ii) evidence of the availability of insurance proceeds (“Insurance Information”) which (combined with any deductible amount payable by Seller) will have be sufficient to cover the cost of such Casualty Damage. If, for any further rights or obligations hereunderreason whatsoever, other than as set forth herein with respect Seller does not deliver the Cost Estimate and the Insurance Information to rights Buyer within such thirty (30) day period, and obligations which survive termination. If neither if Buyer nor Seller timely makes its election to does not waive such requirement, then Buyer may terminate this ContractAgreement by written notice to Seller, then whereupon the Closing will take place Deposit shall be returned to Buyer, except as provided herein without reduction of the Purchase Price, and there will be assigned to Buyer at the Closing all interest of Seller in and to any casualty insurance proceeds received or obligation which is expressly stated in this Agreement to be received by reason survive termination of such damage or destruction (net of proceeds of rental loss and business interruption insurance allocable to the period through the Closing Date, amounts expended by Seller to stabilize or repair the Property and costs incurred by Seller in making proof of loss or settling claims with insurers) and Seller shall tender at Closing the deductible amounts under Seller’s insurance policies (including business interruption and rental loss insurance of Seller that would be applicable to the period after the Closing)this Agreement. (b) If, prior If Seller provides the Cost Estimate and the Insurance Information to the Closing, the Property is damaged by a fire or other casualty that would cost less than $500,000 to repair, then in Buyer within such event thirty (i30) this Contract shall not terminate, (ii) Seller keep Buyer informed of Seller’s remedial actions with respect to such fire or other casualtyday period, and the Cost Estimate is not greater than TWO HUNDRED FIFTY THOUSAND DOLLARS (iii) at Closing$250,000), Seller shall assign and transfer all of Seller’s rights to the available insurance proceeds to Buyer all interest at Closing and, unless otherwise paid by Seller, pay to Buyer at Closing any applicable deductible amount in respect of Seller in and to such insurance (as well as any casualty insurance proceeds theretofore received or to be received by reason of such damage or destruction (net of proceeds of rental loss and business interruption insurance allocable to the period through the Closing Date, amounts expended by Seller to stabilize or repair the Property and costs incurred by Seller in making proof respect of loss or settling claims with insurerssuch Casualty Damage) and Seller Closing shall tender at occur on the Closing the deductible amounts under Seller’s insurance policies (including business interruption and rental loss insurance of Seller that would be applicable to the period after the Closing). If the damage or destruction arises out of an uninsured risk, Seller shall elect, by written notice within 10 days of the occurrence of such damage or destruction, either to terminate this Contract or to close the transaction contemplated hereby with a Date without reduction of the in Purchase Price equal to the costs of repairing the Property, as reasonably estimated by an engineer engaged by Seller and reasonably acceptable to BuyerPrice. (c) If Seller provides the Cost Estimate and the Insurance Information to Buyer within such thirty (30) day period, and the extent that Seller Cost Estimate is required equal to or greater than TWO HUNDRED FIFTY THOUSAND DOLLARS ($250,000), Buyer shall have the election, exercisable within thirty (30) days following delivery of the Cost Estimate and the Insurance Information to Buyer, to terminate this Agreement by written notice to Seller, whereupon the Deposit shall be returned to Buyer and, except as to any obligation which is expressly stated in this Section 15 Agreement to survive termination of this Agreement, neither Seller nor Buyer shall have any further obligation under this Agreement. If Buyer does not elect to so terminate this Agreement, the purchase and sale of the Property shall be consummated as provided in this Agreement, in which event Seller, at Closing, shall assign and transfer to Buyer Seller’s right, titlerights to the insurance proceeds payable in respect of the Casualty Damage and pay to Buyer the amount of the applicable deductible in respect of such insurance, and interest in and deliver to insurance proceeds, (i) Seller shall use commercially reasonable efforts to cause its insurance carriers pay Buyer any unpaid insurance proceeds to which Buyer is entitled (including business interruption and rental loss insurance of theretofore received by Seller that would be applicable to the period after the Closing) to Buyer and for Buyer’s benefit, and (ii) if Seller’s insurance carriers do not permit assignment in respect of such insurance proceeds Casualty Damage. If Buyer elects to Buyerterminate this Agreement pursuant to this Section 16, then upon receipt the terms of all such unpaid insurance proceeds, Seller the Lease shall pay control in the same to Buyer. The provisions event of this Section 15(c) shall survive the ClosingCasualty Damage.

Damage to Property. Seller agrees to give Buyer prompt notice of any fire or other casualty affecting the Land, the Improvements or the Personal Property between the Effective Date and the Closing that would allow Buyer to terminate this Contract or that Seller reasonably estimates would cost more than $25,000 to repairClosing. Buyer or its designated agents may enter upon the Property from time to time during normal business hours and upon advance notice to Seller in accordance with this Contract for the purpose of inspecting any such casualty. (a) If, prior to the Closing, the Property is damaged by a fire or other casualty that would which will cost more than $500,000 or more 668,000.00 to repair, then in such eventrepair based on Seller’s claims to the insurer (the “Threshold”), Buyer may, at its option, elect to terminate this Contract by giving written notice to Seller within 20 twenty days after the date of Seller’s notice to Buyer of the casualty or at the Closing, whichever is earliercasualty, in which case the ▇▇▇▇▇▇▇ Money (other than the Option Non-refundable ▇▇▇▇▇▇▇ Money) will be refunded delivered to Buyer, Buyer and neither party will have any further rights or obligations hereunder, other than as set forth herein with respect to rights and obligations those which expressly survive termination. If neither necessary, the Closing Date shall be postponed until Seller has given the notice to Buyer nor Seller required by this Section and the period of twenty days described in this Section has expired. If the Threshold is not met, or if Buyer does not timely makes its make an election to terminate this Contract, then the Closing will take place as provided herein without reduction of the Purchase Sales Price, and there will be assigned to Buyer at the Closing all interest Buyer will receive (i) a credit against the cash balance of the Sales Price payable at Closing to the extent of payments received by or on behalf of Seller in and to any casualty insurance proceeds received or to be received by reason of such damage or destruction (net of proceeds of rental loss and business interruption insurance allocable to the period through the Closing Date, amounts expended by Seller to stabilize or repair the Property and costs incurred by Seller in making proof of loss or settling claims with insurers) and Seller shall tender at Closing the deductible amounts under Seller’s insurance policies (including business interruption and rental loss insurance of Seller that would be applicable to the period after the Closing). (b) If, prior to the Closing, Closing Date under any applicable insurance policy or policies in effect with respect to the Property is damaged by a fire or other casualty that would cost less than $500,000 to repair, then in such event (i) this Contract shall not terminateProperty, (ii) Seller keep Buyer informed an assignment of Seller’s remedial actions 's rights to any payments which may be payable subsequent to the Closing Date under any applicable insurance policy or policies in effect with respect to the Property (or, if Seller’s insurer will not consent in writing to the assignment of such fire policy and/or payments, a credit for such amounts), (iii) an assignment of Seller's rights to payments with respect to rents due subsequent to the Closing Date under any rental insurance policy or other casualtypolicies with respect to the Property (or, if Seller’s insurer will not consent in writing to the assignment of such policy and/or payments, a credit for such amounts), and (iiiiv) a credit against the cash balance of the Sales Price payable at Closing, Seller shall assign and transfer to Buyer all interest of Seller the Closing in and to any casualty insurance proceeds received or to be received by reason of such damage or destruction (net of proceeds of rental loss and business interruption insurance allocable an amount equal to the period aggregate amount of the deductibles with respect to all such insurance policies. Seller hereby covenants to (1) keep in force through the Closing Date, amounts expended by Seller Date the same insurance with respect to stabilize or repair the Property and costs incurred by Seller as in making proof effect as of loss or settling claims the Effective Date (copies of which have been provided to Buyer with insurersthe Submission Matters) and Seller shall tender at Closing (2) cooperate to adjust, compromise and settle with the deductible amounts under Seller’s insurance policies (including business interruption and rental loss insurance of Seller that would be applicable company(s) with respect to the period after the Closing). If the damage or destruction arises out of an uninsured risk, Seller shall elect, by written notice within 10 days of the occurrence of such damage or destruction, either to terminate this Contract or to close the transaction contemplated hereby with a reduction of the Purchase Price equal to the costs of repairing the Property, as reasonably estimated by an engineer engaged by Seller and reasonably acceptable to Buyerinsurance policies. (c) If and to the extent that Seller is required in this Section 15 to assign and transfer to Buyer Seller’s right, title, and interest in and to insurance proceeds, (i) Seller shall use commercially reasonable efforts to cause its insurance carriers pay any unpaid insurance proceeds to which Buyer is entitled (including business interruption and rental loss insurance of Seller that would be applicable to the period after the Closing) to Buyer and for Buyer’s benefit, and (ii) if Seller’s insurance carriers do not permit assignment of such insurance proceeds to Buyer, then upon receipt of all such unpaid insurance proceeds, Seller shall pay the same to Buyer. The provisions of this Section 15(c) shall survive the Closing.

Damage to Property. Seller agrees to give Buyer prompt notice of any fire or other casualty affecting the Land, the Improvements or the Personal Property between the Effective Date and the Closing that would allow Buyer to terminate this Contract or that Seller reasonably estimates would cost more than $25,000 to repair. Buyer or its designated agents may enter upon the Property from time to time during normal business hours and upon advance notice to Seller in accordance with this Contract for the purpose of inspecting any such casualtyClosing. (a) If, If prior to the Closing, Closing either (i) the Property is damaged by a an uninsured casualty and Seller is unwilling OF unable to repair such damage on or prior to the Closing; or (ii) the Property is damaged by fire or other casualty that would cost TWO-HUNDRED FIFTY-THOUSAND AND NO/100 DOLLARS ($500,000 250,000.00) or more to repair, then in any such event, either Buyer or Seller may, at its option, elect to terminate this Contract by written notice to Seller the other party within 20 twenty (20) days after the date of Seller’s Sellers' notice to Buyer of the casualty or at the Closing, whichever is earlier, in which case the ▇▇▇▇▇▇▇ Money (other than the Option Money) will shall be refunded to Buyer, and neither party will shall have any further rights or obligations hereunder, other ether than as set forth herein with respect to rights and obligations which that survive termination. If neither Buyer nor not Seller timely makes its election to terminate this Contract, then the Closing will shall take place as provided herein without reduction of the Purchase PriceSales Price (except for the amount equal to Seller's deductible under its insurance policies), and there will shall be assigned to Buyer at the Closing all interest of Seller in and to any casualty insurance proceeds received or proceeds, including, to be received by reason of such damage or destruction (net of the extent assignable the proceeds of rental loss and any business interruption insurance allocable to the period through the Closing Date, amounts expended by Seller to stabilize or repair the Property and costs incurred by Seller in making proof loss of loss or settling claims with insurers) and Seller shall tender at Closing the deductible amounts under Seller’s insurance policies (including business interruption and rental loss insurance of Seller that would be applicable to the period after the Closing)insurance. (b) If, If prior to the Closing, Closing there shall occur damage to the Property is damaged caused by a fire or other casualty that would cost less than TWO-HUNDRED FIFTY-THOUSAND AND NO/100 DOLLARS ($500,000 250,000.00) to repair, then in any such event (i) event, Buyer shall have no right to terminate this Contract Contract, but there shall not terminate, (ii) Seller keep Buyer informed of Seller’s remedial actions with respect to such fire or other casualty, and (iii) at Closing, Seller shall assign and transfer be assigned to Buyer at Closing all interest of Seller in and to any casualty insurance proceeds received or that may be payable to be received by reason Seller on account of any such damage or destruction (net of occurrence, including, to the extent assignable the proceeds of rental loss and any business interruption or loss of rental insurance allocable to and the period through the Closing Date, amounts expended Sales Price shall be reduced by Seller to stabilize or repair the Property and costs incurred by Seller in making proof of loss or settling claims with insurers) and Seller shall tender at Closing the deductible amounts under Seller’s insurance policies (including business interruption and rental loss insurance of Seller that would be applicable to the period after the Closing). If the damage or destruction arises out of an uninsured risk, Seller shall elect, by written notice within 10 days of the occurrence of such damage or destruction, either to terminate this Contract or to close the transaction contemplated hereby with a reduction of the Purchase Price amount equal to the costs of repairing the Property, as reasonably estimated by an engineer engaged by Seller and reasonably acceptable to BuyerSeller's deductible under its insurance policies. (c) If Seller and Buyer both agree to use the extent that Seller is required in this Section 15 Seller's insurance adjuster's assessment to assign and transfer to Buyer Seller’s right, title, and interest in and to insurance proceeds, (i) Seller shall use commercially reasonable efforts to cause its insurance carriers pay any unpaid insurance proceeds to which Buyer is entitled (including business interruption and rental loss insurance determine the amount of Seller that would be applicable to the period after the Closing) to Buyer and for Buyer’s benefit, and (ii) if Seller’s insurance carriers do not permit assignment of such insurance proceeds to Buyer, then upon receipt of all such unpaid insurance proceeds, Seller shall pay the same to Buyer. The provisions of this Section 15(c) shall survive the Closingdamages.

Damage to Property. Seller agrees to give Buyer prompt notice of any fire or other casualty affecting the Land, the Improvements or the Personal Property between the Effective Date and the Closing that would allow Buyer to terminate this Contract or that Seller reasonably estimates would cost more than $25,000 to repair. Buyer or its designated agents may enter upon the Property from time to time during normal business hours and upon advance notice to Seller in accordance with this Contract for the purpose of inspecting any such casualtyClosing. (a) If, If prior to the Closing, Closing either (i) the Property is damaged by a an uninsured casualty costing TWO-HUNDRED THOUSAND AND NO/100 DOLLARS ($200,000.00) or more to repair and Seller is unwilling or unable to repair such damage on or prior to the Closing; or (ii) the Property is damaged by fire or other casualty which is insured that would cost TWO-HUNDRED FIFTY-THOUSAND AND NO/100 DOLLARS ($500,000 250,000.00) or more to repair, then in any such event, either Buyer or Seller may, at its option, elect to terminate this Contract by written notice to Seller the other party within 20 twenty (20) days after the date of Seller’s notice to Buyer of the casualty or at the Closing, whichever is earlier, in which case the ▇E▇▇▇▇▇▇ Money (other than the Option Money) will and any Extension Fee shall be refunded to Buyer, and neither party will shall have any further rights or obligations hereunder, other than as set forth herein with respect to rights and obligations which that survive termination. If neither Buyer nor Seller timely makes its election to terminate this Contract, then the Closing will shall take place as provided herein without reduction of the Purchase PriceSales Price (except for (i) the amount equal to Seller’s deductible under its insurance policies and (ii) the amount, be in no event more than TWO-HUNDRED THOUSAND AND NO/100 DOLLARS ($200,000.00) of the estimated cost to repair any uninsured casualty), and there will shall be assigned to Buyer at the Closing all interest of Seller in and to any casualty insurance proceeds received or proceeds, including, to be received by reason of such damage or destruction (net of the extent assignable the proceeds of rental loss and any business interruption insurance allocable to the period through the Closing Date, amounts expended by Seller to stabilize or repair the Property and costs incurred by Seller in making proof loss of loss or settling claims with insurers) and Seller shall tender at Closing the deductible amounts under Seller’s insurance policies (including business interruption and rental loss insurance of Seller that would be applicable to the period after the Closing)insurance. (b) If, If prior to the Closing, Closing there shall occur damage to the Property is damaged caused by a fire or other casualty which is insured that would cost less than TWO-HUNDRED FIFTY-THOUSAND AND NO/100 DOLLARS ($500,000 250,000.00) to repair, then in any such event (i) event, Buyer shall have no right to terminate this Contract Contract, but there shall not terminate, (ii) Seller keep Buyer informed of Seller’s remedial actions with respect to such fire or other casualty, and (iii) at Closing, Seller shall assign and transfer be assigned to Buyer at Closing all interest of Seller in and to any casualty insurance proceeds received or that may be payable to be received by reason Seller on account of any such damage or destruction (net of occurrence, including, to the extent assignable the proceeds of rental loss and any business interruption or loss of rental insurance allocable and the Sales Price shall be reduced by an amount equal to the period through the Closing Date, amounts expended by Seller to stabilize or repair the Property and costs incurred by Seller in making proof of loss or settling claims with insurers) and Seller shall tender at Closing the deductible amounts under Seller’s deductible under its insurance policies (including business interruption and rental loss insurance of Seller that would be applicable to the period after the Closing). If the damage or destruction arises out of an uninsured risk, Seller shall elect, by written notice within 10 days of the occurrence of such damage or destruction, either to terminate this Contract or to close the transaction contemplated hereby with a reduction of the Purchase Price equal to the costs of repairing the Property, as reasonably estimated by an engineer engaged by Seller and reasonably acceptable to Buyerpolicies. (c) If Seller and Buyer both agree to use the extent that Seller is required in this Section 15 to assign and transfer to Buyer Seller’s right, title, and interest in and to insurance proceeds, (i) Seller shall use commercially reasonable efforts to cause its insurance carriers pay any unpaid insurance proceeds to which Buyer is entitled (including business interruption and rental loss insurance of Seller that would be applicable to the period after the Closing) to Buyer and for Buyer’s benefit, and (ii) if Seller’s insurance carriers do not permit assignment adjuster’s assessment to determine the amount of such insurance proceeds to Buyer, then upon receipt of all such unpaid insurance proceeds, Seller shall pay the same to Buyer. The provisions of this Section 15(c) shall survive the Closingdamages.

Damage to Property. Seller agrees to give Buyer prompt notice of any fire or other casualty affecting If the Land, the Improvements or the Personal Property between the Effective Date and the Closing that would allow Buyer to terminate this Contract or that Seller reasonably estimates would cost more than $25,000 to repair. Buyer or its designated agents may enter upon the Property from time to time during normal business hours and upon advance notice to Seller in accordance with this Contract for the purpose of inspecting any such casualty. (a) If, prior to the Closing, the Property is damaged Leased Premises are made substantially untenantable by a fire or other casualty that would cost $500,000 or more to repair, then in such event, Buyer may, at its option, elect to terminate this Contract by written notice to Seller within 20 days after the date of Seller’s notice to Buyer of the casualty or at the Closing, whichever is earlier, in which case the ▇▇▇▇▇▇▇ Money (other than the Option Money) will be refunded to Buyer, and neither party will have any further rights or obligations hereunder, other than as set forth herein with respect to rights and obligations which survive termination. If neither Buyer nor Seller timely makes its election to terminate this Contract, then the Closing will take place as provided herein without reduction of the Purchase Price, and there will be assigned to Buyer at the Closing all interest of Seller in and to any casualty insurance proceeds received or to be received by reason of such damage or destruction (net of proceeds of rental loss and business interruption insurance allocable to the period through the Closing Date, amounts expended by Seller to stabilize or repair the Property and costs incurred by Seller in making proof of loss or settling claims with insurers) and Seller shall tender at Closing the deductible amounts under Seller’s insurance policies (including business interruption and rental loss insurance of Seller that would be applicable to the period after the Closing). (b) If, prior to the Closing, the Property is damaged by a fire or other casualty that would cost less than $500,000 to repair, then in such event (i) this Contract shall not terminate, (ii) Seller keep Buyer informed of Seller’s remedial actions with respect to such fire or other casualty, Landlord shall engage a registered architect to provide to both Landlord and Tenant within forty-five (iii45) at Closingdays of the casualty date an estimate of the time needed to restore the Leased Premises to tenantability, Seller and Landlord shall assign provide to Tenant such estimate and transfer all other relevant information in Landlord's possession within five (5) days after Landlord's receipt thereof. If the time needed to Buyer all interest restore the Leased Premises (including the Tenant Improvements as originally constructed pursuant to Exhibit D) to tenantability exceeds one hundred fifty (150) days, or if the restoration would commence during the last twelve (12) months of Seller the Lease Term, then either Tenant or Landlord may elect to terminate this Lease as of the date of such fire or other casualty by delivery of notice of termination to the other party within twenty (20) days after Tenant's receipt of the architect's estimate. If the Leased Premises are damaged by fire or other casualty but are not made substantially untenantable, then Landlord shall proceed with reasonable diligence to repair and restore the Leased Premises (including the Tenant Improvements as originally constructed pursuant to Exhibit D), other than leasehold improvements paid for by Tenant, unless such damage occurs during the last six (6) months of the Lease Term, in and which event Landlord or Tenant shall have the right to terminate this Lease as of the date of such fire or other casualty by delivery of written notice of termination to the other party within thirty (30) days after said casualty date. Notwithstanding anything herein to the contrary, in the event the holder of any casualty indebtedness secured by a mortgage or deed to secure debt covering the Leased Premises or Building requires that any insurance proceeds received or in excess of $500,000.00 be paid to be received it, then Landlord shall have the right to terminate this Lease by reason delivering written notice of termination to Tenant within thirty (30) days after such requirement is made by any such holder, whereupon the Lease shall end on the date of such damage or destruction (net of proceeds of rental loss and business interruption insurance allocable to as if the period through the Closing Date, amounts expended by Seller to stabilize or repair the Property and costs incurred by Seller in making proof of loss or settling claims with insurers) and Seller shall tender at Closing the deductible amounts under Seller’s insurance policies (including business interruption and rental loss insurance of Seller that would be applicable to the period after the Closing). If the damage or destruction arises out of an uninsured risk, Seller shall elect, by written notice within 10 days of the occurrence date of such damage or destructionwere the date originally fixed in this Lease for the expiration - 20 - 27 of the Term. Notwithstanding the foregoing, either to Landlord shall not terminate this Contract or to close Lease unless Landlord also terminates the transaction contemplated hereby with a reduction of the Purchase Price equal to the costs of repairing the Property, as reasonably estimated by an engineer engaged by Seller and reasonably acceptable to Buyer. (c) If and to the extent that Seller is required in this Section 15 to assign and transfer to Buyer Seller’s right, title, and interest in and to insurance proceeds, (i) Seller shall use commercially reasonable efforts to cause its insurance carriers pay any unpaid insurance proceeds to which Buyer is entitled (including business interruption and rental loss insurance of Seller that would be applicable to the period after the Closing) to Buyer and for Buyer’s benefit, and (ii) if Seller’s insurance carriers do not permit assignment of such insurance proceeds to Buyer, then upon receipt leases of all Building tenants in effect at such unpaid insurance proceedstime, Seller shall pay including the same to Buyer. The provisions lease of this Section 15(c) shall survive the ClosingHartford Fire Insurance Company, if such lease is then in effect.

Damage to Property. Seller agrees to give Buyer prompt notice of any fire or other casualty affecting the Land, the Improvements or the Personal Property between the Effective Date and the Closing that would allow Buyer to terminate this Contract or that Seller reasonably estimates would cost more than $25,000 to repair. Buyer or its designated agents may enter upon the Property from time to time during normal business hours and upon advance notice to Seller in accordance with this Contract for the purpose of inspecting any such casualty. (a) If, prior The Property is held at the risk of the Vendor until Completion and shall pass to the Closing, Purchaser upon Completion or upon the Property is damaged by a fire or other casualty that would cost $500,000 or more to repair, then in such event, Buyer may, at its option, elect to terminate this Contract by written notice to Seller within 20 days after the date of Seller’s notice to Buyer Purchaser taking possession of the casualty or at the ClosingProperty, whichever is earlier, in which case the ▇▇▇▇▇▇▇ Money (other than the Option Money) will be refunded to Buyer, and neither party will have any further rights or obligations hereunder, other than as set forth herein with respect to rights and obligations which survive termination. If neither Buyer nor Seller timely makes its election to terminate this Contract, then the Closing will take place as provided herein without reduction of the Purchase Price, and there will be assigned to Buyer at the Closing all interest of Seller in and to any casualty insurance proceeds received or to be received by reason of such damage or destruction (net of proceeds of rental loss and business interruption insurance allocable to the period through the Closing Date, amounts expended by Seller to stabilize or repair the Property and costs incurred by Seller in making proof of loss or settling claims with insurers) and Seller shall tender at Closing the deductible amounts under Seller’s insurance policies (including business interruption and rental loss insurance of Seller that would be applicable to the period after the Closing). (b) If, If at any time prior to the ClosingCompletion, the Property is damaged materially damaged, the Purchaser may elect, by a fire or other casualty that would cost less than $500,000 notice in writing to repairthe Vendor, then in to rescind this Agreement. Upon the Vendor’s Solicitors’ receipt of such event (i) notice, this Contract Agreement shall not terminate, (ii) Seller keep Buyer informed become null and void and of Seller’s remedial actions with respect to such fire or other casualtyno further effect whatsoever, and the Vendor shall, within seven (iii7) Business Days, refund all moneys paid by the Purchaser to the Vendor pursuant to this Agreement and the Memorandum of Understanding, including the Initial Payment and/or the Deposit and GST thereon, without any interest or compensation whatsoever. On rescission, the Purchaser shall immediately return to the Vendor all title documents and at Closingthe Purchaser’s cost withdraw any caveats and cancel any entries relating to the Property in the Singapore Land Authority. Each Party shall bear its own solicitors’ costs in the matter and neither shall have any further claim or demand against the other for damages, Seller shall assign costs or otherwise. (c) In the event the Purchaser elects, by notice in writing to the Vendor, not to rescind this Agreement, the Vendor must at no cost and transfer expense to Buyer all interest of Seller in and the Purchaser repair that damage prior to any casualty insurance proceeds received Completion or to be received by reason within two (2) months from the identification of such damage or destruction by the Parties, whichever is later (net of proceeds of rental loss and business interruption insurance allocable to the period through the Closing “Repair Date, amounts expended by Seller to stabilize or repair the Property and costs incurred by Seller in making proof of loss or settling claims with insurers) and Seller shall tender at Closing the deductible amounts under Seller’s insurance policies (including business interruption and rental loss insurance of Seller that would be applicable to the period after the Closing”). If the damage or destruction arises out of an uninsured riskis not repaired by the Repair Date as agreed between the Vendor and the Purchaser, Seller Clause 10.4 shall elect, by written notice within 10 days of the occurrence of such damage or destruction, either to terminate this Contract or to close the transaction contemplated hereby with a reduction of the Purchase Price equal to the costs of repairing the Property, as reasonably estimated by an engineer engaged by Seller and reasonably acceptable to Buyerapply. (cd) If For the purposes of Clauses 12(b) and 12(e),” materially damaged” means damage to the extent that Seller Property so as to be unfit for use or occupation or rendered unsafe or inaccessible or cannot lawfully be used. (e) If, at any time prior to Completion, the Property or any part of it is required in this Section 15 to assign and transfer to Buyer Seller’s rightdamaged, title, and interest in and to insurance proceeds, (i) Seller shall use commercially reasonable efforts to cause its insurance carriers pay any unpaid insurance proceeds to which Buyer is entitled (including business interruption and rental loss insurance of Seller that would be applicable to the period after the Closing) to Buyer and for Buyer’s benefit, and (ii) if Seller’s insurance carriers do but not permit assignment of such insurance proceeds to Buyermaterially damaged, then upon receipt of all such unpaid insurance proceeds, Seller shall pay the same to Buyer. The provisions of Purchaser may not rescind this Section 15(c) shall survive the ClosingAgreement.

Damage to Property. Seller agrees Buyer shall be bound to give Buyer prompt notice purchase the Property for the full Purchase Price as required by the terms hereof, without regard to the occurrence or effect of any fire or other casualty affecting damage to the Land, Property (in which case the Improvements or the Personal Property between the Effective Date damage shall be repaired by Seller prior to Closing and/or any remaining insurance proceeds shall be assigned to Buyer at Closing and Buyer shall receive a credit at Closing for Seller’s deductible amount and the Closing that would allow Buyer amount of any uninsured loss), provided the damage is not Material (as hereinafter defined). For purposes hereof, damage shall be considered “Material” if: (i) the cost to terminate this Contract or that Seller reasonably estimates would cost more than $25,000 to repair. Buyer or its designated agents may enter upon the Property from time to time during normal business hours and upon advance notice to Seller in accordance with this Contract for the purpose of inspecting repair any such casualty. damage exceeds five percent (a5%) Ifof the Purchase Price and Seller, at its sole option, does not elect to repair the same prior to the Closing, ; (ii) the damage causes access to the Property to be permanently adversely affected; (iii) the damage results in the Property violating any laws (including required parking ratios because of the loss of parking spaces) or failing to comply with zoning or any covenants, conditions or restrictions affecting the Property; or (iv) the damage entitles the tenant to terminate its Lease or ▇▇▇▇▇ rent (unless Seller pays the difference, through insurance or otherwise). If any such damage is damaged by a fire or other casualty that would cost $500,000 or more to repairMaterial, then in such event, Buyer may, at its option, elect option to terminate this Contract be exercised by written notice to Seller within 20 ten (10) days after the date of Seller’s notice to Buyer of the casualty or at occurrence of the Closingdamage (and if necessary the Closing Date shall be automatically extended to give Buyer the full 10-day period to make such election), whichever is earliereither (i) elect to terminate this Agreement, in which case the ▇▇▇▇▇▇▇ Money (other than the Option Money) will Deposit shall be refunded returned to Buyer, Buyer and neither party will shall have any further rights or obligations hereunderunder this Agreement, other than as set forth herein with respect to except for those rights and or obligations which expressly state that they shall survive terminationtermination of this Agreement, or (ii) consummate the purchase of the Property for the full Purchase Price as required by the terms hereof, subject to the assignment of insurance proceeds and/or credits against the Purchase Price provided above including a credit for any uninsured loss. If neither Buyer nor fails to give Seller timely makes its election notice within such 10-day period, then Buyer will be deemed to have elected to terminate this Contract, then the Closing will take place as provided herein without reduction of the Purchase Price, and there will be assigned to Buyer at the Closing all interest of Seller in and to any casualty insurance proceeds received or to be received by reason of such damage or destruction (net of proceeds of rental loss and business interruption insurance allocable to the period through the Closing Date, amounts expended by Seller to stabilize or repair the Property and costs incurred by Seller in making proof of loss or settling claims with insurers) and Seller shall tender at Closing the deductible amounts under Seller’s insurance policies (including business interruption and rental loss insurance of Seller that would be applicable to the period after the Closing)Agreement. (b) If, prior to the Closing, the Property is damaged by a fire or other casualty that would cost less than $500,000 to repair, then in such event (i) this Contract shall not terminate, (ii) Seller keep Buyer informed of Seller’s remedial actions with respect to such fire or other casualty, and (iii) at Closing, Seller shall assign and transfer to Buyer all interest of Seller in and to any casualty insurance proceeds received or to be received by reason of such damage or destruction (net of proceeds of rental loss and business interruption insurance allocable to the period through the Closing Date, amounts expended by Seller to stabilize or repair the Property and costs incurred by Seller in making proof of loss or settling claims with insurers) and Seller shall tender at Closing the deductible amounts under Seller’s insurance policies (including business interruption and rental loss insurance of Seller that would be applicable to the period after the Closing). If the damage or destruction arises out of an uninsured risk, Seller shall elect, by written notice within 10 days of the occurrence of such damage or destruction, either to terminate this Contract or to close the transaction contemplated hereby with a reduction of the Purchase Price equal to the costs of repairing the Property, as reasonably estimated by an engineer engaged by Seller and reasonably acceptable to Buyer. (c) If and to the extent that Seller is required in this Section 15 to assign and transfer to Buyer Seller’s right, title, and interest in and to insurance proceeds, (i) Seller shall use commercially reasonable efforts to cause its insurance carriers pay any unpaid insurance proceeds to which Buyer is entitled (including business interruption and rental loss insurance of Seller that would be applicable to the period after the Closing) to Buyer and for Buyer’s benefit, and (ii) if Seller’s insurance carriers do not permit assignment of such insurance proceeds to Buyer, then upon receipt of all such unpaid insurance proceeds, Seller shall pay the same to Buyer. The provisions of this Section 15(c) shall survive the Closing.

Damage to Property. Seller agrees to give Buyer prompt notice If any structure or other physical improvement on the Land or if any other part of any fire the Property shall be damaged by fire, wind, flood, sinkhole, or other casualty affecting prior to Closing, then the Land, the Improvements or the Personal Property between the Effective Date and the Closing that would allow Buyer to terminate this Contract or that Seller reasonably estimates would cost more than $25,000 to repair. Buyer or its designated agents may enter upon the Property from time to time during normal business hours and upon advance notice to Seller in accordance with this Contract for the purpose of inspecting any such casualty.following provisions shall apply: (a) IfSeller shall not be obligated to repair or replace the damaged property; however, prior at Seller’s option, Seller may elect to repair or replace the Closing, damaged property by written notice thereof to Buyer. (b) If the Property is estimated cost to repair or replace the damaged by a fire property shall exceed two (2.0%) percent of the Purchase Price and Seller shall elect not to repair or other casualty that would cost $500,000 or more to repairreplace the damaged property, then in such event, Buyer mayshall have the right, at its option, elect to terminate cancel this Contract by written notice to Seller Contract, which shall be exercised within 20 fifteen (15) days after the date receipt of Seller’s notice to Buyer of the casualty or at the Closing, whichever is earlier, in which case the ▇▇▇▇▇▇▇ Money (other than the Option Money) will be refunded to Buyer, and neither party will have any further rights or obligations hereunder, other than as set forth herein with respect to rights and obligations which survive termination. If neither Buyer nor Seller timely makes its election to terminate this Contract, then the Closing will take place as provided herein without reduction of the Purchase Price, and there will be assigned to Buyer at the Closing all interest of Seller in and to any casualty insurance proceeds received or to be received by reason of such damage or destruction (net of proceeds of rental loss and business interruption insurance allocable to the period through the Closing Date, amounts expended by Seller to stabilize or repair the Property and costs incurred by Seller in making proof of loss or settling claims with insurers) and Seller shall tender at Closing the deductible amounts under Seller’s insurance policies (including business interruption and rental loss insurance of Seller that would be applicable to the period after the Closing). (b) If, prior to the Closing, the Property is damaged by a fire or other casualty that would cost less than $500,000 to repair, then in such event (i) this Contract shall not terminate, (ii) Seller keep Buyer informed of Seller’s remedial actions with respect to such fire or other casualty, and (iii) at Closing, Seller shall assign and transfer to Buyer all interest of Seller in and to any casualty insurance proceeds received or to be received by reason of such damage or destruction (net of proceeds of rental loss and business interruption insurance allocable to the period through the Closing Date, amounts expended by Seller to stabilize or repair the Property and costs incurred by Seller in making proof of loss or settling claims with insurers) and Seller shall tender at Closing the deductible amounts under Seller’s insurance policies (including business interruption and rental loss insurance of Seller that would be applicable to the period after the Closing). If the damage or destruction arises out of an uninsured risk, Seller shall elect, by written notice within 10 days of the occurrence of such damage or destruction, either to terminate this Contract or to close the transaction contemplated hereby with a reduction of the Purchase Price equal to the costs of repairing the Property, as reasonably estimated by an engineer engaged by Seller and reasonably acceptable to Buyernotice. (c) If Seller shall not repair or replace the damaged property and this Contract is not canceled pursuant to the extent that Seller is required in this Section 15 to assign and transfer to Buyer Seller’s rightforegoing provisions, title, and interest in and to insurance proceeds, (i) then Seller shall use commercially reasonable efforts to cause its insurance carriers pay any unpaid insurance proceeds to which Buyer is entitled (including business interruption and rental loss insurance of Seller that would be applicable to convey the period after the Closing) to Buyer and for Buyer’s benefit, and (ii) if Seller’s insurance carriers do not permit assignment of such insurance proceeds Property to Buyer, then upon receipt and Buyer shall purchase the Property, in its “As Is” condition subject to such damage, with no adjustment to the Purchase Price; except, Buyer shall be entitled to any and all insurance proceeds and other compensation paid or payable to Seller because of all such unpaid insurance proceedsloss or damage and Seller’s rights thereto shall be assigned to Buyer at Closing (or Seller shall give a credit to Buyer off the Purchase Price for the amount of such compensation). Further, Seller shall pay give a credit to Buyer off the same Purchase Price for the amount of the deductible under such insurance policy. (d) If Seller shall elect to repair or replace the damaged property, then the Closing Date shall be extended until fifteen (15) days after the repair or replacement is completed; or at the option of the Buyer. The provisions , the Closing shall take place as scheduled and 120% of this Section 15(c) the estimated cost to repair or replace the damaged property shall survive the be placed in escrow at Closing.

Damage to Property. Seller agrees to give Buyer prompt notice of any fire or other casualty affecting the Land, the Improvements or the Personal Property between the Effective Date and the Closing that would allow Buyer to terminate this Contract or that Seller reasonably estimates would cost more than $25,000 to repair. Buyer or its designated agents may enter upon the Property from time to time during normal business hours and upon advance notice to Seller in accordance with this Contract for the purpose of inspecting any such casualtyClosing. (a) If, If prior to the Closing, Closing either (i) the Property is damaged by a an uninsured casualty costing TWO-HUNDRED THOUSAND AND NO/100 DOLLARS ($200,000.00) or more to repair and Seller is unwilling or unable to repair such damage on or prior to the Closing; or (ii) the Property is damaged by fire or other casualty which is insured that would cost TWO-HUNDRED FIFTY-THOUSAND AND NO/100 DOLLARS ($500,000 250,000.00) or more to repair, then in any such event, either Buyer or Seller may, at its option, elect to terminate this Contract by written notice to Seller the other party within 20 twenty (20) days after the date of Seller’s notice to Buyer of the casualty or at the Closing, whichever is earlier, in which case the ▇▇▇▇▇▇▇ Money (other than the Option Money) will Deposit and any Extension Fee shall be refunded to Buyer, and neither party will shall have any further rights or obligations hereunder, other than as set forth herein with respect to rights and obligations which that survive termination. If neither Buyer nor Seller timely makes its election to terminate this Contract, then the Closing will shall take place as provided herein without reduction of the Purchase PriceSales Price (except for (i) the amount equal to Seller’s deductible under its insurance policies and (ii) the amount, but in no event more than TWO-HUNDRED THOUSAND AND NO/100 DOLLARS ($200,000.00) of the estimated cost to repair any uninsured casualty), and there will shall be assigned to Buyer at the Closing all interest of Seller in and to any casualty insurance proceeds received or proceeds, including, to be received by reason of such damage or destruction (net of the extent assignable the proceeds of rental loss and any business interruption insurance allocable to the period through the Closing Date, amounts expended by Seller to stabilize or repair the Property and costs incurred by Seller in making proof loss of loss or settling claims with insurers) and Seller shall tender at Closing the deductible amounts under Seller’s insurance policies (including business interruption and rental loss insurance of Seller that would be applicable to the period after the Closing)insurance. (b) If, If prior to the Closing, Closing there shall occur damage to the Property is damaged caused by a fire or other casualty which is insured that would cost less than TWO-HUNDRED FIFTY-THOUSAND AND NO/100 DOLLARS ($500,000 250,000.00) to repair, then in any such event (i) event, Buyer shall have no right to terminate this Contract Contract, but there shall not terminate, (ii) Seller keep Buyer informed of Seller’s remedial actions with respect to such fire or other casualty, and (iii) at Closing, Seller shall assign and transfer be assigned to Buyer at Closing all interest of Seller in and to any casualty insurance proceeds received or that may be payable to be received by reason Seller on account of any such damage or destruction (net of occurrence, including, to the extent assignable the proceeds of rental loss and any business interruption or loss of rental insurance allocable and the Sales Price shall be reduced by an amount equal to the period through the Closing Date, amounts expended by Seller to stabilize or repair the Property and costs incurred by Seller in making proof of loss or settling claims with insurers) and Seller shall tender at Closing the deductible amounts under Seller’s deductible under its insurance policies (including business interruption and rental loss insurance of Seller that would be applicable to the period after the Closing). If the damage or destruction arises out of an uninsured risk, Seller shall elect, by written notice within 10 days of the occurrence of such damage or destruction, either to terminate this Contract or to close the transaction contemplated hereby with a reduction of the Purchase Price equal to the costs of repairing the Property, as reasonably estimated by an engineer engaged by Seller and reasonably acceptable to Buyerpolicies. (c) If Seller and Buyer both agree to use the extent that Seller is required in this Section 15 to assign and transfer to Buyer Seller’s right, title, and interest in and to insurance proceeds, (i) Seller shall use commercially reasonable efforts to cause its insurance carriers pay any unpaid insurance proceeds to which Buyer is entitled (including business interruption and rental loss insurance of Seller that would be applicable to the period after the Closing) to Buyer and for Buyer’s benefit, and (ii) if Seller’s insurance carriers do not permit assignment adjuster’s assessment to determine the amount of such insurance proceeds to Buyer, then upon receipt of all such unpaid insurance proceeds, Seller shall pay the same to Buyer. The provisions of this Section 15(c) shall survive the Closingdamages.

Damage to Property. Seller agrees to give Buyer prompt notice of any fire or other casualty affecting the Land, the Improvements or the Personal Property between the Effective Date and the Closing that would allow Buyer to terminate this Contract or that Seller reasonably estimates would cost more than $25,000 to repair. Buyer or its designated agents may enter upon the Property from time to time during normal business hours and upon advance notice to Seller in accordance with this Contract for the purpose of inspecting any such casualtyClosing. (a) If, If prior to the Closing, Closing either (i) the Property is damaged by a an uninsured casualty costing TWO-HUNDRED THOUSAND AND NO/100 DOLLARS ($200,000.00) or more to repair and Seller is unwilling or unable to repair such damage on or prior to the Closing; or (ii) the Property is damaged by fire or other casualty which is insured that would cost TWO-HUNDRED FIFTY-THOUSAND AND NO/100 DOLLARS ($500,000 250,000.00) or Contract of Sale — W▇▇▇▇▇ Ranch Apartments more to repair, then in any such event, either Buyer or Seller may, at its option, elect to terminate this Contract by written notice to Seller the other party within 20 twenty (20) days after the date of Seller’s notice to Buyer of the casualty or at the Closing, whichever is earlier, in which case the ▇E▇▇▇▇▇▇ Money (other than the Option Money) will and any Extension Fee shall be refunded to Buyer, and neither party will shall have any further rights or obligations hereunder, other than as set forth herein with respect to rights and obligations which that survive termination. If neither Buyer nor Seller timely makes its election to terminate this Contract, then the Closing will shall take place as provided herein without reduction of the Purchase PriceSales Price (except for (i) the amount equal to Seller’s deductible under its insurance policies and (ii) the amount, be in no event more than TWO-HUNDRED THOUSAND AND NO/100 DOLLARS ($200,000.00) of the estimated cost to repair any uninsured casually), and there will shall be assigned to Buyer at the Closing all interest of Seller in and to any casualty insurance proceeds received or proceeds, including, to be received by reason of such damage or destruction (net of the extent assignable the proceeds of rental loss and any business interruption insurance allocable to the period through the Closing Date, amounts expended by Seller to stabilize or repair the Property and costs incurred by Seller in making proof loss of loss or settling claims with insurers) and Seller shall tender at Closing the deductible amounts under Seller’s insurance policies (including business interruption and rental loss insurance of Seller that would be applicable to the period after the Closing)insurance. (b) If, If prior to the Closing, Closing there shall occur damage to the Property is damaged caused by a fire or other casualty which is insured that would cost less than TWO-HUNDRED FIFTY-THOUSAND AND NO/100 DOLLARS ($500,000 250,000.00) to repair, then in any such event (i) event, Buyer shall have no right to terminate this Contract Contract, but there shall not terminate, (ii) Seller keep Buyer informed of Seller’s remedial actions with respect to such fire or other casualty, and (iii) at Closing, Seller shall assign and transfer be assigned to Buyer at Closing all interest of Seller in and to any casualty insurance proceeds received or that may be payable to be received by reason Seller on account of any such damage or destruction (net of occurrence, including, to the extent assignable the proceeds of rental loss and any business interruption or loss of rental insurance allocable and the Sales Price shall be reduced by an amount equal to the period through the Closing Date, amounts expended by Seller to stabilize or repair the Property and costs incurred by Seller in making proof of loss or settling claims with insurers) and Seller shall tender at Closing the deductible amounts under Seller’s deductible under its insurance policies (including business interruption and rental loss insurance of Seller that would be applicable to the period after the Closing). If the damage or destruction arises out of an uninsured risk, Seller shall elect, by written notice within 10 days of the occurrence of such damage or destruction, either to terminate this Contract or to close the transaction contemplated hereby with a reduction of the Purchase Price equal to the costs of repairing the Property, as reasonably estimated by an engineer engaged by Seller and reasonably acceptable to Buyerpolicies. (c) If Seller and Buyer both agree to use the extent that Seller is required in this Section 15 to assign and transfer to Buyer Seller’s right, title, and interest in and to insurance proceeds, (i) Seller shall use commercially reasonable efforts to cause its insurance carriers pay any unpaid insurance proceeds to which Buyer is entitled (including business interruption and rental loss insurance of Seller that would be applicable to the period after the Closing) to Buyer and for Buyer’s benefit, and (ii) if Seller’s insurance carriers do not permit assignment adjuster’s assessment to determine the amount of such insurance proceeds to Buyer, then upon receipt of all such unpaid insurance proceeds, Seller shall pay the same to Buyer. The provisions of this Section 15(c) shall survive the Closingdamages.

Damage to Property. Seller agrees to give Buyer prompt notice of any fire or other casualty affecting the Land, the Improvements or the Personal Property between the Effective Date and the Closing that would allow Buyer to terminate this Contract or that Seller reasonably estimates would cost more than $25,000 to repair. Buyer or its designated agents may enter upon the Property from time to time during normal business hours and upon advance notice to Seller in accordance with this Contract for the purpose of inspecting any such casualtyClosing. (a) If, If prior to the Closing, Closing either (i) the Property is damaged by a an uninsured casualty costing TWO-HUNDRED THOUSAND AND NO/100 DOLLARS ($200,000.00) or more to repair and Seller is unwilling or unable to repair such damage on or prior to the Closing; or (ii) the Property is damaged by fire or other casualty which is insured that would cost TWO-HUNDRED FIFTY-THOUSAND AND NO/100 DOLLARS ($500,000 250,000.00) or more to repair, then in any such event, either Buyer or Seller may, at its option, elect to terminate this Contract by written notice to Seller the other party within 20 twenty (20) days after the date of Seller’s notice to Buyer of the casualty or at the Closing, whichever is earlier, in which case the ▇▇▇▇▇▇▇ Money (other than the Option Money) will and any Extension Fee shall be refunded to Buyer, and neither party will shall have any further rights or obligations hereunder, other than as set forth herein with respect to rights and obligations which that survive termination. If neither Buyer nor Seller timely makes its election to terminate this Contract, then the Closing will shall take place as provided herein without reduction of the Purchase PriceSales Price (except for (i) the amount equal to Seller’s deductible under its insurance policies and (ii) the amount, but in no event more than TWO-HUNDRED THOUSAND AND NO/100 DOLLARS ($200,000.00) of the estimated cost to repair any uninsured casualty), and there will shall be assigned to Buyer at the Closing all interest of Seller in and to any casualty insurance proceeds received or proceeds, including, to be received by reason of such damage or destruction (net of the extent assignable the proceeds of rental loss and any business interruption insurance allocable to the period through the Closing Date, amounts expended by Seller to stabilize or repair the Property and costs incurred by Seller in making proof loss of loss or settling claims with insurers) and Seller shall tender at Closing the deductible amounts under Seller’s insurance policies (including business interruption and rental loss insurance of Seller that would be applicable to the period after the Closing)insurance. (b) If, If prior to the Closing, Closing there shall occur damage to the Property is damaged caused by a fire or other casualty which is insured that would cost less than TWO-HUNDRED FIFTY-THOUSAND AND NO/100 DOLLARS ($500,000 250,000.00) to repair, then in any such event (i) event, Buyer shall have no right to terminate this Contract Contract, but there shall not terminate, (ii) Seller keep Buyer informed of Seller’s remedial actions with respect to such fire or other casualty, and (iii) at Closing, Seller shall assign and transfer be assigned to Buyer at Closing all interest of Seller in and to any casualty insurance proceeds received or that may be payable to be received by reason Seller on account of any such damage or destruction (net of occurrence, including, to the extent assignable the proceeds of rental loss and any business interruption or loss of rental insurance allocable and the Sales Price shall be reduced by an amount equal to the period through the Closing Date, amounts expended by Seller to stabilize or repair the Property and costs incurred by Seller in making proof of loss or settling claims with insurers) and Seller shall tender at Closing the deductible amounts under Seller’s deductible under its insurance policies (including business interruption and rental loss insurance of Seller that would be applicable to the period after the Closing). If the damage or destruction arises out of an uninsured risk, Seller shall elect, by written notice within 10 days of the occurrence of such damage or destruction, either to terminate this Contract or to close the transaction contemplated hereby with a reduction of the Purchase Price equal to the costs of repairing the Property, as reasonably estimated by an engineer engaged by Seller and reasonably acceptable to Buyerpolicies. (c) If Seller and Buyer both agree to use the extent that Seller is required in this Section 15 to assign and transfer to Buyer Seller’s right, title, and interest in and to insurance proceeds, (i) Seller shall use commercially reasonable efforts to cause its insurance carriers pay any unpaid insurance proceeds to which Buyer is entitled (including business interruption and rental loss insurance of Seller that would be applicable to the period after the Closing) to Buyer and for Buyer’s benefit, and (ii) if Seller’s insurance carriers do not permit assignment adjuster’s assessment to determine the amount of such insurance proceeds to Buyer, then upon receipt of all such unpaid insurance proceeds, Seller shall pay the same to Buyer. The provisions of this Section 15(c) shall survive the Closingdamages.

Damage to Property. Seller agrees to give Buyer prompt notice of any fire or other casualty affecting the Land, the Improvements or the Personal Property between the Effective Date and the Closing that would allow Buyer to terminate this Contract or that Seller reasonably estimates would cost more than $25,000 to repairClosing. Buyer or its designated agents may enter upon the Property from time to time during normal business hours and upon advance notice to Seller in accordance with this Contract for the purpose of inspecting any such casualty. Seller and Buyer hereby agree that the provisions of this Contract shall govern the parties’ obligations in the event of any damage or destruction to the Property or the taking of all or any part of the Property, as applicable, and to the extent permitted by law, Seller and Buyer each expressly waive any other rights or obligations available to the parties under applicable law in the event of any damage or destruction to the Property or the taking of all or any part of the Property. (a) If, If prior to the Closing, Closing there shall occur damage to the Property is damaged caused by a fire or other casualty that which would cost $500,000 500,000.00 or more to repair, then in any such event, Buyer may, at its option, elect to terminate this Contract by written notice to Seller within 20 twenty (20) days after the date of Seller’s Sellers’ notice to Buyer of the casualty or at the Closing, whichever is earlier, in which case the ▇▇▇▇▇▇▇ Money (other than the Option Money) will be refunded to Buyer, and neither party will have any further rights or obligations hereunder, other than as set forth herein with respect to rights and obligations which survive termination. If neither Buyer nor Seller fails to timely makes make its election to terminate this Contract, then the Closing will take place as provided herein without reduction of the Purchase PriceSales Price except for a credit in the amount of the applicable insurance deductible, and there will be assigned to Buyer at the Closing all interest of Seller in and to any casualty insurance proceeds received or to be received by reason of such damage or destruction (net of proceeds, specifically excluding the proceeds of rental loss and any business interruption insurance allocable to the period through the Closing Date, amounts expended by Seller to stabilize or repair the Property and costs incurred by Seller in making proof loss of loss or settling claims with insurers) and Seller shall tender at Closing the deductible amounts under Seller’s insurance policies (including business interruption and rental loss insurance of Seller that would be applicable to the period after the Closing).insurance. NAI-1500426046v5 (b) If, If prior to the Closing, Closing there shall occur damage to the Property is damaged caused by a fire or other casualty that which would cost less than $500,000 500,000.00 to repair, then in any such event (i) Buyer will have no right to terminate this Contract shall not terminateContract, (ii) Seller keep Buyer informed the Closing will take place as provided herein without reduction of Seller’s remedial actions with respect to such fire or other casualtythe Sales Price except for a credit in the amount of the applicable insurance deductible, and (iii) at Closing, Seller shall assign and transfer there will be assigned to Buyer at the Closing all interest of Seller in and to any casualty insurance proceeds received or to be received by reason of such damage or destruction (net of proceeds, specifically excluding the proceeds of rental loss and any business interruption insurance allocable to the period through the Closing Date, amounts expended by Seller to stabilize or repair the Property and costs incurred by Seller in making proof loss of loss or settling claims with insurers) and Seller shall tender at Closing the deductible amounts under Seller’s insurance policies (including business interruption and rental loss insurance of Seller that would be applicable to the period after the Closing). If the damage or destruction arises out of an uninsured risk, Seller shall elect, by written notice within 10 days of the occurrence of such damage or destruction, either to terminate this Contract or to close the transaction contemplated hereby with a reduction of the Purchase Price equal to the costs of repairing the Property, as reasonably estimated by an engineer engaged by Seller and reasonably acceptable to Buyerinsurance. (c) If Seller and Buyer both agree to the extent that Seller is required in this Section 15 to assign and transfer to Buyer Seller’s right, title, and interest in and to insurance proceeds, (i) Seller shall use commercially reasonable efforts to cause its insurance carriers pay any unpaid insurance proceeds to which Buyer is entitled (including business interruption and rental loss insurance of Seller that would be applicable to the period after the Closing) to Buyer and for Buyer’s benefit, and (ii) if Seller’s insurance carriers do not permit assignment adjuster’s assessment to determine the amount of such insurance proceeds to Buyer, then upon receipt of all such unpaid insurance proceeds, Seller shall pay the same to Buyer. The provisions of this Section 15(c) shall survive the Closingdamages.

Damage to Property. Seller agrees to give Buyer prompt notice (A) Promptly upon obtaining knowledge of any fire or other casualty affecting the Land, the Improvements or the Personal Property between the Effective Date and the Closing that would allow Buyer damage to terminate this Contract or that Seller reasonably estimates would cost more than $25,000 to repair. Buyer or its designated agents may enter upon the Property from time or any part thereof with an estimated cost of restoration in excess of Fifty Thousand Dollars ($50,000), but in no event later than ten (10) days after Mortgagor obtains such knowledge, Mortgagor shall notify Mortgagee of such damage in writing. Mortgagor shall diligently restore the Property to time during normal business hours and upon advance notice the same condition that existed immediately prior to Seller in accordance with this Contract the damage whether or not insurance proceeds are sufficient for such restoration. All proceeds of any insurance on the purpose Property ("Insurance Proceeds") received by Mortgagor shall be applied to such restoration. Mortgagee shall have the right to obtain an opinion of inspecting any such casualty. (a) Ifan independent contractor or engineer satisfactory to Mortgagee, at Mortgagor's expense, to estimate the cost to restore the Property to its original condition, which opinion may be revised as restorations are made. If the amount of the Insurance Proceeds is not sufficient to restore the Property based on an independent contractor's 8 or engineer's opinion, subject to revision as restorations are made, Mortgagor shall be obligated to pay the difference toward the restoration of the Property, prior to the Closingapplication of any Insurance Proceeds to such restoration as provided herein. (B) If the estimated cost of restoration is equal to or less than One Hundred Fifty Thousand Dollars ($150,000), Mortgagor shall promptly settle and adjust any claims under the insurance policies which insure against such risks and, upon receipt of the Insurance Proceeds, Mortgagee shall deliver such to Mortgagor for use in restoration of the Property. (C) If the estimated cost of restoration is greater than One Hundred Fifty Thousand Dollars ($150,000), Mortgagee shall have the right, but not the obligation, to participate in the settlement of the insurance claims and may, in its sole discretion, consent or withhold its consent to any settlement, adjustment, or compromise of such insurance claims and no such settlement, adjustment, or compromise shall be final or binding upon Mortgagee without its prior consent. Upon settlement of insurance claims, and if Mortgagor can demonstrate to the reasonable satisfaction of Mortgagee that the projected ratio of Net Operating Income, as defined below, to annual debt service due under the Notes and any other notes secured by the Property is damaged by a fire or other casualty that would cost $500,000 or more to repair, then in such event, Buyer may, at its option, elect to terminate this Contract by written notice to Seller within 20 days after the date of Seller’s notice to Buyer of the casualty or at the Closing, whichever is earlier, in which case the ▇▇▇▇▇▇▇ Money (other than the Option Money"Debt Coverage Ratio") will be refunded to Buyer, and neither party will have any further rights or obligations hereunder, other than as set forth herein with respect to rights and obligations which survive termination. If neither Buyer nor Seller timely makes its election to terminate this Contract, then at least one hundred five percent (105%) for the Closing will take place as provided herein without reduction twelve (12) months immediately following reconstruction of the Purchase Price, and there will be assigned to Buyer at the Closing all interest of Seller in and to any casualty insurance proceeds received or to be received by reason of such damage or destruction (net of proceeds of rental loss and business interruption insurance allocable to the period through the Closing Date, amounts expended by Seller to stabilize or repair the Property and costs incurred by Seller in making proof of loss or settling claims with insurers) and Seller shall tender at Closing the deductible amounts under Seller’s insurance policies (including business interruption and rental loss insurance of Seller that would be applicable to the period after the Closing). (b) If, prior to the Closing, the Property is damaged by a fire or other casualty that would cost less than $500,000 to repair, then in such event (i) this Contract shall not terminate, (ii) Seller keep Buyer informed of Seller’s remedial actions with respect to such fire or other casualty, and (iii) at Closing, Seller shall assign and transfer to Buyer all interest of Seller in and to any casualty insurance proceeds received or to be received by reason of such damage or destruction (net of proceeds of rental loss and business interruption insurance allocable to the period through the Closing Date, amounts expended by Seller to stabilize or repair the Property and costs incurred by Seller in making proof of loss or settling claims with insurers) and Seller shall tender at Closing the deductible amounts under Seller’s insurance policies (including business interruption and rental loss insurance of Seller that would be applicable to the period after the Closing). If the damage or destruction arises out of an uninsured risk, Seller shall elect, by written notice within 10 days of the occurrence of such damage or destruction, either to terminate this Contract or to close the transaction contemplated hereby with a reduction of the Purchase Price equal to the costs of repairing the Property, as reasonably estimated by the Insurance Proceeds shall be deposited into an engineer engaged by Seller and reasonably acceptable to Buyerescrow fund in accordance with Section 1.05 below. (c) If and to the extent that Seller is required in this Section 15 to assign and transfer to Buyer Seller’s right, title, and interest in and to insurance proceeds, (i) Seller shall use commercially reasonable efforts to cause its insurance carriers pay any unpaid insurance proceeds to which Buyer is entitled (including business interruption and rental loss insurance of Seller that would be applicable to the period after the Closing) to Buyer and for Buyer’s benefit, and (ii) if Seller’s insurance carriers do not permit assignment of such insurance proceeds to Buyer, then upon receipt of all such unpaid insurance proceeds, Seller shall pay the same to Buyer. The provisions of this Section 15(c) shall survive the Closing.

Damage to Property. Seller agrees to give Buyer prompt notice of any fire or other casualty affecting the Land, the Improvements or the Personal Property between the Effective Date of this Contract and the Closing that would allow Buyer to terminate this Contract or that Seller reasonably estimates would cost more than $25,000 to repair. Buyer or its designated agents may enter upon the Property from time to time during normal business hours and upon advance notice to Seller in accordance with this Contract for the purpose of inspecting any such casualtyClosing. (a) If, If prior to the Closing, Closing there shall occur damage to the Property is damaged caused by a fire or other casualty that which would cost $500,000 50,000.00 or more to repair, then in any such event, Buyer may, at its option, elect to terminate this Contract by written notice to Seller within 20 twenty (20) days after the date of Seller’s 's notice to Buyer of the casualty or at the Closing, whichever is earlier, in which case the ▇▇▇▇▇▇▇ Money (other than the Option Money) will shall be refunded delivered to Buyer, and neither party will shall have any further rights or obligations hereunder, other than as set forth herein with respect to rights and obligations which survive termination. If neither Buyer nor Seller fails to timely makes make its election to terminate this Contract, then the Closing will shall take place as provided herein without reduction of the Purchase Sales Price, and there will shall be assigned to Buyer at the Closing all interest of Seller in and to any casualty insurance proceeds received or to be received by reason of such damage or destruction (net of proceeds, specifically excluding the proceeds of any loss of rental loss and business interruption insurance allocable for periods prior to the period through the Closing DateClosing, amounts expended by Seller plus an amount equal to stabilize or repair the Property and costs incurred by Seller in making proof of loss or settling claims with insurers) and Seller shall tender at Closing the Seller’s deductible amounts under Seller’s casualty insurance policies (including business interruption and rental loss insurance of Seller that would be applicable to the period after the Closing)policy. (b) If, If prior to the Closing, Closing there shall occur damage to the Property is damaged caused by a fire or other casualty that which would cost less than $500,000 50,000.00 to repair, then in any such event (i) event, Buyer shall have no right to terminate its obligations under this Contract Contract, but there shall not terminate, (ii) Seller keep Buyer informed of Seller’s remedial actions with respect to such fire or other casualty, and (iii) at Closing, Seller shall assign and transfer be assigned to Buyer at Closing all interest of Seller in and to any casualty insurance proceeds received or which may be payable to be received by reason Seller on account of any such damage or destruction (net of occurrence, specifically excluding the proceeds of any loss of rental loss and business interruption insurance allocable for periods prior to the period through the Closing DateClosing, amounts expended by Seller plus an amount equal to stabilize or repair the Property and costs incurred by Seller in making proof of loss or settling claims with insurers) and Seller shall tender at Closing the Seller’s deductible amounts under Seller’s casualty insurance policies (including business interruption and rental loss insurance of Seller that would be applicable to the period after the Closing). If the damage or destruction arises out of an uninsured risk, Seller shall elect, by written notice within 10 days of the occurrence of such damage or destruction, either to terminate this Contract or to close the transaction contemplated hereby with a reduction of the Purchase Price equal to the costs of repairing the Property, as reasonably estimated by an engineer engaged by Seller and reasonably acceptable to Buyerpolicy. (c) If and to the extent that Seller is required in this Section 15 to assign and transfer to Buyer Seller’s right, title, and interest in and to insurance proceeds, (i) Seller shall use commercially reasonable efforts to cause its insurance carriers pay any unpaid insurance proceeds to which Buyer is entitled (including business interruption and rental loss insurance of Seller that would be applicable to the period after the Closing) to Buyer and for Buyer’s benefit, and (ii) if Seller’s insurance carriers do not permit assignment of such insurance proceeds to Buyer, then upon receipt of all such unpaid insurance proceeds, Seller shall pay the same to Buyer. The provisions of this Section 15(c) shall survive the Closing.

Damage to Property. Seller agrees to give Buyer prompt notice of any fire or other casualty affecting the Land, the Improvements or the Personal Property between the Effective Date and the Closing that would allow Buyer to terminate this Contract or that Seller reasonably estimates would cost more than $25,000 to repair. Buyer or its designated agents may enter upon the Property from time to time during normal business hours and upon advance notice to Seller in accordance with this Contract for the purpose of inspecting any such casualty. (a) If, prior to the ClosingClosing Date, the Property there is damaged by a fire or other casualty that would cost $500,000 or more to repair, then which results in such eventMaterial Damage, Buyer may, at its will have the option, to be exercised within fifteen (15) days after receipt of notice of such casualty, to terminate Buyer’s obligations under this Agreement and receive a refund of the Deposit (less the Independent Consideration), upon which Seller and Buyer shall be relieved of their obligations hereunder, except those that specifically survive the termination hereof, or to elect to have this Agreement remain in full force and effect. In the event that either (x) the casualty did not cause Material Damage to the Property, or (y) Buyer does not terminate this Contract by written notice Agreement as provided in this Section, Seller will: (1) assign to Seller within 20 days after the date Buyer all of Seller’s notice interest in the insurance proceeds arising out of such damage (or credited to Buyer if previously received by Seller), and (2) provide Buyer with a credit against the Purchase Price in an amount equal to the deductible under such insurance. Seller and Buyer each expressly waive the provisions of California Civil Code Section 1662 and hereby agree that the provisions of this Section 15.10 and Section 15.11 below shall govern the parties obligations in the event of any damage or destruction to the Property or the taking of all or any part of the casualty Property, as applicable. For purposes of hereof, “Material Damage” means loss or at damage to the Closing, whichever is earlierProperty or any portion thereof (A) such that the cost of repairing or restoring the premises in question to a condition substantially identical to that of the premises in question prior to the event of damage would be, in which case the ▇▇▇▇▇▇▇ Money (other than the Option Money) will be refunded to opinion of a general contractor selected by Seller and reasonably approved by Buyer, and neither party will have any further rights equal to or obligations hereunder, other greater than as set forth herein with respect to rights and obligations which survive termination. If neither Buyer nor Seller timely makes its election to terminate this Contract, then the Closing will take place as provided herein without reduction one percent (1%) of the Purchase Price, and there will be assigned or (B) that is uninsured (unless Seller agrees to pay for the full cost of repair or credit Buyer at the Closing all interest cost of Seller in and to any casualty insurance proceeds received or to be received by reason of such damage or destruction (net of proceeds of rental loss and business interruption insurance allocable to the period through the Closing Date, amounts expended by Seller to stabilize or repair the Property and costs incurred by Seller in making proof of loss or settling claims with insurers) and Seller shall tender at Closing the deductible amounts under Seller’s insurance policies (including business interruption and rental loss insurance of Seller that would be applicable to the period after the Closing). (b) If, prior to the Closing, the Property is damaged by a fire or other casualty that would cost less than $500,000 to repair, then in such event (i) this Contract shall not terminate, (ii) Seller keep Buyer informed of Seller’s remedial actions with respect to such fire or other casualty, and (iii) at Closing, Seller shall assign and transfer each subject to Buyer all interest reasonably agreeing with the scope of Seller in repairs needed and to any casualty insurance proceeds received the related cost estimate) or to be received by reason of such damage or destruction (net of proceeds of rental loss and business interruption insurance allocable C) that prevents access to the period through the Closing Date, amounts expended by Seller to stabilize or repair the Real Property and costs incurred by Seller in making proof of loss or settling claims with insurers) and Seller shall tender at Closing the deductible amounts under Seller’s insurance policies (including business interruption and rental loss insurance of Seller that would be applicable to the period after the Closing). If the damage or destruction arises out of an uninsured risk, Seller shall elect, by written notice within 10 days of the occurrence of such damage or destruction, either to terminate this Contract or to close the transaction contemplated hereby with from a reduction of the Purchase Price equal to the costs of repairing the Property, as reasonably estimated by an engineer engaged by Seller and reasonably acceptable to Buyerpublicly dedicated street. (c) If and to the extent that Seller is required in this Section 15 to assign and transfer to Buyer Seller’s right, title, and interest in and to insurance proceeds, (i) Seller shall use commercially reasonable efforts to cause its insurance carriers pay any unpaid insurance proceeds to which Buyer is entitled (including business interruption and rental loss insurance of Seller that would be applicable to the period after the Closing) to Buyer and for Buyer’s benefit, and (ii) if Seller’s insurance carriers do not permit assignment of such insurance proceeds to Buyer, then upon receipt of all such unpaid insurance proceeds, Seller shall pay the same to Buyer. The provisions of this Section 15(c) shall survive the Closing.

Damage to Property. Seller agrees 5.1 The Property is at the risk of the Vendor until Completion. 5.2 If at any time prior to give Buyer prompt notice of any fire or other casualty affecting Completion, there is Material Damage to the LandProperty, the Improvements Purchaser may elect by notice in writing to the Vendor to rescind this Agreement. On rescission, the Deposit shall be immediately returned to the Purchaser and the Purchaser shall by exchange return to the Vendor all the Title Documents held by the Purchaser and at the Purchaser’s cost withdraw any caveats and cancel any entries relating to the Property in the Singapore Land Authority. Each Party shall bear its own solicitors’ costs in the matter and neither shall have any further claim or demand against the other for damages, costs or otherwise. In the event the Purchaser elects, by notice in writing to the Vendor, not to rescind this Agreement, the Vendor must at its cost and expense repair that damage prior to Completion. Alternatively, the Purchaser may elect to permit the Vendor to complete such repair and reinstatement works at the Vendor’s cost and expense as soon as practicable after Completion subject to the following: 5.2.1 the Parties shall agree on a date by which such repair and reinstatement works (“Material Damage Repairs”) to make good the Material Damage shall be completed at the Vendor’s cost and expense; 5.2.2 the Purchaser shall deduct and retain from the balance Purchase Price payable on Completion pursuant to Clause 3.2.2, an amount (“Material Damage Retention Sum”) agreed between the Parties as the estimated costs and expenses in respect of the Material Damage Repairs; and 5.2.3 if the Vendor shall fail to make good the Material Damage by the agreed date mentioned in Clause 5.2.1 above, the Purchaser shall be entitled to carry out and complete the Material Damage Repairs and apply the Material Damage Retention Sum towards the costs and expenses for the same; Provided that if by the Completion Date the Parties are not able to agree on the date by which the Material Damage Repairs are to be completed or the Personal Property between amount of the Effective Date and Material Damage Retention Sum, the Closing that would allow Buyer to terminate this Contract or that Seller reasonably estimates would cost more than $25,000 to repair. Buyer or its designated agents Purchaser may enter upon the Property from time to time during normal business hours and upon advance nevertheless elect by notice to Seller in accordance with this Contract for the purpose of inspecting any such casualty. (a) If, prior writing to the ClosingVendor to rescind this Agreement. On rescission, the Property is damaged by a fire or other casualty that would cost $500,000 or more to repair, then in such event, Buyer may, at its option, elect to terminate this Contract by written notice to Seller within 20 days after the date of Seller’s notice to Buyer of the casualty or at the Closing, whichever is earlier, in which case the ▇▇▇▇▇▇▇ Money (other than the Option Money) will Deposit shall immediately be refunded to Buyer, the Purchaser and the Purchaser shall immediately return to the Vendor all the Title Documents held by the Purchaser and at the Purchaser’s cost withdraw any caveats and cancel any entries relating to the Property in the Singapore Land Authority. Each Party shall bear its own solicitors’ costs in the matter and neither party will shall have any further rights claim or obligations hereunderdemand against the other for damages, other than costs or otherwise. 5.3 For the purposes of Clauses 5.2 and 5.4, “Material Damage” means damage to the Property such that the Building or any part of it is damaged or destroyed so as set forth herein with respect to rights be unfit for use or occupation or rendered unsafe or inaccessible or cannot lawfully be used, and obligations which survive termination. If neither Buyer nor Seller timely makes its election to terminate this Contractin the opinion of A-REIT’s Appointed Valuers, then adversely affects the Closing will take place as provided herein without reduction valuation of the Purchase Price, and there will be assigned to Buyer at the Closing all interest fair market value of Seller in and to any casualty insurance proceeds received or to be received by reason of such damage or destruction (net of proceeds of rental loss and business interruption insurance allocable to the period through the Closing Date, amounts expended by Seller to stabilize or repair the Property and costs incurred by Seller in making proof of loss or settling claims with insurersmore than five (5) and Seller shall tender at Closing the deductible amounts under Seller’s insurance policies (including business interruption and rental loss insurance of Seller that would be applicable to the period after the Closing)per cent. (b) If, prior to the Closing, the Property is damaged by a fire or other casualty that would cost less than $500,000 to repair, then in such event (i) this Contract shall not terminate, (ii) Seller keep Buyer informed of Seller’s remedial actions with respect to such fire or other casualty, and (iii) at Closing, Seller shall assign and transfer to Buyer all interest of Seller in and to any casualty insurance proceeds received or to be received by reason of such damage or destruction (net of proceeds of rental loss and business interruption insurance allocable to the period through the Closing Date, amounts expended by Seller to stabilize or repair the Property and costs incurred by Seller in making proof of loss or settling claims with insurers) and Seller shall tender at Closing the deductible amounts under Seller’s insurance policies (including business interruption and rental loss insurance of Seller that would be applicable to the period after the Closing). If the damage or destruction arises out of an uninsured risk, Seller shall elect, by written notice within 10 days of the occurrence of such damage or destruction, either to terminate this Contract or to close the transaction contemplated hereby with a reduction of the Purchase Price equal to the costs of repairing the Property, as reasonably estimated by an engineer engaged by Seller and reasonably acceptable to Buyer. (c) If and to the extent that Seller is required in this Section 15 to assign and transfer to Buyer Seller’s right, title, and interest in and to insurance proceeds, (i) Seller shall use commercially reasonable efforts to cause its insurance carriers pay any unpaid insurance proceeds to which Buyer is entitled (including business interruption and rental loss insurance of Seller that would be applicable to the period after the Closing) to Buyer and for Buyer’s benefit, and (ii) if Seller’s insurance carriers do not permit assignment of such insurance proceeds to Buyer, then upon receipt of all such unpaid insurance proceeds, Seller shall pay the same to Buyer. The provisions of this Section 15(c) shall survive the Closing.

Damage to Property. Seller agrees to give Buyer prompt notice of If any fire improvements on the Real Property are damaged or destroyed by fire, storm or other casualty affecting (a “Casualty”) on or before Closing, Seller shall give prompt written notice thereof to Buyer. If the LandCasualty is for any part of the Real Property is in excess of five percent (5%) of the total rentable area, five percent (5%) of the Improvements garage or covered parking, or two and one-half percent (2.5%) of the Personal Property between Purchase Price (any of the Effective Date foregoing, a “Material Casualty”), then Buyer may terminate this Agreement within fifteen (15) days after receiving notice of such Material Casualty (and the Closing that would allow date shall be extended, if necessary, to afford Buyer to terminate this Contract or that Seller reasonably estimates would cost more than $25,000 to repair. Buyer or its designated agents may enter upon the Property from time to time during normal business hours and upon advance full 15 days), by notice to Seller Seller, in accordance with which event (i) this Contract for Agreement shall terminate and be of no further force or effect, (ii) the purpose of inspecting Deposit shall be returned to Buyer, and (iii) neither party shall have any such casualty. (a) Iffurther liability or obligation hereunder. In the event that the Casualty is not a Material Casualty, prior to the Closing, the Property is damaged by a fire or other casualty that would cost $500,000 or more to repair, then in such event, if Buyer may, at its option, does not elect to terminate this Contract by written notice Agreement due to a Material Casualty, then in the event of Closing, Buyer shall be entitled to receive an absolute assignment from Seller within 20 days after the date of Seller’s notice to Buyer of interest in the casualty or at the Closing, whichever is earlier, in which case the ▇▇▇▇▇▇▇ Money (other than the Option Money) will be refunded to Buyer, and neither party will have any further rights or obligations hereunder, other than as set forth herein with respect to rights and obligations which survive termination. If neither Buyer nor Seller timely makes its election to terminate this Contract, then the Closing will take place as provided herein without reduction of the Purchase Price, and there will be assigned to Buyer at the Closing all interest of Seller in and to any casualty insurance proceeds received or to be received by reason of such damage or destruction (net of proceeds of rental any insurance on the Property (including any rent loss and business interruption insurance allocable to the period through from and after Closing) (or, if paid to Seller prior to Closing, to offset the Closing DatePurchase Price), amounts expended and the Purchase Price shall be reduced by Seller the amount of any deductible. Buyer shall have the right to stabilize or repair participate in any negotiations with the Property and costs incurred by Seller insurance company in making proof of loss or settling claims connection with insurers) and Seller shall tender at Closing the deductible amounts under Seller’s insurance policies (including business interruption and rental loss insurance of Seller that would be applicable to the period after the Closing). (b) If, any Casualty prior to the ClosingClosing date, the Property and if no notice of termination is damaged given by a fire or other casualty that would cost less than $500,000 to repairBuyer in accordance with this Section 8, then in such event (i) this Contract no settlement shall not terminate, (ii) Seller keep Buyer informed of Seller’s remedial actions with respect to such fire or other casualty, and (iii) at Closing, Seller shall assign and transfer to Buyer all interest of Seller in and to any casualty insurance proceeds received or to be received by reason of such damage or destruction (net of proceeds of rental loss and business interruption insurance allocable to the period through the Closing Date, amounts expended by Seller to stabilize or repair the Property and costs incurred by Seller in making proof of loss or settling claims with insurers) and Seller shall tender at Closing the deductible amounts under Seller’s insurance policies (including business interruption and rental loss insurance of Seller that would be applicable to the period after the Closing). If the damage or destruction arises out of an uninsured risk, Seller shall elect, by written notice within 10 days of the occurrence of such damage or destruction, either to terminate this Contract or to close the transaction contemplated hereby with a reduction of the Purchase Price equal to the costs of repairing the Property, as reasonably estimated by an engineer engaged by Seller and reasonably acceptable to Buyer. (c) If and to the extent that Seller is required in this Section 15 to assign and transfer to Buyer Seller’s right, title, and interest in and to insurance proceeds, (i) Seller shall use commercially reasonable efforts to cause its insurance carriers pay any unpaid insurance proceeds to which Buyer is entitled (including business interruption and rental loss insurance of Seller that would be applicable to the period after the Closing) to Buyer and for made without Buyer’s benefit, and (ii) if Seller’s insurance carriers do not permit assignment of such insurance proceeds to Buyer, then upon receipt of all such unpaid insurance proceeds, Seller shall pay the same to Buyer. The provisions of this Section 15(c) shall survive the Closingprior written consent.

Damage to Property. Seller agrees to give Buyer Purchaser prompt notice of any fire or other casualty affecting the Land, the Improvements Improvements, or the Personal Property between the Effective Date and the Closing that would allow Buyer to terminate this Contract or that Seller reasonably estimates would cost more than $25,000 to repair. Buyer or its designated agents may enter upon the Property from time to time during normal business hours and upon advance notice to Seller in accordance with this Contract for the purpose of inspecting any such casualtyClosing. (a) If, prior to the before Closing, the Property is damaged (i) by a an insured fire or other casualty that would cost $500,000 750,000.00 or more to repairrepair or (ii) by an uninsured casualty that Seller is unwilling or unable to repair on or before Closing (collectively, a “Major Casualty”), then in such event, Buyer either Purchaser or Seller may, at its option, elect to terminate this Contract Agreement by written notice to Seller the other party within 20 twenty (20) days after the date of Seller’s 's notice to Buyer Purchaser of the casualty or at the Closing, whichever is earlier, in which case the ▇▇▇▇▇▇▇ Money (other than the Option Money) will shall be refunded to BuyerPurchaser, and neither party will shall have any further rights or obligations hereunderunder this Agreement, other than as set forth herein with respect to rights and obligations which that expressly survive termination. If neither Buyer Purchaser nor Seller timely makes its election to terminate this ContractAgreement pursuant to this Section 16 and the casualty is insured, then the Closing will shall take place as provided herein without reduction of herein, the Purchase PriceSales Price shall be reduced by an amount equal to Seller's deductible under its insurance policies, and there will be assigned Seller shall assign to Buyer Purchaser at the Closing all of Seller's interest of Seller in and to any casualty insurance proceeds received or that may be payable to be received by reason Seller on account of such damage or destruction (net of the occurrence, including, to the extent assignable, the proceeds of rental loss and any business interruption insurance allocable or loss of rental insurance. If neither Purchaser nor Seller timely makes its election to terminate this Agreement pursuant to this Section 16 and the period through casualty is uninsured, then the Closing Dateshall take place as provided herein, amounts expended by Seller to stabilize or repair Purchaser shall accept the Property and costs incurred by Seller in making proof of loss or settling claims with insurers) and Seller shall tender its condition at Closing and the deductible amounts under Seller’s insurance policies (including business interruption and rental loss insurance of Seller that would Sales Price shall not be applicable to the period after the Closing)reduced. (b) If, prior to the before Closing, the Property is damaged by a fire or other casualty that would cost less than $500,000 to repairis not a Major Casualty or if an uninsured casualty and Seller repairs the damage before Closing, then in such event (i) this Contract shall not terminate, (ii) Seller keep Buyer informed of Seller’s remedial actions with respect to such fire or other casualty, and (iii) at Closing, Seller shall assign and transfer to Buyer all interest of Seller in and to any casualty insurance proceeds received or to be received by reason of such damage or destruction (net of proceeds of rental loss and business interruption insurance allocable to the period through the Closing Date, amounts expended by Seller to stabilize or repair the Property and costs incurred by Seller in making proof of loss or settling claims with insurers) and Seller shall tender at Closing the deductible amounts under Seller’s insurance policies (including business interruption and rental loss insurance of Seller that would be applicable to the period after the Closing). If the damage or destruction arises out of an uninsured risk, Seller shall elect, by written notice within 10 days of the occurrence of such damage or destruction, either to terminate this Contract or to close the transaction contemplated hereby with a reduction of the Purchase Price equal to the costs of repairing the Property, as reasonably estimated by an engineer engaged by Seller and reasonably acceptable to Buyer.Purchaser may (c) If Seller and Purchaser both agree to use the extent that Seller is required in this Section 15 Seller's insurance adjuster's assessment to assign and transfer to Buyer Seller’s right, title, and interest in and to insurance proceeds, (i) Seller shall use commercially reasonable efforts to cause its insurance carriers pay any unpaid insurance proceeds to which Buyer is entitled (including business interruption and rental loss insurance determine the amount of Seller that would be applicable to the period after the Closing) to Buyer and for Buyer’s benefit, and (ii) if Seller’s insurance carriers do not permit assignment of such insurance proceeds to Buyer, then upon receipt of all such unpaid insurance proceeds, Seller shall pay the same to Buyer. The provisions of this Section 15(c) shall survive the Closingdamages.

Damage to Property. Seller agrees to give Buyer prompt notice of any fire or other casualty affecting the Land, the Improvements or the Personal Property between the Effective Date and the Closing that would allow Buyer to terminate this Contract or that Seller reasonably estimates would cost more than $25,000 to repairClosing. Buyer or its designated agents may enter upon the Property from time to time during normal business hours and upon advance notice to Seller in accordance with this Contract for the purpose of inspecting any such casualty. (a) If, prior to the Closing, the Property is damaged by a fire or other casualty that would cost $500,000 200,000 or more to repair, then in such event, Buyer may, at its option, elect to terminate this Contract by written notice to Seller within 20 days after the date of Seller’s Sellers’ notice to Buyer of the casualty or at the Closing, whichever is earlier, in which case the ▇▇▇▇▇▇▇ Money (other than the Option Money) will be refunded to Buyer, and neither party will have any further rights or obligations hereunder, other than as set forth herein with respect to rights and obligations which survive termination. If neither Buyer nor Seller timely makes its election to terminate this Contract, then the Closing will take place as provided herein without reduction of the Purchase Price, and there will be assigned to Buyer at the Closing all interest of Seller in and to any casualty insurance proceeds received or to be received by reason of such damage or destruction (net of proceeds of rental loss and business interruption insurance allocable to the period through the Closing Date, amounts expended by Seller to stabilize or repair the Property and costs incurred by Seller in making proof of loss or settling claims with insurers) and Seller shall tender at Closing the deductible amounts under Seller’s insurance policies (including business interruption and rental loss insurance of Seller that would be applicable to the period after the Closing). (b) If, prior to the Closing, the Property is damaged by a fire or other casualty that would cost less than $500,000 200,000 to repair, then in such event and if: (i) this Contract shall not terminatethe insurance carrier affirms and acknowledges its liability for such damage, (ii) Seller keep Buyer informed the insurance proceeds are sufficient (when added to the deductible amount under such policy) to pay the full cost of Seller’s remedial actions with respect to repairing such fire damage or other casualtydestruction, and (iii) at Closing, Seller shall assign and transfer to Buyer all interest of Seller in and to any casualty insurance proceeds received or to be received by reason of such damage or destruction (net of proceeds of rental loss and business interruption insurance allocable to the period through the Closing Date, amounts expended by Seller to stabilize or repair the Property and costs incurred by Seller in making proof of loss or settling claims with insurers) and Seller shall tender tenders at Closing the full amount of the deductible amounts under Seller’s portion of such insurance policies loss (including business interruption and rental loss insurance of Seller that would be applicable to the period after the Closing), then in such event this Contract shall not terminate, and, at Closing, Seller shall assign and transfer to Buyer all of its right, title, and interest in and to such insurance proceeds and deductible amounts. If the damage or destruction arises out insurance proceeds are insufficient (when added to the deductible amount under such policies) to pay the full cost of an uninsured risk, Seller shall elect, by written notice within 10 days of the occurrence of repairing such damage or destruction, either and if Seller tenders the difference at Closing, then this Contract shall not terminate, and, at Closing, Seller shall assign and transfer to Buyer all such insurance proceeds and the deductible amount. If Seller does not tender the difference at Closing, then Buyer may, at its option, elect to terminate this Contract or by written notice to close Seller, in which case the transaction contemplated hereby with a reduction of the Purchase Price equal to the costs of repairing the Property, as reasonably estimated by an engineer engaged by Seller and reasonably acceptable ▇▇▇▇▇▇▇ Money will be refunded to Buyer, and neither party will have any further rights or obligations hereunder, other than as set forth herein with respect to rights and obligations which survive termination. (c) If and to the extent that Seller is required in this Section 15 to assign and transfer to Buyer all of Seller’s right, title, and interest in and to insurance proceedsproceeds and deductible amounts, (i) Seller shall use commercially reasonable efforts to cause its insurance carriers pay any unpaid insurance proceeds to which Buyer is entitled (including business interruption and rental loss insurance of Seller that would be applicable to the period after the Closing) to Buyer and for Buyer’s benefit, and (ii) if Seller’s insurance carriers do not permit assignment of such insurance proceeds to Buyer, then upon receipt of all such unpaid insurance proceeds, Seller shall pay obtain from its insurance carriers a policy endorsement to each applicable policy pursuant to which Buyer is added as a loss payee as of the same to BuyerClosing Date under each applicable policy. The provisions of this Section 15(c) shall survive the Closing.

Damage to Property. Seller agrees In the event of damage to give Buyer prompt notice or destruction of all or any part of the Property by fire or other casualty affecting the Land, the Improvements or the Personal Property between the Effective Date and (“Casualty Damage”) prior to the Closing that would allow Buyer to terminate this Contract or that Seller reasonably estimates would cost more than $25,000 to repair. Buyer or its designated agents may enter upon the Property from time to time during normal business hours and upon advance notice to Seller in accordance with this Contract for the purpose of inspecting any such casualty.Date, it is agreed as follows: (a) If, prior Seller shall promptly notify Buyer of such Casualty Damage and Closing shall be extended for a period of up to the Closing, the Property is damaged by a fire or other casualty that would cost $500,000 or more to repair, then in such event, Buyer may, at its option, elect to terminate this Contract by written notice to Seller within 20 thirty (30) days after following the date of Seller’s notice to Buyer of the casualty or at the Closingsuch Casualty Damage, whichever is earlier, in during which case the t▇▇▇ ▇▇▇▇▇▇ Money shall use commercially reasonable efforts to determine the cost of repairing such Casualty Damage and provide Buyer with (other than i) an independent estimate of the Option Moneycost of repair of such Casualty Damage (the “Cost Estimate”) will be refunded made by a reputable general contractor in the area of the Property who regularly performs the type of repair work required and is reasonably acceptable to Buyer, and neither party (ii) evidence of the availability of insurance proceeds (“Insurance Information”) which (combined with any deductible amount payable by Seller) will have be sufficient to cover the cost of such Casualty Damage. If, for any further rights or obligations hereunderreason whatsoever, other than as set forth herein with respect Seller does not deliver the Cost Estimate and the Insurance Information to rights Buyer within such thirty (30) day period, and obligations which survive termination. If neither if Buyer nor Seller timely makes its election to does not waive such requirement, then, Buyer may terminate this ContractAgreement by written notice to Seller, then whereupon the Closing will take place Deposit shall be returned to Buyer, except as provided herein without reduction of the Purchase Price, and there will be assigned to Buyer at the Closing all interest of Seller in and to any casualty insurance proceeds received or obligation which is expressly stated in this Agreement to be received by reason survive termination of such damage or destruction (net of proceeds of rental loss and business interruption insurance allocable to the period through the Closing Date, amounts expended by Seller to stabilize or repair the Property and costs incurred by Seller in making proof of loss or settling claims with insurers) and Seller shall tender at Closing the deductible amounts under Seller’s insurance policies (including business interruption and rental loss insurance of Seller that would be applicable to the period after the Closing)this Agreement. (b) If, prior If Seller provides the Cost Estimate and the Insurance Information to the Closing, the Property is damaged by a fire or other casualty that would cost less than $500,000 to repair, then in Buyer within such event thirty (i30) this Contract shall not terminate, (ii) Seller keep Buyer informed of Seller’s remedial actions with respect to such fire or other casualtyday period, and the Cost Estimate is not greater than ONE HUNDRED SEVENTY-FIVE THOUSAND DOLLARS (iii) at Closing$175,000), Seller shall assign and transfer all of Seller’s rights to the available insurance proceeds to Buyer all interest at Closing and, unless otherwise paid by Seller, pay to Buyer at Closing any applicable deductible amount in respect of Seller in and to such insurance (as well as any casualty insurance proceeds theretofore received or to be received by reason of such damage or destruction (net of proceeds of rental loss and business interruption insurance allocable to the period through the Closing Date, amounts expended by Seller to stabilize or repair the Property and costs incurred by Seller in making proof respect of loss or settling claims with insurerssuch Casualty Damage) and Seller Closing shall tender at occur on the Closing the deductible amounts under Seller’s insurance policies (including business interruption and rental loss insurance of Seller that would be applicable to the period after the Closing). If the damage or destruction arises out of an uninsured risk, Seller shall elect, by written notice within 10 days of the occurrence of such damage or destruction, either to terminate this Contract or to close the transaction contemplated hereby with a Date without reduction of the in Purchase Price equal to the costs of repairing the Property, as reasonably estimated by an engineer engaged by Seller and reasonably acceptable to BuyerPrice. (c) If Seller provides the Cost Estimate and the Insurance Information to Buyer within such thirty (30) day period, and the extent that Seller Cost Estimate is required equal to or greater than ONE HUNDRED SEVENTY-FIVE THOUSAND DOLLARS ($175,000), Buyer shall have the election, exercisable within thirty (30) days following delivery of the Cost Estimate and the Insurance Information to Buyer, to terminate this Agreement by written notice to Seller, whereupon the Deposit shall be returned to Buyer and, except as to any obligation which is expressly stated in this Section 15 Agreement to survive termination of this Agreement, neither Seller nor Buyer shall have any further obligation under this Agreement. If Buyer does not elect to so terminate this Agreement, the purchase and sale of the Property shall be consummated as provided in this Agreement, in which event Seller, at Closing, shall assign and transfer to Buyer Seller’s right, titlerights to the insurance proceeds payable in respect of the Casualty Damage and pay to Buyer the amount of the applicable deductible in respect of such insurance, and interest in and deliver to insurance proceeds, (i) Seller shall use commercially reasonable efforts to cause its insurance carriers pay Buyer any unpaid insurance proceeds to which Buyer is entitled (including business interruption and rental loss insurance of theretofore received by Seller that would be applicable to the period after the Closing) to Buyer and for Buyer’s benefit, and (ii) if Seller’s insurance carriers do not permit assignment in respect of such insurance proceeds to Buyer, then upon receipt of all such unpaid insurance proceeds, Seller shall pay the same to Buyer. The provisions of this Section 15(c) shall survive the ClosingCasualty Damage.

Damage to Property. Seller agrees to give Buyer Purchaser prompt notice of any fire or other casualty affecting the Land, the Improvements Improvements, or the Personal Property between the Effective Date and the Closing that would allow Buyer to terminate this Contract or that Seller reasonably estimates would cost more than $25,000 to repair. Buyer or its designated agents may enter upon the Property from time to time during normal business hours and upon advance notice to Seller in accordance with this Contract for the purpose of inspecting any such casualtyClosing. (a) If, prior to the before Closing, the Property is damaged (i) by a an insured fire or other casualty that would cost $500,000 500,000.00 or more to repairrepair or (ii) by an uninsured casualty that Seller is unwilling or unable to repair on or before Closing (collectively, a “Major Casualty”), then in such event, Buyer either Purchaser or Seller may, at its option, elect to terminate this Contract Agreement by written notice to Seller the other party within 20 twenty (20) days after the date of Seller’s 's notice to Buyer Purchaser of the casualty or at the Closing, whichever is earlier, in which case the ▇E▇▇▇▇▇▇ Money (other than the Option Money) will shall be refunded to BuyerPurchaser, and neither party will shall have any further rights or obligations hereunderunder this Agreement, other than as set forth herein with respect to rights and obligations which that expressly survive termination. If neither Buyer Purchaser nor Seller timely makes its election to terminate this ContractAgreement pursuant to this Section 16 and the casualty is insured, then the Closing will shall take place as provided herein without reduction of herein, the Purchase PriceSales Price shall be reduced by an amount equal to Seller's deductible under its insurance policies, and there will be assigned Seller shall assign to Buyer Purchaser at the Closing all of Seller's interest of Seller in and to any casualty insurance proceeds received or that may be payable to be received by reason Seller on account of such damage or destruction (net of the occurrence, including, to the extent assignable, the proceeds of rental loss and any business interruption insurance allocable or loss of rental insurance. If neither Purchaser nor Seller timely makes its election to terminate this Agreement pursuant to this Section 16 and the period through casualty is uninsured, then the Closing Dateshall take place as provided herein, amounts expended by Seller to stabilize or repair Purchaser shall accept the Property and costs incurred by Seller in making proof of loss or settling claims with insurers) and Seller shall tender its condition at Closing and the deductible amounts under Seller’s insurance policies (including business interruption and rental loss insurance of Seller that would Sales Price shall not be applicable to the period after the Closing)reduced. (b) If, prior to the before Closing, the Property is damaged by (i) a fire or other casualty that would cost less than $500,000 to repair, then in such event (i) this Contract shall is not terminate, a Major Casualty or (ii) an uninsured casualty and Seller keep Buyer informed of Seller’s remedial actions with respect to such fire or other casualtyrepairs the damage before Closing, then Purchaser may not terminate this Agreement, and (iii) at Closingif the casualty is insured, the Sales Price shall be reduced by an amount equal to Seller's deductible under its insurance policies, and Seller shall assign and transfer to Buyer Purchaser at the Closing all of Seller's interest of Seller in and to any casualty insurance proceeds received or that may be payable to be received by reason Seller on account of such damage or destruction (net of the occurrence, including, to the extent assignable, the proceeds of rental loss and any business interruption insurance allocable to the period through the Closing Date, amounts expended by Seller to stabilize or repair the Property and costs incurred by Seller in making proof loss of loss or settling claims with insurers) and Seller shall tender at Closing the deductible amounts under Seller’s insurance policies (including business interruption and rental loss insurance of Seller that would be applicable to the period after the Closing). If the damage or destruction arises out of an uninsured risk, Seller shall elect, by written notice within 10 days of the occurrence of such damage or destruction, either to terminate this Contract or to close the transaction contemplated hereby with a reduction of the Purchase Price equal to the costs of repairing the Property, as reasonably estimated by an engineer engaged by Seller and reasonably acceptable to Buyerinsurance. (c) If Seller and Purchaser both agree to use the extent that Seller is required in this Section 15 Seller's insurance adjuster's assessment to assign and transfer to Buyer Seller’s right, title, and interest in and to insurance proceeds, (i) Seller shall use commercially reasonable efforts to cause its insurance carriers pay any unpaid insurance proceeds to which Buyer is entitled (including business interruption and rental loss insurance determine the amount of Seller that would be applicable to the period after the Closing) to Buyer and for Buyer’s benefit, and (ii) if Seller’s insurance carriers do not permit assignment of such insurance proceeds to Buyer, then upon receipt of all such unpaid insurance proceeds, Seller shall pay the same to Buyer. The provisions of this Section 15(c) shall survive the Closingdamages.

Damage to Property. Seller agrees to give Buyer Purchaser prompt notice of any fire or other casualty affecting the Land, the Improvements Improvements, or the Personal Property between the Effective Date and the Closing that would allow Buyer to terminate this Contract or that Seller reasonably estimates would cost more than $25,000 to repairClosing. Buyer or its designated agents may enter upon the Property from time to time during normal business hours and upon advance notice to Seller in accordance with this Contract for the purpose of inspecting any such casualty.LEGAL02/39345998v7 (a) If, prior to the before Closing, the Property is damaged (i) by a an insured fire or other casualty that would cost $500,000 an amount equal to or more greater than three percent (3%) of the Purchase Price to repair, (ii) by an uninsured casualty that Seller is unwilling or unable to repair on or before Closing (or a casualty for which Seller’s insurance company does not agree to an assignment of proceeds by Seller to Purchaser unless Seller otherwise agrees to either credit to Purchaser the amount of such insurance proceeds at Closing or place an amount equal to such insurance proceeds in an escrow holdback with the Title Company pursuant to form of escrow agreement reasonably satisfactory to Seller, Purchaser and Title Company with such escrowed funds to be paid to Purchaser if such written acknowledgment to assignment of proceeds from Seller’s insurance company is not obtained within thirty (30) days following Closing), or (iii) any casualty which gives rise to a right on behalf of the Tenant under the Tenant Lease to terminate its Tenant Lease (each, a “Major Casualty”), then in such event, Buyer Purchaser may, at its option, elect to terminate this Contract Agreement by written notice to Seller within 20 twenty (20) days after the date of Seller’s 's notice to Buyer Purchaser of the casualty or at the Closing, whichever is earlier, in which case the ▇▇▇▇▇▇▇ Money (other than the Option Money) will shall be refunded to BuyerPurchaser, and neither party will shall have any further rights or obligations hereunderunder this Agreement, other than as set forth herein with respect to rights and obligations which that expressly survive termination. If neither Buyer nor Seller Purchaser fails to timely makes its election to terminate this ContractAgreement pursuant to this Section 16 and the casualty is fully insured, then the Closing will shall take place as provided herein without reduction of herein, the Purchase PricePrice shall be reduced by an amount equal to Seller's deductible under its insurance policies, and there will be assigned Seller shall assign to Buyer Purchaser at the Closing all of Seller's interest of Seller in and to any casualty insurance proceeds received or that may be payable to be received by reason Seller on account of such damage or destruction (net of the occurrence, including, to the extent assignable, the proceeds of rental loss and any business interruption insurance allocable or loss of rental insurance. If Purchaser does not timely makes its election to terminate this Agreement pursuant to this Section 16 and the period through casualty is uninsured, then the Closing Dateshall take place as provided herein, amounts expended by Seller to stabilize or repair Purchaser shall accept the Property and costs incurred by Seller in making proof of loss or settling claims with insurers) and Seller shall tender its condition at Closing and the deductible amounts under Seller’s insurance policies (including business interruption and rental loss insurance of Seller that would Purchase Price shall not be applicable to the period after the Closing)reduced. (b) If, prior to the before Closing, the Property is damaged by (i) a fire or other casualty that would cost less than $500,000 to repair, then in such event (i) this Contract shall is not terminate, a Major Casualty or (ii) an uninsured casualty and Seller keep Buyer informed of Sellerrepairs the damage to Purchaser’s remedial actions with respect to such fire or other casualtyreasonable satisfaction before Closing, then Purchaser may not terminate this Agreement, and (iii) at Closingif the casualty is insured, the Purchase Price shall be reduced by an amount equal to Seller's deductible under its insurance policies, and Seller shall assign and transfer to Buyer Purchaser at the Closing all of Seller's interest of Seller in and to any casualty insurance proceeds received or that may be payable to be received by reason Seller on account of such damage or destruction (net of the occurrence, including, to the extent assignable, the proceeds of rental loss and any business interruption insurance allocable to the period through the Closing Date, amounts expended by Seller to stabilize or repair the Property and costs incurred by Seller in making proof loss of loss or settling claims with insurers) and Seller shall tender at Closing the deductible amounts under Seller’s insurance policies (including business interruption and rental loss insurance of Seller that would be applicable to the period after the Closing). If the damage or destruction arises out of an uninsured risk, Seller shall elect, by written notice within 10 days of the occurrence of such damage or destruction, either to terminate this Contract or to close the transaction contemplated hereby with a reduction of the Purchase Price equal to the costs of repairing the Property, as reasonably estimated by an engineer engaged by Seller and reasonably acceptable to Buyerinsurance. (c) If Seller and Purchaser both agree to use the extent that Seller is required in this Section 15 Seller's insurance adjuster's assessment to assign determine the amount of damages for any insured loss and transfer a contractor reasonably acceptable to Buyer Seller’s right, title, and interest in and to insurance proceeds, (i) Seller shall use commercially reasonable efforts to cause its insurance carriers pay any unpaid insurance proceeds to which Buyer is entitled (including business interruption and rental loss insurance each of Seller that would be applicable to the period after the Closing) to Buyer and Purchaser for Buyer’s benefit, and (ii) if Seller’s insurance carriers do not permit assignment of such insurance proceeds to Buyer, then upon receipt of all such unpaid insurance proceeds, Seller shall pay the same to Buyer. The provisions of this Section 15(c) shall survive the Closingany uninsured loss.

Damage to Property. Seller agrees All injury, breakage or damage to give Buyer prompt notice the Demised Premises, the Building Premises, the Property, or any part thereof caused by or arising from any willful negligence of Lessee, its agents, employees, contractors, servants, permitted sub Lessees or assignees, invitees, or licensees, or by persons or individuals making deliveries to or from the Demised Premises, shall be repaired by Lessee at the sole expense of Lessee. In the event that Lessee shall fail to do so, then Lessor shall have the right to make such necessary repairs, alterations and replacements (structural and nonstructural) and any cost incurred by Lessor shall be paid by Lessee as Reimbursements, payable with the installment of rent next becoming due under this Lease. This provision shall be construed as an additional remedy granted to Lessor and not in limitation of any fire or other casualty affecting the Land, the Improvements or the Personal Property between the Effective Date rights and the Closing that would allow Buyer to terminate this Contract or that Seller reasonably estimates would cost more than $25,000 to repairremedies which Lessor may have in said circumstances. Buyer or its designated agents may enter upon the Property from time to time during normal business hours and upon advance notice to Seller in accordance with this Contract for the purpose of inspecting any such casualty. (a) If, prior to the Closing, the Property is damaged by a fire or other casualty that would cost $500,000 or more to repair, then in such event, Buyer may, at its option, elect to terminate this Contract by written notice to Seller within 20 days after the date of Seller’s notice to Buyer of the casualty or at the Closing, whichever is earlier, in which case the /s/ ▇▇▇▇▇▇▇ Money (▇▇▇▇▇ /s/ ▇▇▇▇▇ ▇▇▇▇▇ GTC-23: FIRE AND OTHER CASUALTY DAMAGE TO DEMISED PREMISES If the Demised Premises shall be damaged by fire or other than casualty Lessor shall as soon as practicable after such damage occurs taking into account the Option Money) will be refunded to Buyerreasonable time necessary for inspection by concerned agency/authorities repair such damage at the expense of Lessor, and neither party will have any further rights or obligations hereunder, other than as set forth herein with respect the Rent payable by Lessee hereunder shall be reduced in proportion to rights and obligations which survive termination. If neither Buyer nor Seller timely makes its election to terminate this Contract, then the Closing will take place as provided herein without reduction gross floor area of the Purchase PriceDemised Premises which is unusable by Lessee, as reasonably determined by Lessor, until such repairs are completed; provided, however, that Lessor shall only be required to repair or rebuild the Building Premises including the Demised Premises, however, the Lessor, shall not bear the cost for repair of the fixtures and there fittings installed by the Lessee in the Demised Premises, provided further, that any policy of insurance maintained by the Lessor will not be assigned to Buyer at the Closing all interest of Seller invalidated in and to any casualty insurance proceeds received whole or to be received in part by reason of such damage or destruction (net of proceeds of rental loss and business interruption insurance allocable to the period through the Closing Date, amounts expended by Seller to stabilize or repair the Property and costs incurred by Seller in making proof of loss or settling claims with insurers) and Seller shall tender at Closing the deductible amounts under Seller’s insurance policies (including business interruption and rental loss insurance of Seller that would be applicable to the period after the Closing). (b) If, prior to the Closing, the Property is damaged by a fire or other casualty that would cost less than $500,000 to repair, then in such event (i) this Contract shall not terminate, (ii) Seller keep Buyer informed of Seller’s remedial actions with respect to such fire or other casualty, and (iii) at Closing, Seller shall assign and transfer to Buyer all interest of Seller in and to any casualty insurance proceeds received or to be received by reason abatement of such damage which shall have been caused by Lessee or destruction (net any of proceeds of rental loss and business interruption insurance allocable to the period through the Closing Dateits agents, amounts expended by Seller to stabilize representatives, employees or repair the Property and costs incurred by Seller in making proof of loss or settling claims with insurers) and Seller shall tender at Closing the deductible amounts under Seller’s insurance policies (including business interruption and rental loss insurance of Seller that would be applicable to the period after the Closing)invitees. If the damage or destruction arises out of an uninsured risk, Seller shall elect, by written notice within 10 days of the occurrence of such damage or destruction, either to terminate this Contract or to close the transaction contemplated hereby with a reduction of the Purchase Price equal to the costs of repairing the Property, as reasonably estimated by an engineer engaged by Seller and reasonably acceptable to Buyer. (c) If and to the extent that Seller is required in this Section 15 to assign and transfer to Buyer Seller’s right, title, and interest in and to insurance proceeds, (i) Seller shall use commercially reasonable efforts to cause its insurance carriers pay any unpaid insurance proceeds to which Buyer is entitled (including business interruption and rental loss insurance of Seller that would be applicable to the period after the Closing) to Buyer and for Buyer’s benefit, and (ii) if Seller’s insurance carriers do not permit assignment of such insurance proceeds to Buyer, then upon receipt of all such unpaid insurance proceeds, Seller shall pay the same to Buyer. The provisions of this Section 15(c) shall survive the Closing./s/ ▇▇▇▇▇▇▇ ▇▇▇▇▇ /s/ ▇▇▇▇▇ ▇▇▇▇▇ MISCELLANEOUS