INCLUDING, WITHOUT LIMITATION, (A) ALL COSTS AND EXPENSES
STATED HEREIN TO BE BORNE BY SUCH PARTY, AND (B) ALL OF ITS OWN RESPECTIVE
ACCOUNTING, LEGAL AND APPRAISAL FEES.
8.2.2
SELLER'S EXPENSES. SELLER SHALL PAY AT THE CLOSING (A) THE PREMIUM
ATTRIBUTABLE TO A CLTA TITLE POLICY FOR BUYER, (B) FIFTY PERCENT (50%) OF ALL
ESCROW FEES, AND (C) ALL CITY AND COUNTY TRANSFER TAXES.
8.2.3
BUYER'S EXPENSES. BUYER SHALL PAY AT THE CLOSING (A) ALL PREMIUMS
FOR BUYER'S TITLE POLICY OVER AND ABOVE A CLTA TITLE POLICY AND ALL
ENDORSEMENTS, AND (B) FIFTY PERCENT (50%) OF ALL ESCROW FEES.
10
8.2.4
OTHER FEES. ALL OTHER CLOSING COSTS IF ANY, SHALL BE DIVIDED BY THE
PARTIES IN ACCORDANCE WITH THE CUSTOM OF ALAMEDA COUNTY.
8.3
POSSESSION. POSSESSION OF THE PROPERTY SHALL BE SURRENDERED TO
BUYER AT THE CLOSING FREE AND CLEAR OF ANY RIGHTS OF POSSESSION OF OTHERS.
9.
CASUALTY AND CONDEMNATION; INSURANCE.
9.1
THRESHOLD AMOUNT FOR TERMINATION OPTION. IF, AT ANY TIME PRIOR TO
THE DATE OF CLOSING, IMPROVEMENTS HAVING A REPLACEMENT VALUE OF FIVE HUNDRED
THOUSAND DOLLARS ($500,000) OR MORE ARE DESTROYED OR DAMAGED AS A RESULT OF FIRE
OR ANY OTHER CASUALTY WHATSOEVER, OR AS A RESULT OF THE PROPERTY BEING CONDEMNED
OR TAKEN BY EMINENT DOMAIN PROCEEDINGS BY ANY PUBLIC AUTHORITY, THE PROPERTY'S
VALUE IS REDUCED BY FIVE HUNDRED THOUSAND DOLLARS ($500,000) OR MORE, THEN, AT
BUYER'S OPTION, TO BE EXERCISED BY WRITTEN NOTICE TO SELLER, THIS AGREEMENT
SHALL TERMINATE, AND THE DEPOSIT SHALL BE RETURNED TO BUYER, AND EXCEPT AS
EXPRESSLY SET FORTH HEREIN, NEITHER PARTY SHALL HAVE ANY FURTHER LIABILITY OR
OBLIGATION TO THE OTHER HEREUNDER. BUYER SHALL EXERCISE SUCH TERMINATION RIGHT,
IF AT ALL, WITHIN FIFTEEN (15) DAYS AFTER RECEIPT OF NOTICE FROM SELLER ADVISING
BUYER OF SUCH DAMAGE OR TAKING.
9.2
ALLOCATION OF COMPENSATION. IF THERE IS ANY DAMAGE OR DESTRUCTION
OR CONDEMNATION OR TAKING, AS ABOVE SET FORTH, AND IF (A) THE RESULTING
REDUCTION IN THE VALUE OF THE PROPERTY IS LESS THAN FIVE HUNDRED THOUSAND
DOLLARS ($500,000), OR (B) BUYER ELECTS NOT TO TERMINATE THIS AGREEMENT AS
PROVIDED ABOVE, THEN BUYER SHALL PAY THE PURCHASE PRICE IN FULL AT THE CLOSING
AND THE PROPERTY SHALL BELONG TO BUYER, PROVIDED THAT (I) IN THE CASE OF A
TAKING, ALL CONDEMNATION PROCEEDS PAID OR PAYABLE TO SELLER SHALL BE PAID OR
ASSIGNED TO BUYER AT THE CLOSING; OR (II) IN THE CASE OF A CASUALTY, SELLER
SHALL ASSIGN TO BUYER ALL RIGHTS TO ANY INSURANCE PROCEEDS PAID OR PAYABLE UNDER
THE APPLICABLE INSURANCE POLICIES. IN NO EVENT SHALL SELLER HAVE ANY OBLIGATION
TO RESTORE ANY DAMAGE TO THE PROPERTY CAUSED BY OR ARISING FROM A CONDEMNATION
OR CASUALTY EVENT, NOR SHALL BUYER HAVE THE RIGHT TO TERMINATE THIS AGREEMENT AS
A RESULT THEREOF OTHER THAN AS PROVIDED IN SECTION 9.1 ABOVE.
10.
REMEDIES FOR BUYER'S DEFAULT AND SELLER'S DEFAULT.
10.1
BUYER'S DEFAULT. IN THE EVENT BUYER BREACHES OR FAILS TO PERFORM ITS
OBLIGATION TO PURCHASE THE PROPERTY UNDER THIS AGREEMENT, THEN SELLER