Possession and Risk of Loss Sample Clauses
The Possession and Risk of Loss clause defines when the responsibility for loss or damage to goods transfers from the seller to the buyer. Typically, this clause specifies the exact point—such as upon delivery to the buyer, a carrier, or another agreed location—at which the buyer assumes the risk, regardless of when legal title passes. By clearly allocating risk, this clause helps prevent disputes over liability if goods are lost or damaged during transit or before final delivery.
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Possession and Risk of Loss a. The risk of any loss, damage, impairment, confiscation, or condemnation of any of the Assets from any cause whatsoever shall be borne by the Sellers at all times prior to the Closing. In the event of any material such loss, damage, impairment, confiscation, or condemnation, whether or not covered by insurance, the Sellers shall promptly notify Buyer of such loss, damage, impairment, confiscation, or condemnation.
b. If a Seller, at its expense, repairs, replaces, or restores such Assets to their prior condition to the satisfaction of Buyer before the Closing, the Sellers shall be entitled to all insurance proceeds and condemnation awards, if any, by reason of such award or loss.
c. If the Sellers do not or cannot restore or replace lost, damaged, impaired, confiscated or condemned Assets, the lack of restoration or replacement of which would have a Material Adverse Effect on Sellers, and inform Buyer that they do not intend to restore or replace such Assets, Buyer may at its option:
(i) terminate this Agreement by notice forthwith without any further obligation hereunder; of
d. Buyer will notify BBSI of a decision under the options described in Section 3.3.c.(i)or Section 3.3.c.(ii) above, within ten (10) Business Days after Sellers' notice to Buyer of the damage or destruction of Assets and the estimate of the costs to repair or replace; provided, however, that if a Seller states that it intends to restore the damaged Assets and if the Sellers have not restored such damaged Assets immediately prior to the Closing Date, notwithstanding Buyer's prior delivery of a notice to proceed pursuant to this Section 3.3.d., Buyer shall have the right to either postpone the Closing to a mutually agreeable date or terminate this Agreement by notice forthwith.
Possession and Risk of Loss. Right to possession of the Purchased Assets shall transfer to Purchaser on the Closing Date. Sellers shall transfer and deliver to Purchaser on the Closing Date such keys, locks and safe combinations and other similar items as Purchaser may reasonably require to obtain occupation and control of the Purchased Assets, and shall also make available to Purchaser at their then-existing locations the originals of all documents in Sellers’ possession that are required to be transferred to Purchaser by this Agreement. The risk of loss of, or damage or destruction to, any of the Acquired Restaurants to be conveyed to Purchaser under this Agreement shall be borne by Sellers until Closing.
Possession and Risk of Loss. Possession and the risk of any loss or damage to the Property shall remain with the Seller until the Closing, unless otherwise specified herein.
Possession and Risk of Loss. Possession of the real property shall transfer to Buyer at the time of closing. Seller shall retain risk of loss until possession or closing.
Possession and Risk of Loss. Possession of the Lots shall be delivered at time of closing thereon. The risk of loss or damage to the respective Lots by fire or other casualty is assumed by Seller until the date of closing thereon, except damage caused by Purchaser in connection with Section 25 of this Agreement.
Possession and Risk of Loss. Possession of the Property shall be surrendered by Seller to Buyer at the time of closing hereunder. Prior to the surrender of possession, Seller shall commit or permit no waste, deterioration or destruction of the Property, normal wear and tear accepted, and shall bear all risk of loss of whatever nature. In the event of loss or damage to more than three percent (3%) of the Property, Buyer shall have the option (for a period of ten (10) days after Buyer receives written notice of any such loss or damage) of either accepting the Property “as is” together with all proceeds of insurance, if any, payable as a result of such loss or damage, or terminating this Contract and receiving the return of the ▇▇▇▇▇▇▇ Money Deposit, whereupon this Contract shall be terminated and null and void. Failure of Buyer to timely notify Seller of termination as provided in this Section 6 shall be deemed a waiver of the right to terminate and acceptance of the Property “as is” together with all proceeds of insurance, if any. If any loss or damage less than three percent (3%) of the Property, then Buyer shall accept the Property “as is” together with all proceeds of insurance, if any, payable as a result of such loss or damage.
Possession and Risk of Loss. From and after the Closing, Buyer shall be entitled to possession of the Assets and the Liabilities, and all risk of loss with respect thereto shall pass to Buyer as of the Closing.
Possession and Risk of Loss. Title to any Utilities used to produce Thermal Services from the ▇▇▇▇ Center Plant (including for any Third Party Off-takers) will remain with the State at all times after such Utilities are delivered to the State by the applicable utility providers, but risk of loss with respect to the Thermal Services and the chilled water and heating water used to deliver the Thermal Services will be allocated between BREP and the State at the Points of Demarcation shown on Exhibit “A” attached hereto, with risk of loss residing with BREP for so long as the Thermal Energy is within the ▇▇▇▇ Center Thermal Services Distribution Systems up to Points of Demarcation, and risk of loss residing with the State for so long as the Thermal Energy reaches those Points of Demarcation and is travels through the ▇▇▇▇ Center Thermal Services Distribution System until again reaching Points of Demarcation. Risk of loss with respect to the Thermal Services and the chilled water and heating water used to deliver the Thermal Services will be allocated entirely to BREP with respect to Third Party Off-takers.
Possession and Risk of Loss. Seller retains possession and assumes risk of loss prior to Closing. Purchaser shall be entitled to possession of the Property upon the Closing Date.
Possession and Risk of Loss. Risk of loss from tire or other casualty shall be as set forth m the Lease Agreement.