PREMISES LIABILITY, BODILY INJURY, PERSONAL INJURY AND PROPERTY DAMAGE,
SHALL BE PRIMARY AND NONCONTRIBUTING WITH ANY INSURANCE WHICH MAY BE CARRIED BY
SELLER, AND SHALL NAME SELLER AS AN ADDITIONAL INSURED, AND SHALL BE WRITTEN BY
COMPANIES RATED A+XII OR BETTER IN "BEST'S INSURANCE GUIDE" AND AUTHORIZED TO DO
BUSINESS IN TEXAS.
THE INSURANCE POLICY SHALL BE MAINTAINED AND KEPT IN EFFECT
BY BUYER (OR BUYER'S AGENT), AT BUYER'S AGENT'S) SOLE EXPENSE, AT ALL TIMES
DURING THE TERM OF THIS
20
AGREEMENT.
THE INSURANCE POLICY SHALL PROVIDE THAT IT MAY NOT BE CANCELED OR
MODIFIED WITHOUT AT LEAST THIRTY (30) DAYS PRIOR WRITTEN NOTICE TO SELLER, OR
UNTIL THIS AGREEMENT IS TERMINATED.
11.
CONDEMNATION OR CASUALTY.
11.1
CONDEMNATION.
SELLER, UPON ACTUALLY BECOMING AWARE OF SAME, SHALL
PROMPTLY NOTIFY BUYER, IN WRITING, OF ANY CONDEMNATION PROCEEDING AFFECTING THE
PROPERTY COMMENCED PRIOR TO THE CLOSE OF ESCROW OR UPON RECEIPT OF ANY WRITTEN
NOTICE OF A POTENTIAL CONDEMNATION.
IF, BY REASON OF ANY SUCH PROCEEDING, THE
USE OR OPERATION OF THE PROPERTY IS MATERIALLY IMPAIRED IN BUYER'S COMMERCIALLY
REASONABLE DETERMINATION, BUYER MAY, AT ITS OPTION, ELECT EITHER TO (I)
TERMINATE THIS AGREEMENT, IN WHICH EVENT, THE DEPOSIT SHALL BE REFUNDED, OR (II)
CONTINUE THE AGREEMENT IN EFFECT, IN WHICH EVENT, UPON THE CLOSE OF ESCROW,
SELLER SHALL ASSIGN TO BUYER, AND BUYER SHALL BE ENTITLED TO RECEIVE, ANY
COMPENSATION, AWARDS, OR OTHER PAYMENTS OR RELIEF RESULTING FROM SUCH
CONDEMNATION PROCEEDING.
11.2
CASUALTY.
IF, BEFORE THE CLOSING, ALL OR ANY PORTION OF THE
PROPERTY IS DAMAGED BY A CASUALTY (A "CASUALTY"), SELLER SHALL NOTIFY BUYER OF
THIS EVENT IMMEDIATELY AFTER ACTUAL KNOWLEDGE OF THE CASUALTY AND SHALL USE
REASONABLE EFFORTS TO PROVIDE BUYER SELLER'S GOOD FAITH ESTIMATE OF THE COST OF
RESTORATION.
IF THE COST TO RESTORE THE SAME WILL EXCEED ONE MILLION AND
NO/DOLLARS ($1,000,000.00), BUYER SHALL HAVE THE OPTION TO EITHER (I) TERMINATE
THIS AGREEMENT AS OF THE DATE OF THE CASUALTY, IN WHICH EVENT THE DEPOSIT, PLUS
INTEREST ACCRUED THEREON NET OF ANY AND ALL ESCROW AND INVESTMENT COSTS AND
EXPENSES, SHALL BE REFUNDED TO BUYER OR (II) CONTINUE WITH THIS TRANSACTION IN
ACCORDANCE WITH THE TERMS OF THIS AGREEMENT AND WITHOUT ANY ADJUSTMENT IN THE
PURCHASE PRICE (EXCEPT A CREDIT IN THE AMOUNT OF THE "DEDUCTIBLE" APPLICABLE TO
SELLER'S INSURANCE), BY DELIVERY OF WRITTEN NOTICE OF BUYER'S ELECTION TO SELLER
AND ESCROW HOLDER WITHIN FIVE (5) DAYS AFTER RECEIPT OF SELLER'S NOTICE.
IF
SELLER AND ESCROW HOLDER RECEIVE BUYER'S ELECTION TO TERMINATE THIS TRANSACTION
OR HAVE NOT RECEIVED ANY NOTICE FROM BUYER WITHIN THE 5-DAY PERIOD, THEN THIS
TRANSACTION SHALL TERMINATE, AND THE DEPOSIT SHALL BE RETURNED TO BUYER, AS
PROVIDED IN PARAGRAPH 6.2.
IF BUYER ELECTS TO CONTINUE WITH THIS TRANSACTION,
THEN THE CASUALTY PROCEEDS FROM ANY INSURANCE OBTAINED BY SELLER FOR THE
PROPERTY WHICH ARE PAYABLE AS A RESULT OF SUCH CASUALTY, IF ANY, SHALL BECOME
THE PROPERTY OF AND BE ASSIGNED TO BUYER UPON CLOSE OF ESCROW, AND BUYER SHALL
RECEIVE A CREDIT AGAINST THE