Common use of Material Adverse Change Clause in Contracts

Material Adverse Change. If there occurs a material adverse change in Borrower's business or financial condition, or if there is a material impairment of the prospect of repayment of any portion of the Obligations or a material impairment of the value or priority of Bank's security interests in the Collateral;

Material Adverse Change. If there occurs a material adverse ----------------------- change in Borrower's business or financial condition, or if there is a material impairment of the prospect of repayment of any portion of the Obligations or a material impairment of the value or priority of Bank's security interests in the Collateral;

Material Adverse Change. If there occurs a material adverse change in Borrower's ’s prospects, business or financial condition, or if there is a material impairment of in the prospect of repayment of any portion of the Obligations or a material impairment of in the perfection, value or priority of Bank's ’s security interests in the Collateral;

Material Adverse Change. If there occurs a material adverse change in the Borrower's ’s business or financial condition, or if there is a material impairment of the prospect of repayment of any portion of the Obligations or there is a material impairment of the value or priority of the Bank's ’s security interests interest in the Collateral;, or if a Borrower who is a natural person shall die.

Material Adverse Change. If there occurs a material adverse change in the Borrower's business or financial condition, or if there is a material impairment of the prospect of repayment of any portion of the Obligations or there is a material impairment of the value or priority of the Bank's security interests interest in the Collateral;.

Material Adverse Change. If there occurs a material adverse change in Borrower's ’s business or financial condition, or if there is a material impairment of the prospect of repayment of any portion of the Obligations or a material impairment of the value or priority of Bank's ’s security interests in the Collateral;

Material Adverse Change. If there occurs a material adverse change in Borrower's the Debtor’s business or financial condition, or if there is a material impairment of the prospect of repayment of any portion of the Obligations Indebtedness or there is a material impairment of the value or priority of the Bank's ’s security interests interest in the Collateral;.

Material Adverse Change. If there occurs a material adverse change in Borrower's business or financial condition’s business, or if there is a material impairment of the prospect of repayment of any portion of the Obligations owing to Collateral Agent or Lender or a material impairment of the value or priority of Bank's Collateral Agent’s and Lender’s security interests interest in the Collateral;.

Material Adverse Change. If there occurs a material adverse change in Borrower's business ’s business, operations or condition (financial condition, or otherwise) or if there is a material impairment of the prospect of repayment of any portion of the Obligations owing to Lender or a material impairment of in the value perfection or priority of Bank's Lender’s security interests interest in the Collateral or in the value of such Collateral;.

Material Adverse Change. If there occurs a material adverse change in Borrower's business or financial condition, or if there is a material impairment of the prospect of repayment of any portion of the Obligations or a material impairment of the value or priority of BankLender's security interests in the Collateral;

Material Adverse Change. If there occurs a material adverse change in Borrower's prospects, business or financial condition, or if there is a material impairment of in the prospect of repayment of any portion of the Obligations or a material impairment of in the perfection, value or priority of Bank's security interests in the Collateral;

Material Adverse Change. If there occurs a material adverse change in Borrower's ’s business or financial condition, or if there is a material impairment of in the prospect of repayment of any portion of the Obligations or a material impairment of in the perfection, value or priority of Bank's ’s security interests in the Collateral;

Material Adverse Change. If there occurs a material adverse change in Borrower's business ’s business, operations or condition (financial condition, or otherwise) or if there is a material impairment of the prospect of repayment of any portion of the Obligations owing to Lenders or a material impairment of in the value perfection or priority of Bank's Lenders’ security interests interest in the Collateral or in the value of such Collateral;.

Material Adverse Change. If there occurs a material adverse change in Borrower's business or financial condition’s business, or if there is a material impairment of the prospect of repayment of any portion of the Obligations owing to Lender or a material impairment of the value or priority of Bank's Lender’s security interests interest in the Collateral;.

Material Adverse Change. If there occurs a material adverse change in Borrower's business or financial condition’s business, or if there is a material impairment of the prospect of repayment when due of any portion of the Obligations owing to Lenders or a material impairment of the value or priority of Bank's Collateral Agent’s or any Lender’s security interests interest in the Collateral;.

Material Adverse Change. If there occurs a Any material adverse change in Borrower's business Borrowers, business, property or financial conditioncondition has occurred or is imminent, or if there is a material impairment of the prospect of repayment of any portion of the Obligations or a material impairment of the Collateral value or priority of BankLender's security interests rights therein are materially impaired in the Collateral;any way.

Material Adverse Change. If there occurs The occurrence, in Bank’s opinion, of a material adverse change in Borrower's ’s business or financial condition, or if if, in Bank’s opinion, there is a material an impairment of the prospect of repayment of any portion of the Obligations or a material an impairment of the value or priority of Bank's ’s security interests in the Collateral;.

Material Adverse Change. If there occurs a material adverse change in Borrower's business or financial condition, or if there is a material impairment of the prospect of repayment of any portion of the Obligations or a material impairment of the value or priority of Bank's security interests in the CollateralObligations;

Material Adverse Change. If there occurs a material adverse change in Borrower's effect on the business operations, condition (financial or financial condition, otherwise) or if there is a material impairment prospects of Borrower or the prospect ability of repayment of any portion of the Obligations Borrower to repay or a material impairment of the value or priority of Bank's security interests in the Collateral;otherwise perform its obligations under this Note.

Material Adverse Change. If there occurs a material adverse an event or change in Borrower's ’s business or financial conditioncondition that is a Material Adverse Effect, or if there is a material impairment of the prospect of repayment of any portion of the Obligations or a material impairment of the value or priority of Bank's Lender’s security interests in the Collateral;

Material Adverse Change. If there occurs a material adverse ----------------------- change in Borrower's business or financial condition, or if there is a material impairment of the prospect of repayment of any portion of the Obligations or a material impairment of the value or priority of BankCreditor's security interests in the Collateral;

Material Adverse Change. If there occurs a material adverse change in any Borrower's business or financial condition, or if there is a material impairment of the prospect of repayment of in any Borrower's ability to repay any portion of the Obligations or a material impairment of in the perfection, value or priority of Bank's security interests in the Collateral;.

Material Adverse Change. If there occurs a material adverse ----------------------- change in Borrower's business or financial condition, or if there is a material impairment of the prospect of repayment of any portion of the Obligations condition or a material impairment of the value or priority of Bank's security interests in the Collateral;

Material Adverse Change. If there occurs a material adverse change in Borrower's ’s prospects, business or financial condition, or if there is a material impairment of in the prospect of repayment of any portion of the Obligations or a material impairment of in the perfection, value (other than normal depreciation calculated in accordance with GAAP, consistently applied) or priority of Bank's ’s security interests in the Collateral;

Material Adverse Change. If there occurs a material adverse change in Borrower's business or financial condition’s business, or if there is a material impairment of the prospect of repayment of any portion of the Obligations owing to Lender or a material impairment of the value or priority of Bank's Collateral Agent’s and Lenders’ security interests interest in the Collateral;.

Material Adverse Change. If there occurs a Any material adverse change in Borrower's business Borrowers' business, property or financial conditioncondition has occurred or is imminent, or if there is a material impairment of the prospect of repayment of any portion of the Obligations or a material impairment of the Collateral value or priority of BankLender's security interests rights therein are materially impaired in the Collateral;any way.

Material Adverse Change. If there occurs a material adverse change in Borrower's Borrowers' business or financial condition, or if there is a material impairment of the prospect of repayment of any portion of the Obligations or a material impairment of the value or priority of Bank's security interests in the Collateral;

Material Adverse Change. If there occurs a material adverse change in Borrower's business or financial condition, or if there is a material impairment of the prospect of repayment of any portion of the Obligations or a material impairment of the value or priority of Bank's security interests in the Collateral;of

Material Adverse Change. If there occurs a material ----------------------- adverse change in Borrower's business or financial condition, or if there is a material impairment of the prospect of repayment of any portion of the Obligations or a material impairment of the value or priority of BankCreditor's security interests in the Collateral;

Material Adverse Change. If there occurs a material adverse change in Borrower's business or financial condition, or if there is a material impairment of the prospect of repayment of any portion of the Obligations condition or a material impairment of the value or priority of Bank's security interests in the Collateral;

Material Adverse Change. If there occurs a material adverse change in Borrower's or any Guarantor's business or financial condition, or if there is a material impairment of the prospect of repayment of any portion of the Obligations or a material impairment of the value or priority of Bank's security interests in the Collateral;.

Material Adverse Change. If there occurs a material adverse change Material Adverse Change in Borrower's business or financial condition, or if there is a material impairment of the prospect of repayment of any portion of the Obligations or a material impairment of the value or priority of Bank's Lenders' security interests in the Collateral;

Material Adverse Change. If there occurs a material adverse change in the Borrower's ’s prospects, business or financial condition, or if there is a material impairment of in the prospect of repayment of any portion of the Obligations or a material impairment of the value or priority of Bank's security interests in the Collateral;Loan.

Material Adverse Change. If there occurs a material adverse change in Borrower's business or consolidated financial condition, or if there is a material impairment of the prospect of repayment of any portion of the Obligations or a material impairment of the value or priority of Bank's security interests in the Collateral;

Material Adverse Change. If there occurs a material ----------------------- adverse change in Borrower's business or financial condition, or if there is a material impairment of the prospect of repayment of any portion of the Obligations or a material impairment of the value or priority of Bank's security interests in the Collateral;

Material Adverse Change. If there occurs a material adverse change in Borrower's ’s business or financial condition, or if there is a material impairment of in the prospect of repayment of any portion of the Obligations or a material impairment of in the perfection, value or priority of Bank's ’s security interests in a material portion of the Collateral;

Material Adverse Change. If there occurs a material adverse change Material Adverse Effect in Borrower's ’s business or financial condition, or if there is a material impairment of the prospect of repayment of any portion of the Obligations Loan or there is a material impairment of the value or priority of Bank's Lender’s security interests interest in the Collateral;.

Material Adverse Change. If there occurs a material adverse change in Borrower's ’s prospects, business or financial conditioncondition taken as a whole, or if there is a material impairment of in the prospect of repayment of any portion of the Obligations or a material impairment of in the perfection, value (taken as a whole) or priority of Bank's ’s security interests in the CollateralCollateral (except as provided in the Schedule);

Material Adverse Change. If there occurs The occurrence, in Bank’s opinion, of a material adverse change in Borrower's ’s business or financial condition, or if if, in Bank’s opinion, there is a material impairment of the prospect of repayment of any portion of the Obligations or a material impairment of the value or priority of Bank's ’s security interests in the Collateral;.

Material Adverse Change. If there occurs a material adverse change ----------------------- in Borrower's business or financial condition, or if there is a material impairment of the prospect of repayment of any portion of the Obligations condition or a material impairment of the value or priority of Bank's security interests in the Collateral;

Material Adverse Change. If there occurs a material adverse change in Borrower's the Debtor’s business or financial condition, or if there is a material impairment of the prospect of repayment of any portion of the Obligations Indebtedness or a there is material impairment of the value or priority of the Bank's ’s security interests interest in the Collateral;.

Material Adverse Change. If there occurs a Any material adverse change in the Borrower's business or ’s business, financial condition, or the Property has occurred or is imminent: if there is a material impairment the full performance of the prospect of repayment obligations of any portion of Obligor is materially impaired: or if the Obligations or a material impairment of the Collateral and its value or priority Lender’s rights with respect thereto are materially impaired in any way. The existence or reasonable likelihood of Bank's security interests in litigation, governmental proceeding, default, or other event that may materially and adversely affect an Obligor’s business, financial condition, or the Collateral;Property.

Material Adverse Change. If there occurs a material adverse change in Borrower's business or financial conditionbusiness, or if there is a material impairment of the prospect of repayment of any portion of the Obligations owing to Lenders or a material impairment of the value or priority of BankAgent's security interests interest in the Collateral;.

Material Adverse Change. If there occurs a material adverse change Material Adverse Effect in Borrower's business or financial condition, or if there is a material impairment of the prospect of repayment of any portion of the Obligations Loan or there is a material impairment of the value or priority of BankLender's security interests interest in the Collateral;.

Material Adverse Change. If there occurs a material adverse change in Borrower's business or financial condition, or if there is a material impairment of the prospect of repayment of any portion of the Obligations or a material impairment of the value or priority of Bank's security interests in the Collateral;; provided that any going-concern qualifications to the Borrower's financial statements due to the possible failure of the Merger to be consummated shall not be considered to be an Event of Default under this Section 8.3.

Material Adverse Change. If there occurs a material adverse change in Borrower's business or financial condition’s business, or if there is a material impairment of the prospect of repayment of any portion of the Obligations owing to Collateral Agent or Lenders or a material impairment of the value or priority of Bank's Collateral Agent’s security interests interest in the Collateral;Collateral for the benefit of the Lenders.

Material Adverse Change. If there occurs a material adverse ----------------------- change in a Borrower's business or financial condition, or if there is a material impairment of the prospect of repayment of any portion of the Obligations or a material impairment of the value or priority of Bank's security interests in the CollateralCollateral from the condition that existed on the Closing Date;

Material Adverse Change. If there occurs a material adverse change in Borrower's business or financial condition, or if there is a material impairment of the prospect of repayment of any portion of the Obligations or a material impairment of the value or priority of Bank's security interests in the Collateral;

Material Adverse Change. If there occurs a material adverse change in Borrower's business or financial conditionbusiness, or if there is a material impairment of the prospect of repayment of any portion of the Obligations owing to Lender or a material impairment of the value or priority of BankLender's security interests interest in the Collateral;.

Material Adverse Change. If there occurs Any material adverse change in Borrower or the Company's business or financial conditions, a material adverse change in Borrower's business a material portion of the Properties has occurred or financial conditionis imminent, if the full performance of any of the Obligations is materially impaired, or if there is a material impairment the value of the prospect of repayment of Collateral or Lender's rights therein are materially impaired in any portion of the Obligations or a material impairment of the value or priority of Bank's security interests in the Collateral;way.

Material Adverse Change. If there occurs a material adverse change ----------------------- in Borrower's business or financial condition, or if there is a material impairment of the prospect of repayment of any portion of the Obligations or a material impairment of the value or priority of BankCreditor's security interests in the Collateral;

Material Adverse Change. If there occurs a material adverse change in Borrower's ’s business or financial condition, or if there is a material impairment of in the prospect of repayment of any portion of the Obligations or a material impairment of in the perfection, value or priority of Bank's ’s security interests in the Collateral;.

Material Adverse Change. If there occurs a material adverse change in Borrower's business or financial condition, or if there is a material impairment of in the prospect of repayment of Borrower's ability to repay any portion of the Obligations or a material impairment of the value or priority of Bank's security interests in the Collateral;

Material Adverse Change. If there occurs a material adverse change in a Borrower's ’s prospects, business or financial condition, or if there is a material impairment of in the prospect of repayment of any portion of the Obligations or a material impairment of in the perfection, value or priority of Bank's ’s security interests in the Collateral;

Material Adverse Change. If there occurs a material adverse change in Borrower's business or financial conditionMaterial Adverse Change, or if there is a material impairment of the prospect of repayment of any portion of the Obligations or a material impairment of the value or priority of Bank's security interests in the Collateral;; 8.4

Material Adverse Change. If there occurs a material adverse change in Borrower's business or financial condition, or if there is a material impairment of the prospect of repayment of any portion of the Obligations or a material impairment of the value or priority of Bank's security interests in the Collateral;; 8.4

Material Adverse Change. If there occurs a material adverse change Material Adverse Change in Borrower's business or financial condition, or if there is a material impairment of the prospect of repayment of any portion of the Obligations or a material impairment of the value or priority of Bank's security interests in the Collateral;

Material Adverse Change. If there occurs a material adverse change in Borrower's the business or financial condition, condition of Borrower or if there is a material impairment of the prospect of repayment of any portion of the Obligations Indebtedness owing by Borrower under this Agreement and the other Loan Documents, or a material impairment of the value or priority of Bank's Lender’s security interests in the Collateral;.

Material Adverse Change. If there occurs a material adverse change in the Borrower's ’s prospects, business or financial condition, or if there is a material impairment of in the prospect of repayment of any portion of the Obligations or a material impairment of the value or priority of Bank's security interests in the CollateralLoan;

Material Adverse Change. If there occurs a material adverse change in Borrower's ’s business or financial condition, or if there is a material impairment of the prospect of repayment of any portion of the Obligations condition or a material impairment of the value or priority of Bank's security interests Lender’s Security Interests in the Collateral;, or Lender believes the prospect of payment or performance of any of the Indebtedness is impaired.

Material Adverse Change. If there occurs a material adverse change in Borrower's ----------------------- Borrowers' business or financial condition, or if there is a material impairment of the prospect of repayment of any portion of the Obligations or a material impairment of the value or priority of Bank's security interests in the Collateral;.

Material Adverse Change. If there occurs a material adverse change in Borrower's business or financial condition, or if there is a material impairment of the prospect of repayment of any portion of the Obligations or a material impairment of the value or priority of Bank's security interests in the Collateral;:

Material Adverse Change. If there occurs a material adverse change in Borrower's Borrowers’ business or financial condition, or if there is a material impairment of the prospect of repayment of any portion of the Obligations or a material impairment of the value or priority of Bank's ’s security interests in the Collateral;

Material Adverse Change. If there occurs a material adverse change in Borrower's business or financial condition’s business, or if there is a material impairment of the prospect of repayment of any portion of the Obligations or a material impairment of the value or priority of Bank's security interests in the Collateral;owing to Lender.

Material Adverse Change. If there occurs a material adverse change in Borrower's the business or financial conditioncondition of Borrower, taken as a whole, or if there is a material impairment of the prospect of repayment of any portion of the Obligations or a material impairment of the value or priority of Bank's security interests in the CollateralObligations;

Material Adverse Change. If there occurs a material adverse change in Borrower's business or financial conditionbusiness, or if there is a material impairment of the prospect of repayment of any portion of the Obligations owing to Lenders or a material impairment of the value or priority of Bank's Lenders' security interests interest in the Collateral;.

Material Adverse Change. If there occurs a material adverse change in Borrower's business or financial conditionbusiness, or if there is a material impairment of the prospect of repayment of any portion of the Obligations owing to Lender or a material impairment of the value or priority of Bank's Lenders security interests in the Collateral;.

Material Adverse Change. If there occurs a material adverse change in Borrower's ’s business or financial condition, or if there is a material impairment of the prospect of repayment of any portion of the Obligations or a material impairment of the aggregate value or priority of Bank's ’s security interests in the Collateral;

Material Adverse Change. If there occurs a material adverse change Material Adverse Change in Borrower's business or financial condition, or if there is a material impairment of the prospect of repayment of any portion of the Obligations or a material impairment of the value or priority of Bank's security interests in the Collateral;.

Material Adverse Change. If there occurs a material adverse change Material Adverse ----------------------- Change in Borrower's business or financial condition, or if there is a material impairment of the prospect of repayment of any portion of the Obligations or a material impairment of the value or priority of Bank's security interests in the Collateral;

Material Adverse Change. If there occurs a material adverse change in Borrower's business ’s business, operations or condition (financial condition, or otherwise); or if there is a material impairment of in the prospect of repayment of any portion of the Obligations or the ability of Borrower to repay the Obligations; or if there occurs a material impairment of in the perfection, value or priority of Bank's Lender’s security interests in the Collateral;

Material Adverse Change. If there occurs a material adverse change in the Borrower's ’s business or financial condition, taken as a whole, or if there is a material impairment of the prospect of repayment of any portion of the Obligations or a material impairment of the value or priority of Bank's security interests in the Collateral;Obligations,.

Material Adverse Change. If there occurs a material adverse change in either Borrower's ’s prospects, business or financial condition, or if there is a material impairment of in the prospect of repayment of any portion of the Obligations or a material impairment of in the perfection, value or priority of Bank's ’s security interests in the Collateral;

Material Adverse Change. If there occurs a material adverse change in ----------------------- Borrower's business or financial condition, or if there is a material impairment of the prospect of repayment of any portion of the Obligations or a material impairment of the value or priority of Bank's security interests in the Collateral;

Material Adverse Change. If there occurs a material adverse change in Borrower's prospects, business or financial condition, or if there is a material impairment of in the prospect of repayment of any portion of the Obligations or a material impairment of in the perfection, value or priority of Bank's security interests in the Collateral;.

Material Adverse Change. If there occurs a material adverse change in Borrower's ’s business or financial condition, or if there is a material impairment of in the prospect of repayment of any portion of the Obligations or a material impairment of in the perfection, value or priority of Bank's ’s security interests in the Collateral;

Material Adverse Change. If there occurs a material adverse ----------------------- change in Borrower's business or financial conditionbusiness, or if there is a material impairment of the prospect of repayment of any portion of the Obligations owing to Lenders or a material impairment of the value or priority of Bank's Lenders' security interests in the Collateral;.

Material Adverse Change. If there occurs a material adverse change in Borrower's business or or, financial condition, or if there is a material impairment of the prospect of repayment of any portion of the Obligations or a material impairment of the value or priority of Bank's security interests in the Collateral;

Material Adverse Change. If there occurs a material adverse change in Borrower's business or financial condition’s business, or if there is a material impairment of the prospect of repayment of any portion of the Obligations owing to Lender or a material impairment of the value or priority of Bank's Lender’s security interests in the Collateral;.

Material Adverse Change. If there occurs a material adverse change in Borrower's business or financial condition, or if there is a material impairment of the prospect of repayment of any portion of the Obligations or a material impairment of the value or priority of Bank's security interests in the Collateral;Obligations.

Material Adverse Change. If there occurs a material adverse change in Borrower's business or financial condition, or if there is a material impairment of the prospect ability of repayment of Borrower to repay any portion of the Obligations or a material impairment of the value or priority of Bank's security interests in the Collateral;

Material Adverse Change. If there occurs a material adverse change in Borrower's business or financial condition, or if there is a material conditional impairment of the prospect of repayment of any portion of the Obligations or a material impairment of the value or priority of Bank's security interests in the Collateral;

Material Adverse Change. If there occurs a material adverse ----------------------- change in Borrower's business or financial condition, or if there is a material impairment of the prospect of repayment of any portion of the Obligations or a material impairment of the value or priority of Bank's security interests in the CollateralObligations;

Material Adverse Change. If there occurs a material adverse change in Borrower's ’s business or financial condition, or if there is a material impairment of condition which could reasonably be expected to impair the prospect of repayment of any portion of the Obligations or a material impairment of the value or priority of Bank's security interests in the CollateralObligations;

Material Adverse Change. If there occurs a material adverse change ----------------------- in Borrower's business or financial conditioncondition or prospects, or if there is a material impairment of the prospect of repayment of any portion of the Obligations or a material impairment of the value or priority of Bank's security interests in the Collateral;

Material Adverse Change. If there occurs a material adverse change in the financial condition of Borrower's business or financial condition, or if there is a material impairment of the prospect of repayment of any portion of the Obligations Indebtedness owing by Borrower under this Agreement and the other Loan Documents, or a material impairment of the value or priority of BankLender's security interests in the Collateral;.