Material Adverse Effect

Material Adverse Effect. With respect to any Party any event, circumstance, development, state of facts, occurrence, change or effect that is materially adverse to the business, assets, results of operations or condition (financial or otherwise) of such Party taken as a whole

Material Adverse Effect. A material adverse effect on (a) the business, property, operations, condition (financial or otherwise) or prospects of the Company and its Subsidiaries taken as a whole, (b) the validity or enforceability of this Agreement or any of the other Transaction Documents or the rights or remedies of the Investors hereunder or thereunder or (c) the ability of the Company or any of its Subsidiaries to perform their respective obligations under the Transaction Documents.

Material Adverse Effect. Any event, change, circumstance or effect that is, individually or in the aggregate, materially adverse to the financial condition, capitalization, properties, employees, assets (including intangible assets), liabilities, business, prospects, operations or results of operations of the Company.

Material Adverse Effect. Means any fact, occurrence, condition, circumstance, change, effect or development that could reasonably be expected to be materially adverse to the Capital Stock, the business or the assets, liabilities, equity, internal controls, profits, financial condition, results of operations, cash flow, liquidity or prospects of the Company and its subsidiaries taken as a whole, but excluding any condition, circumstance, change, effect or development affecting the stored value card industry generally or... general economic conditions in the United States. View More

Material Adverse Effect. Shall mean any change, development, occurrence or event that is or would reasonably be expected, at the sole determination of the Lender, to be materially adverse to (i) the business, properties, assets, liabilities, consolidated results of operations or financial condition of the Borrower or its Subsidiaries or (b) the ability of the Borrower to consummate the transactions contemplated hereby.

Material Adverse Effect. (i) a material adverse effect on the assets, liabilities, operations, results of operations, business, condition (financial or otherwise) or prospects of the Company and its Subsidiaries, taken as a whole, or (ii) any material limitation upon the ability of the Company to perform its obligations under, or upon the legality, validity or enforceability of, this Agreement

Material Adverse Effect. Means, with respect to any Person: (a) a material adverse effect on the issuance or validity of the Shares or the transactions contemplated hereby or on the ability of such Person to perform its obligations under this Agreement; or (b) a material adverse effect on the financial condition, business, assets or results of operations of such Person, excluding any effect resulting from: (a) changes in GAAP or the interpretation thereof; (b) changes in the general economic or political conditions or... financial markets in the United States or elsewhere in the world; (c) changes (including changes of Applicable Law) or conditions generally affecting the industry in which such Person operates and not specifically relating to or having a materially disproportionate effect on such Person; or (d) acts of war or terrorism or natural disasters. View More

Material Adverse Effect. Any material adverse change in or effect upon (a) the financial condition, assets, liabilities, or operations of (x) the Company taken as a whole, (y) the Acquired Business of the Company and the Company assets (taken as a whole), or (b) the ability of the Seller to execute, deliver and perform this Agreement, provided that none of the following shall be deemed to constitute, and none of the following shall be taken into account in determining whether there has been, a Material Adverse Effect: ... any adverse change, event, development, or effect arising from or relating to (i) general business or economic conditions, including such conditions which affect the Acquired Business industry generally (provided they do not have a materially disproportionate effect on the Company, as a whole), (ii) national or international political or social conditions, (iii) financial, banking, or securities markets (including any disruption thereof and any decline in the price of any security or any market index), (iv) changes in United States generally accepted accounting principles, or (v) changes in law, rules, regulations, orders, or other binding directives issued by any governmental authority, provided they do not have a materially disproportionate effect on the Company. View More

Material Adverse Effect. Means any event, occurrence, fact, condition or change that is, or could reasonably be expected to become, individually or in the aggregate, materially adverse to (a) the business, prospects, results of operations, condition (financial, reputational or otherwise) or assets of either Party or its successors or affiliates, (b) the ability for Workhorse to manufacture and distribute the Workhorse Vehicles effectively throughout the Territory or compete in the marketplace or (c) the ability of... either Party to consummate the transactions contemplated hereby on a timely basis. View More

Material Adverse Effect. Any event, change, occurrence, development, circumstance or change of fact occurring after the date hereof that has had, or would reasonably be expected to have, a material adverse effect on the business, results of operations or condition (financial or otherwise) of the Company and all of its affiliates, taken as a whole; provided, however, that none of the following, either alone or in combination, will constitute, or be considered in determining whether there has been, a Material Adverse... Effect View More