Common use of Taking Prior to Closing Clause in Contracts

Taking Prior to Closing. (a) If, prior to Closing, any proceeding should be commenced for the taking in condemnation or under the power of eminent domain or any threat thereof is made by a condemning authority, or offer made in lieu of condemnation or eminent domain of any portion of the Property is made (a “Condemnation Proceeding”), Seller will promptly give Purchaser written notice of and full information concerning such Condemnation Proceeding to Purchaser and will thereafter keep Purchaser fully informed concerning such matters. For a period of ten (10) business days following written notice from Seller to Purchaser of such Condemnation Proceeding, Purchaser will have the option to terminate this Agreement or to proceed with the Closing by delivering notice of such election in writing to Seller. If Purchaser elects to terminate this Agreement, all rights, duties, obligations and liabilities created hereunder will cease (except as otherwise provided herein) and the ▇▇▇▇▇▇▇ Money (other than the independent consideration) will be promptly refunded to Purchaser. If Purchaser fails to make either election within such ten-day period, Purchaser will be deemed to have elected to proceed to Closing. (b) If the Property is purchased by Purchaser while a Condemnation Proceeding is pending and Purchaser has not elected to terminate this Agreement pursuant hereto, then Purchaser will be substituted for Seller as a defendant in such Condemnation Proceeding. In the event a Condemnation Proceeding is concluded while Seller is still the owner of the Property and Seller receives the condemnation award or payment in lieu thereof, then the Purchase Price will be reduced by the amount of such condemnation award or payment in lieu thereof, and the description of the Property will be appropriately modified to reflect the taking in condemnation. If Seller has not received the condemnation award or payment in lieu thereof at the time of Closing, then the Purchase Price will remain unchanged, and Seller will assign to Purchaser all of the right, title and interest of Seller in and to such condemnation award or payment in lieu thereof. Unless Purchaser terminates this Agreement, Seller will not settle or compromise any award nor make a conveyance in lieu of condemnation without Purchaser’s prior written consent. (c) Seller agrees that Purchaser will have the right, at its expense, to participate and assist Seller in any Condemnation Proceeding.

Taking Prior to Closing. (a) If, prior to Closing, any proceeding should be commenced for the taking in condemnation or under the power of eminent domain or any threat thereof is made by a condemning authority, or offer made in lieu of condemnation or eminent domain of any portion of the Property is made (a “Condemnation Proceeding”), Seller will promptly give Purchaser written notice of and full information concerning such Condemnation Proceeding to Purchaser and will thereafter keep Purchaser fully informed concerning such matters. For a period of ten (10) business days following written notice from Seller to Purchaser of such Condemnation Proceeding, Purchaser will have the option to terminate this Agreement or to proceed with the Closing by delivering notice of such election in writing to Seller. If Purchaser elects to terminate this Agreement, all rights, duties, obligations and liabilities created hereunder will cease (except as otherwise provided herein) and the ▇▇▇▇▇▇▇ Money (other than the independent consideration) will be promptly refunded to Purchaser. If Purchaser fails to make either election within such ten10-day period, Purchaser will be deemed to have elected to proceed to Closing.. Table of Contents (b) If the Property is purchased by Purchaser while a Condemnation Proceeding is pending and Purchaser has not elected to terminate this Agreement pursuant hereto, then Purchaser will be substituted for Seller as a defendant in such Condemnation Proceeding. In the event a Condemnation Proceeding is concluded while Seller is still the owner of the Property and Seller receives the condemnation award or payment in lieu thereof, then the Purchase Price will be reduced by the amount of such condemnation award or payment in lieu thereof, and the description of the Property will be appropriately modified to reflect the taking in condemnation. If Seller has not received the condemnation award or payment in lieu thereof at the time of Closing, then the Purchase Price will remain unchanged, and Seller will assign to Purchaser all of the right, title and interest of Seller in and to such condemnation award or payment in lieu thereof. Unless Purchaser terminates this Agreement, Seller will not settle or compromise any award nor make a conveyance in lieu of condemnation without Purchaser’s prior written consent. (c) Seller agrees that Purchaser will have the right, at its expense, to participate and assist Seller in any Condemnation Proceeding.