Parent Guarantor Material Adverse Effect

Parent Guarantor Material Adverse Effect. A material adverse effect on (i) the business, operations, condition (financial or otherwise) or properties of the Parent Guarantor, taken as a whole, (ii) the ability of the Parent Guarantor to timely perform any of its obligations under this Parent Guaranty, (iii) the legality, validity or enforceability of any material provision of the Parent Guaranty, or (iv) any material rights and remedies of the Financing Parties under this Parent Guaranty