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.

Related to Material Deterioration

  • Material An itemized list of all materials purchased and installed at the crossing location. If materials purchased are installed at multiple crossing locations, a notation must be made to identify the crossing location.

  • Material Change in Business Seller shall not make any material change in the nature of its business as carried on at the date hereof.

  • Adverse Change A material adverse change occurs in Borrower’s financial condition, or Lender believes the prospect of payment or performance of the Loan is impaired. Insecurity. Lender in good faith believes itself insecure.

  • Adverse Changes Since the date of execution of this Agreement, no event or series of events shall have occurred that reasonably could have or result in a Material Adverse Effect;

  • Insignificant Changes No adjustment in the Purchase Price shall be required unless such adjustment would require an increase or decrease of at least 1% in the Purchase Price. Any adjustments which by reason of this Section 11.5 are not required to be made shall be carried forward and taken into account in any subsequent adjustment. All calculations under this Section 11 shall be made to the nearest cent or to the nearest one-hundred thousandth of a Preferred Share or the nearest one-hundredth of a Common Share or other share or security, as the case may be.