Material Adverse Change

Material Adverse Change. Shall mean any single circumstance or event (or series of circumstances or events) having a Material Adverse Effect.

Material Adverse Change. Means any change, event or occurrence which, individually or in the aggregate, has had a material adverse effect on, or a material adverse change in, (i) the business, operations, financial condition or results of operations of the Company and its subsidiaries, taken as a whole, that had the effect of reducing revenues or net income of the Company and its subsidiaries, taken as a whole, by more than $15 million in any quarter compared to published financial statements (if publicly announced) or... consensus analysts estimates (in the case of a quarter for which financial results have not yet been publicly announced) and that was not disclosed in any Disclosure Document filed on or prior to the date hereof or (ii) the ability of the Company to perform its obligations under this Agreement, in each case other than any change, event or occurrence (a) resulting from conditions in the United States or foreign economies or securities markets in general or any change in the Company's stock price, (b) resulting from conditions in the industry in which the Company operates in general, except to the extent that the Company is disproportionately affected thereby, (c) resulting from the public announcement of the transactions contemplated by this Agreement, (d) arising out of or resulting from actions of the Purchasers in connection with this Agreement or (e) that may constitute a material adverse change (or similar effect) under the Orinoco Agreement, whether or not waived by the Company. View More

Material Adverse Change. Means any material adverse change in the financial performance or condition, business or operations of Borrower, including, without limitation, any material deterioration or adverse change in financial ratios, contingent liabilities or realizable value of assets, change caused by or resulting from any governmental or private action, intervention, litigation, arbitration or regulatory proceeding or any significant change in technology, markets or labor force, which, in Lender's reasonable... opinion, is likely materially to impair (i) Borrower's ability to perform its obligations under the Loan Documents, (ii) Lender's interest in, or ability to inspect, remove, sell or otherwise dispose of any Collateral, (iii) the value of the Collateral or Lender's security interest therein or the priority thereof, or (iv) Lender's rights and remedies hereunder. Each determination of whether a Material Adverse Change has occurred will be made in good faith by Lender and take into account all relevant facts and circumstances existing as of that date. View More

Material Adverse Change. Shall have the meaning set forth in the Purchase Agreement.

Material Adverse Change. Means (i) a material adverse change in the business, operations or financial condition of Lessee and its Subsidiaries taken as a whole, or (ii) any event, matter, condition or circumstance which (A) would materially impair the ability of Lessee or any other Person to perform or observe its obligations under or in respect of the Agreement or any other agreements, instruments or documents executed in connection herewith, or (B) affects the legality, validity, binding effect or enforceability of... the Agreement or any other agreements, instruments or documents executed in connection herewith. View More

Material Adverse Change. Means any event or circumstances or series of related events or circumstances that have caused a material adverse change in the operations, properties or assets of the Business.

Material Adverse Change. As defined in Section 1.01 of the Existing Credit Agreement is hereby amended to refer instead to "December 31, 2024".

Material Adverse Change. Means (a) any general suspension of trading in, or limitation on prices for, securities on any national securities exchange or in the over-the-counter market in the United States; (b) the declaration of a banking moratorium or any suspension of payments in respect of banks in the United States; (c) a material outbreak or escalation of armed hostilities or other international or national calamity involving the United States or the declaration by the United States of a national emergency or war... or a change in national or international financial, political or economic conditions; or (d) any event, change, circumstance or effect that is or is reasonably likely to be materially adverse to the business, properties, assets, liabilities, condition (financial or otherwise), operations, results of operations or prospects of the Company and its subsidiaries taken as a whole. View More

Material Adverse Change. With respect to any event, act, condition or occurrence of whatever nature (including any adverse determination in any litigation, arbitration or governmental investigation or proceeding), whether singly or in conjunction with any other event or events, act or acts, condition or conditions, occurrence or occurrences, whether or not related, a material adverse change in, or a material adverse effect upon, any of (a) the financial condition, operations, business or properties of DavCo, (b) the... ability of DavCo to perform its 11 obligations under any of the Loan Documents, or (c) the legality, validity or enforceability of this Agreement or any of the Loan Documents, the Collateral Agency Agreements, the Intercreditor Agreement, or the New CNL Amendment. View More

Material Adverse Change. Means a change in the condition, properties, assets, liabilities, rights, obligations, business, or prospects which change individually or in the aggregate, is materially adverse to such condition, properties, assets, liabilities, rights, obligations, operations, or business.