Material Adverse Effect on definition

Material Adverse Effect on. FSI", as used in this Agreement, means any change in or effect on the business, financial condition, results of operations or reasonably forseeable prospects of FSI or any of its subsidiaries that would be materially adverse to FSI.
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Material Adverse Effect on. MERGECO", as used in this Agreement, means any change in or effect on the business, financial condition, results of operations or reasonably foreseeable prospects of MergeCo or any of its Subsidiaries that would be materially adverse to MergeCo.
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Material Adverse Effect on. ICS", as used in this Agreement, means any change in or effect on the business, financial condition, results of operations or reasonably foreseeable prospects of ICS or any of its Subsidiaries that would be materially adverse to ICS.
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Examples of Material Adverse Effect on in a sentence

  • No event shall have occurred which could reasonably be expected to have a Material Adverse Effect on the Company including but not limited to a change in the 1934 Act reporting status of the Company or the failure of the Company to be timely in its 1934 Act reporting obligations.

  • Each of the Company and its subsidiaries is duly qualified as a foreign corporation to do business and is in good standing in every jurisdiction in which the nature of the business conducted by it makes such qualification necessary, except to the extent that the failure to be so qualified or be in good standing would not have a Material Adverse Effect on the Company and its subsidiaries taken as a whole.

  • No event shall have occurred which could reasonably be expected to have a Material Adverse Effect on the Company.

  • Except as set forth in the SEC Documents, neither the Company nor any of its subsidiaries is subject to any charter, corporate or other legal restriction, or any judgment, decree, order, rule or regulation which in the judgment of the Company's officers has or is expected in the future to have a Material Adverse Effect on the business, properties, operations, financial condition, results of operations or prospects of the Company or its subsidiaries.

  • Except for matters described in the SEC Documents and/or this Agreement, no Event of Default, as defined in the respective agreement to which the Company is a party, and no event which, with the giving of notice or the passage of time or both, would become an Event of Default (as so defined), has occurred and is continuing, which would have a Material Adverse Effect on the Company's business, properties, prospects, financial condition or results of operations.

  • Except as set forth in the SEC Documents, neither the Company nor any of its subsidiaries is in breach of any contract or agreement which breach, in the judgment of the Company's officers, has or is expected to have a Material Adverse Effect on the business, properties, operations, financial condition, results of operations or prospects of the Company or its subsidiaries.

  • Except as set forth in the SEC Documents, neither the Company nor any of its subsidiaries is in breach of any contract or agreement which breach, in the judgment of the Company’s officers, has or is expected to have a Material Adverse Effect on the business, properties, operations, financial condition, results of operations or prospects of the Company or its subsidiaries.

  • The Authority shall assist the Contractor in obtaining the Applicable Permits for felling of trees in non-forest area to be identified by the Authority for this purpose if, and only if, such trees cause a Material Adverse Effect on the construction or maintenance of the Project Highway.

  • Neither the Company nor any of its subsidiaries is subject to any charter, corporate or other legal restriction, or any judgment, decree, order, rule or regulation which in the judgment of the Company’s officers has or is expected in the future to have a Material Adverse Effect on the business, properties, operations, financial condition, results of operations or prospects of the Company or its subsidiaries.

  • No event has occurred that would have a Material Adverse Effect on the Company that has not been disclosed in subsequent SEC filings.


More Definitions of Material Adverse Effect on

Material Adverse Effect on. Tango" as used in this Agreement shall mean any change or effect that, individually or when taken together with all such other changes or effects, would be materially adverse to the financial condition, results of operations, properties or business of Tango and the Tango Subsidiaries taken as a whole at the time of such change or effect. True and complete copies of the Amended and Restated Certificate of Incorporation ("Tango Restated Certificate of Incorporation") and the Bylaws of Tango (the "Tango Bylaws") have heretofore been delivered to Twister, and such Amended and Restated Certificate of Incorporation and Bylaws are in full force and effect. True and complete copies of the Articles of Incorporation and Bylaws of Merger Sub have heretofore been delivered to Twister, and such Articles of Incorporation and Bylaws are in full force and effect.
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Material Adverse Effect on. Premier", as used in this Agreement, means any change in or effect on the business, financial condition or results of operations of Premier or any of its subsidiaries that would, individually or in the aggregate, be materially adverse to Premier and its subsidiaries taken as a whole. Premier has heretofore made available to Ophthalmic a complete and correct copy of its Articles of Incorporation (including all Certificates of Determination) and By-Laws, each as amended to the date hereof. Such Articles of Incorporation, By-Laws and equivalent organizational documents are in full force and effect. Premier is not in violation of any provision of its Articles of Incorporation, By-Laws, or equivalent organizational documents.
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Related to Material Adverse Effect on

  • Material Adverse Effect shall have the meaning assigned to such term in Section 3.1(b).

  • SPAC Material Adverse Effect (a) any change in applicable Laws or GAAP or any interpretation thereof following the date of this Agreement, (b) any change in interest rates or economic, political, business or financial market conditions generally, (c) the taking of any action expressly required to be taken under this Agreement, (d) any natural disaster (including hurricanes, storms, tornados, flooding, earthquakes, volcanic eruptions or similar occurrences), epidemic or pandemic (including any action taken or refrained from being taken in response to COVID-19 or any COVID-19 Measures or any change in such COVID-19 Measures or interpretations following the date of this Agreement), acts of nature or change in climate, (e) any acts of terrorism or war, the outbreak or escalation of hostilities, geopolitical conditions, local, national or international political conditions, riots or insurrections, (f) any matter set forth on, or deemed to be incorporated in, Section 1.1SMAE of the SPAC Disclosure Letter, (g) any Events that are cured by SPAC prior to the Acquisition Closing, (h) any change in the trading price or volume of the SPAC Units, SPAC Ordinary Shares or SPAC Warrants (provided that the underlying causes of such changes referred to in this clause (h) may be considered in determining whether there is a SPAC Material Adverse Effect except to the extent such cause is within the scope of any other exception within this definition), or (i) any worsening of the Events referred to in clauses (b), (d), (e) or (f) to the extent existing as of the date of this Agreement; provided, however, that in the case of each of clauses (b), (d) and (e), any such Event to the extent it disproportionately affects SPAC relative to other special purpose acquisition companies shall not be excluded from the determination of whether there has been, or would reasonably be expected to be, a SPAC Material Adverse Effect. Notwithstanding the foregoing, with respect to SPAC, the amount of SPAC Share Redemptions or the failure to obtain SPAC Shareholders’ Approval shall not be deemed to be a SPAC Material Adverse Effect;

  • Material Adverse with respect to any change or effect, a material adverse change in, or effect on, as the case may be, (i) the financial condition, operations, business, or Property of the Borrower and the Subsidiaries taken as a whole, (ii) the ability of the Borrower to perform its obligations under the Loan Documents, or (iii) the ability of the Administrative Agent or any Lender to enforce the Loan Documents.

  • Material Adverse Change means any material adverse change in the business, condition (financial or otherwise), operations, performance or properties of the Borrower and its Subsidiaries taken as a whole.

  • Material Adverse Effect on the Company means a material adverse effect on the financial condition, operations or business of the Company and its subsidiaries, taken as a whole, or the ability of the Company to enter into and consummate the transactions contemplated by this Agreement in accordance with its terms.