Adverse Condition Sample Clauses

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Adverse Condition. If at any time during the Term, Tenant, in Tenant’s reasonable judgment, is unable to, and actually does not, use all or a material portion of the Premises, or Tenant is able to conduct its operations in all or any portion of the Premises only at a significantly reduced level or under materially adverse conditions (“Adverse Condition”) as a result of: (a) Landlord’s breach of its repair and maintenance obligations under Section 6.03B or Landlord’s interference with Tenant’s business arising from the making of any repairs, alterations or improvements that rises to the level of an Adverse Condition; (b) Landlord’s breach of its obligation not to unreasonably interfere with Tenant’s use of or access to the Premises and common area under Section 6.05B; or (c) Landlord’s failure to provide the services Landlord is obligated to provide under Section 7.01 A for a period of three (3) consecutive business days (“Adverse Condition Period”), then Tenant may elect, by notice to Landlord, to have Rent ▇▇▇▇▇ proportionally as provided below, provided that with respect to the Adverse Condition in question, Tenant shall have given notice to Landlord of the occurrence thereof, which notice shall designate the cause or suspected cause of the Adverse Condition, if known to Tenant, and the portion of the Premises which is not usable by Tenant or in which the Adverse Condition exists. Rent shall ▇▇▇▇▇, in the proportion that the rentable area of the effected portion of the Premises bears to the rentable square foot area of the Premises, for the period during which the Adverse Condition continues provided that such period shall not commence to run until the day after Tenant gives Landlord notice of the Adverse Condition as required above. If an Adverse Condition continues for sixty (60) consecutive days, Tenant shall thereafter have the on-going right, until such Adverse Condition is eliminated, to terminate this Lease as to all or any portion of the Premises. The provisions of this Section 11.17 shall not apply to a casualty or an eminent domain taking, which shall be governed by Article 8.
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Adverse Condition. If a contract or condition exists that has a material adverse effect on the value or operation of the Property or that would subject Buyer to unacceptable costs or potential liability, Buyer may elect to exclude the affected interest from the conveyance, and the Purchase Price shall be adjusted by the amount agreed to by the Parties. Within ten (10) days after the date of this Agreement, Seller shall provide a written status report to Buyer (the "▇▇▇▇▇▇ Report") which describes the current status of Seller's leasehold interest in approximately 2,120 acres in the Ucross area and 1,532 acres in the ▇▇▇▇▇▇ townsite, including without limitation copies of any extensions of, or agreements related to, such leases, a schedule of shut-in payments that are due within six months after the Closing Date (on a well-by-well basis), and a description of the status of Seller's dewatering activities related to the ▇▇▇▇▇ located on or pooled or communitized with such leases.
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Adverse Condition. 48 affiliate ............................................................ 67
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Adverse Condition. For purposes of this Article XII "Adverse ------------------ Environmental Condition" shall mean any contamination or condition resulting from any discharge, release, disposal, production, storage or treatment on or in the Subject Property or from the Subject Property or migration to or from the Subject Property to any other land, air or body of water, wherever located, of any wastes, pollutants, contaminants, hazardous materials or other materials or substances that are subject to regulation relating to the protection of the environment under present laws in effect as of the Effective Time (the "Environmental Laws").
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Adverse Condition. If at any time during the Lease Term, Tenant is prevented from using all or any portion of the Premises, or Tenant is able to conduct its operations in all or any portion of the Premises only at a significantly reduced level or under materially adverse conditions due to (i) the negligence or willful misconduct of Landlord or any of Landlord’s employees, contractors or agents (“Landlord Parties”) which interrupts the utilities or services provided to or reasonable access to the Premises or (ii) the presence or threatened presence of hazardous substances or other situations that pose a material health risk to occupants of the Premises, or (iii) any condition constituting a constructive eviction arising due to the act, omission or negligence of Landlord or any Landlord Party (each, an “Abatement Event”), for a period of ten (10) consecutive days after written notice from Tenant (“Abatement Period”), Rent shall ▇▇▇▇▇ to the extent of such interference commencing immediately following expiration of the Abatement Period and continuing for the time period and to the extent that Tenant’s use of the Premises is adversely affected. Landlord shall use diligent efforts to restore Tenant’s use of the Premises as soon as practicable. If an Abatement Event continues for ninety (90) consecutive days after Tenant has notified Landlord of the existence of such Abatement Event, Tenant shall thereafter have the ongoing right, until such Abatement Event is eliminated, to terminate this Lease as to all or any portion of the Premises. Tenant’s termination of this Lease pursuant to this Paragraph 25.19 shall not constitute an election of remedies and shall not waive any claims Tenant may otherwise have against Landlord under this Lease or at law or in equity. The provisions of this Paragraph shall not apply to a casualty or an eminent domain taking.
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Adverse Condition. 45 Agreement ............................................................. 1
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Related to Adverse Condition

  • Adverse Changes in Condition Each Party agrees to give written notice promptly to the other Party upon becoming aware of the occurrence or impending occurrence of any event or circumstance relating to it or any of its Subsidiaries which (i) is reasonably likely to have, individually or in the aggregate, a Material Adverse Effect on it or (ii) would cause or constitute a material breach of any of its representations, warranties, or covenants contained herein, and to use its reasonable efforts to prevent or promptly to remedy the same.

  • Existing Condition Since the Balance Sheet Date, the Sellers have operated or caused to be operated their respective Hotels only in the Ordinary Course, and no Seller has: (1) suffered any material adverse change in its working capital, financial condition, results of operation, assets, liabilities (absolute, accrued, contingent or otherwise), reserves, business, operations or prospects; (2) incurred any liability or obligation (absolute, accrued, contingent or otherwise) except non-material items incurred in the Ordinary Course, or increased, or experienced any change in any assumptions underlying or methods of calculating, any bad debt, contingency or other reserves; (3) paid, discharged or satisfied any claim, liability or obligation (whether absolute, accrued, contingent or otherwise) other than the payment, discharge or satisfaction in the Ordinary Course of liabilities and obligations reflected or reserved against in the Balance Sheet or incurred in the Ordinary Course and consistent with past practice since the Balance Sheet Date; (4) permitted or allowed any of the Hotels to be subjected to any Lien, except for Liens for current Taxes not yet due; (5) written down the value of any Inventory (including write-downs by reason of shrinkage or ▇▇▇▇-down) or written off as uncollectible any notes or Accounts, except for immaterial write-downs and write-offs in the Ordinary Course; (6) cancelled any debts or waived any claims or rights of substantial value; (7) sold, transferred or otherwise disposed of any Hotel properties or assets (real, personal or mixed, tangible or intangible), except in the Ordinary Course; (8) disposed of or permitted to lapse any rights to the use of any Marks, or disposed of or disclosed to any person other than representatives of Buyer any trade secret, formula, process, know-how or other intellectual property not theretofore a matter of public knowledge; (9) other than in the Ordinary Course, granted any general increase in the compensation of officers or employees of any Hotels (including any such increase pursuant to any bonus, pension, profitsharing or other plan or commitment) or any other increase in the compensation payable or to become payable to any officer or employee of any Hotel, and no such increase is customary on a periodic basis or required by agreement or understanding; (10) made any material capital expenditure except in the Ordinary Course; (11) made any change in any method of accounting or accounting practice; or (12) agreed, whether in writing or otherwise, to take any action described in this Section.

  • Release Conditions As used in this Agreement, "Release Conditions" shall mean the following:

  • Environmental Condition Except as set forth on Schedule 4.11, (a) to Borrower’s knowledge, no Loan Party’s nor any of its Subsidiaries’ properties or assets has ever been used by a Loan Party, its Subsidiaries, or by previous owners or operators in the disposal of, or to produce, store, handle, treat, release, or transport, any Hazardous Materials, where such disposal, production, storage, handling, treatment, release or transport was in violation, in any material respect, of any applicable Environmental Law, (b) to Borrower’s knowledge, after due inquiry, no Loan Party’s nor any of its Subsidiaries’ properties or assets has ever been designated or identified in any manner pursuant to any environmental protection statute as a Hazardous Materials disposal site, (c) no Loan Party nor any of its Subsidiaries has received notice that a Lien arising under any Environmental Law has attached to any revenues or to any Real Property owned or operated by a Loan Party or its Subsidiaries, and (d) no Loan Party nor any of its Subsidiaries nor any of their respective facilities or operations is subject to any outstanding written order, consent decree, or settlement agreement with any Person relating to any Environmental Law or Environmental Liability that, individually or in the aggregate, could reasonably be expected to result in a Material Adverse Effect.

  • Qualifying Conditions In addition to any other compensation earned, any employee who is on the payroll of the Company on any of the foregoing recognized statutory holidays will be granted eight (8) hours' pay at the straight time rate of the employee's regular job, subject to compliance with all of the conditions (a) to (f) set forth below: (a) The employee must have been on the payroll for not less than the sixty (60) days just preceding the holiday and must have previously qualified for a statutory holiday as provided in (d) below, and (b) The employee must have worked at least one (1) day during the sixty (60)- day qualifying period just preceding the holiday, and (c) The employee must have worked their scheduled work day before, and their scheduled work day after, such holiday, unless failure to work their scheduled work day before or after the holiday was due to any of the following events: (i) When the employee is on their regular authorized paid vacation; (ii) When the employee is unable to work by reason of an industrial accident as recognized by the Workers' Compensation Board or non-occupational sickness or injury; (iii) When the operation in which the employee is engaged is curtailed or discontinued by the decision of the Company and which curtailment or discontinuance changes or eliminates the employee's scheduled work day before, or their scheduled work day after, such holiday; (iv) When a trade in shifts agreed upon between employees and approved in advance by the company results in a temporary change of the scheduled work day before, or the scheduled work day after, the holiday, provided the employee works the shift agreed upon; (v) When the employee is on a leave of absence authorized by the Company. (d) The employee who has been on the payroll for at least sixty (60) days but who has not previously qualified for a statutory holiday will qualify for the holiday if he has worked a minimum of one hundred eighty (180) hours during the sixty (60)- day qualifying period just preceding the holiday and meets the requirements of (b) and (c) above. (e) Time lost as the result of an accident as recognized by the Workers' Compensation Board, suffered during the course of employment, or time lost as a result of non-occupational sickness or injury shall be considered as time worked for the purpose of qualifying for a recognized paid holiday, it being understood that the employee will only be entitled to this credit for time while on Workers' Compensation or non-occupational sickness or injury for a period of up to but not exceeding one (1) year from the date of their sickness or injury. (f) It is understood and agreed, however, that an employee shall not receive the above provided holiday pay if they have agreed to work on such holiday and fails or refuses to work, except in the case where bona fide sickness, or other bona fide reason approved by the Company, prevents them working on such holiday.