Material Deterioration Clause Samples

The Material Deterioration clause defines the rights and obligations of parties if a significant decline in the value, condition, or quality of an asset or property occurs before a transaction is completed. Typically, this clause outlines what constitutes material deterioration, such as substantial physical damage or loss in market value, and may specify remedies like renegotiation, repair, or even termination of the agreement. Its core practical function is to protect parties from being bound to a deal involving assets that have suffered unexpected and significant harm, thereby allocating risk and ensuring fairness in the transaction process.
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Material Deterioration. There shall have been no Material Deterioration in the business, financial condition or operating results of the Company.
Material Deterioration. As of the Closing Date, the Parent is not entitled to exercise the Limited Due Diligence Termination Right (as defined in Section 9.1(h)), where, solely for the purposes of this Section 8.2(k), the parties acknowledge and agree that (i) it is assumed that such right is exercisable as of the Closing Date, (ii) the Due Diligence Termination Date is deemed to be two (2) days prior to the Closing Date and (iii) all references to “$200 million” shall be replaced with “$400 million.”
Material Deterioration. As of Closing, the Included Assets have not suffered, in the aggregate or on a per Project basis, material deterioration subject to the provisions of Paragraph 10 herein.