Material Adverse Change

Material Adverse Change. The occurrence of events or circumstances which, if unchanged, would materially impair the Borrowers' (taken as a whole): (i) consolidated financial condition, (ii) ability to meet its financial obligations as they become due, or (iii) ability to conduct its business as presently conducted

Material Adverse Change. Any material adverse change to the Acquired Assets that has resulted in or is reasonably likely to result in a Material Adverse Effect

Material Adverse Change. With respect to any person, (i) a change that is materially adverse to the financial condition of such person, or (ii) its insolvency, inability to pay debts as they mature, failure to operate as a going concern, filing by it under Title 11 of the United States Code or any successor or similar federal or state statute, assignment for the benefit of creditors, appointment of a receiver, or dissolution

Material Adverse Change. The term "Material Adverse Change" shall mean a material adverse change in (a) the business, prospects, operations, results of operations, assets, liabilities or condition (financial or otherwise) of any Borrower, (b) the Collateral, (c) any Borrower's ability to perform its obligations under the Loan Documents, or (d) the rights and remedies of the Lender hereunder, in each case as determined by the Lender in its discretion.

Material Adverse Change. Any change in the business, organization, assets, properties or condition (financial or other) of the Company which could materially and adversely affect the Company's ability to perform hereunder including, without limitation, representations, warranties, covenants and payment of Obligations.

Material Adverse Change. A material adverse change in the business, operations, affairs, or financial condition of the Company.

Material Adverse Change. Any one or more changes, events, occurrences or effects, which individually or together with any other changes, events, occurrences or effects, have or result in, or would reasonably be expected to have or result in, any material adverse change to or effect on the business, results of operations, liabilities, finances, properties, assets or condition (financial or otherwise) of the Company or the ability of the Company to perform its obligation set forth in this Agreement, in each case except... for any such change, event or effect (a) resulting from any changes in any applicable law, or in generally accepted accounting principles, which take effect after the date hereof; (b) resulting from the announcement or performance of this Agreement or the transactions contemplated hereby; or (c) resulting from any act or omission of the Company taken at the written direction of the Initial Holders. View More

Material Adverse Change. With respect to any event, act, condition or occurrence of whatever nature (including events, acts, conditions or occurrences affecting the road construction equipment manufacturing industry generally and any changes in general economic or financial conditions or markets), 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 Borrower and the other Members of the Borrower Consolidated Group taken as a whole (either on a current or forecast economic or financial accounting basis), (b) the rights and remedies of Bank under the Loan Documents, or the ability of Borrower and the Members of the Borrower Consolidated Group, taken as a whole, to perform the obligations under the Loan Documents, taken as a whole, to which they are a party, or (c) the legality, validity or enforceability of any Loan Document View More

Material Adverse Change. Means any event, fact, circumstance, change in, or effect on, the business of the Borrower which, individually or in the aggregate, on a cumulative basis with any other circumstances, changes in, or effect on the Borrower or its respective assets which: (a) is, or could be reasonably expected to be, materially adverse to the business, operations, assets or liabilities (including, without limitation, contingent liabilities), employee relationships, customer or supplier relationships, results of... operations or the condition (financial or otherwise) of the Borrower; (b) could be reasonably expected to materially adversely affect the ability of the Borrower to operate or conduct business in all material respects in the manner in which they are currently operated or conducted by the Borrower, or to perform its obligations under the Loan Documents; or (c) could be reasonably expected to have a material adverse effect or result in an adverse change in value, enforceability, collectability or the nature of its assets. View More

Material Adverse Change. (i) a material adverse change in the business, operations, results of operations, prospects, assets, liabilities or financial condition of Borrower or (ii) the impairment of Borrower's ability to perform any of the Obligations, or of Lender to enforce any of the Obligations at no fault of Lender.