Adversely definition
Adversely means, for the purpose of the definition of ‘derived version’, an increase by more than 0.3dB to any one of the noise certification levels specified in the noise type certificate;
Adversely when used in conjunction with "Affect," "Change" and "Effect shall mean, with respect to Seller or Buyer, whichever is the party in the context to which such term applies, any event which could reasonably be expected to (a) adversely affect the enforceability of this Agreement by such party or (b) adversely affect the properties, financial condition or results of operation of such party, or (c) impair such party's ability to fulfill its obligations under the terms of this Agreement or (d) adversely affect the aggregate rights and remedies of such party under this Agreement or (e) when used with respect to the Business, adversely affect the value of the Business; and, with respect to clauses (a) through (e), unless otherwise specifically set forth, in a material respect or manner or to a material degree (which, for the purposes of this Agreement shall, unless specifically stated to the contrary, be determined without regard to the fact that various provisions of this Agreement set forth specific dollar amounts or the basis for calculating such amounts).
Adversely when used in conjunction with "Affect," "Change" and ------- --------- "Effect" shall mean, with respect to the Company or Bain, whichever is the obligor in the context to which such term applies, any event which could reasonably be expected, in a material respect or manner or to a material degree, to (a) adversely affect the enforceability of this Agreement by the obligee, (b) adversely affect the business, assets, liabilities, properties, financial condition or results of operation of the Company and its subsidiaries (taken as a whole) or Bain, whichever is the obligor in the context to which such term applies, (c) impair the obligor's ability to fulfill its obligations under the terms of this Agreement or (d) adversely affect the aggregate rights and remedies of the obligee under this Agreement.
Examples of Adversely in a sentence
The Contractor shall promptly notify the ordering entity if, during the term of the Contract, the Contractor observes or otherwise learns of any conditions which: • In the Contractor’s judgment, poses a threat to the safety of person or property; • Adversely affects the equipment; or • Is in violation of any applicable codes or regulations.
Each of the Company and each Subsidiary has obtained all Private Authorizations which are necessary for the ownership by the Company or each Subsidiary of its properties and the conduct of its business as now conducted or as presently proposed to be conducted or which, if not obtained and maintained, could, singly or in the aggregate, Adversely Affect the Company or the Company and its Subsidiaries taken as a whole.
The Company has all franchises, permits, licenses and any similar authority necessary for the conduct of its business as now being conducted by it, except to the extent the lack of which would not reasonably be expected to have a Material Adversely Effect.
Notwithstanding the foregoing, in the event of any such determination the effect of which is to Affect Materially and Adversely either party, the parties shall negotiate in good faith to modify this Agreement so as to effect the original intent of the parties as closely as possible to the fullest extent permitted by Applicable Law in an acceptable manner to the end that the Transactions are fulfilled and consummated to the maximum extent possible.
Within seven Business Days of receipt of a Change in Law Notice, the Parties shall meet in good faith with a view to identifying any steps (“Consequential Steps”) that would alleviate the effects of the relevant Change in Law on the Adversely Affected Party, which may include an agreement between the Parties to share the relevant incremental losses incurred by the Adversely Affected Party or the amendment of any Transaction Document.
More Definitions of Adversely
Adversely when used in conjunction with "Affect," "Change" or "Effect" shall mean, with respect to Seller or Buyer, whichever is the obligor in the context to which such term applies, or the Business, as applicable, any related events, conditions or circumstances which individually or in the aggregate could reasonably be expected to (a) adversely affect the enforceability of this Agreement by the obligee or (b) adversely affect the assets, liabilities, properties, financial condition or results of operation of Seller or Buyer, whichever is the obligor in the context to which such term applies, or the Business, as applicable, or (c) impair the obligor's ability to fulfill its obligations under the terms of this Agreement or (d) adversely affect the aggregate rights and remedies of the obligee under this Agreement; and, with respect to clauses (a)-(d), unless otherwise specifically set forth, in a material respect or manner or to a material degree. "Materiality" as used in this definition, unless specifically stated to the contrary, shall be determined without regard to the fact that various provisions of this Agreement set forth specific dollar amounts or the basis for calculating such amounts.
Adversely means the negative impact on or impairment of any right or obligation (whether monetary or otherwise) of a Party.
Adversely when used alone or in conjunction with other terms (including without limitation "Affect," "Change" and "Effect") means any Event that could reasonably be expected to (a) adversely affect the validity or enforceability of this Agreement or any Collateral Document or the likelihood of consummation of the Merger, (b) adversely affect in any material respect the business, operations, management, properties or the condition (financial or other), or results of operation (including without limitation, earnings before interest, taxes, depreciation and amortization) of a Party (it being understood that a decline in the market value of Acquiror Stock shall not in and of itself and without more constitute or be deemed to reflect an Adverse Change), (c) impair a Party's ability to fulfill its obligations under the terms of this Agreement or any Collateral Document, or (d) adversely affect in any material respect the aggregate rights and remedies of any Party under this Agreement or any Collateral Document.
Adversely when used in conjunction with “Affect,” “Change” or “Effect” shall mean, with respect to the Parent, Buyer or the Seller, as the case may be, any related events, conditions or circumstances which individually or in the aggregate could reasonably be expected to, in a material respect or to a material degree (a) adversely affect the enforceability of this Agreement or the Ancillary Agreements as to such party, (b) adversely affect such party’s assets, liabilities, properties, financial condition or results of operation, (c) impair such party’s ability to fulfill its obligations under the terms of this Agreement or the Ancillary Agreements or (d) adversely affect the aggregate rights and remedies of the other parties under this Agreement or the Ancillary Agreements. “Materiality” as used in this definition, unless specifically stated to the contrary, shall be determined without regard to the fact that various provisions of this Agreement or the Ancillary Agreements set forth specific dollar amounts or the basis for calculating such amounts. Notwithstanding the foregoing, any adverse change, event, development or effect that a reasonable person acting in good faith would conclude principally and directly arose from and related to any of the following shall not be deemed to constitute an adverse affect, change or effect and shall not be taken into account in determining whether there has been a condition or effect, or a series of conditions or effects, that are materially adverse as described above:
Adversely when used in conjunction with "Affect," "Change" or "Effect" shall mean, with respect to the Company or Buyer, whichever is the obligor in the context to which such term applies, any related events, conditions or circumstances which individually or in the aggregate could reasonably be expected to (a) adversely affect the enforceability of this Agreement by the obligee or (b) adversely affect the assets, liabilities, properties, financial condition or results of operation of the Company or Buyer, whichever is the obligor in the
Adversely means, in respect of any change to the Payment Priorities or other rights of priority, a change which has the effect of changing the priority of the Senior Debt Providers relative to each other, or relative to any amounts ranking pari passu with or in priority to the Senior Debt Providers, provided that the creation of payments which rank subordinate to a Senior Debt Provider shall not be an adverse change in respect of such Senior Debt Provider; and the Security Trustee has received an Entrenched Rights or Reserved Matters Notice from any Senior Debt Provider (or, where applicable, its Secured Creditor Representative) or the Standstill Cash Manager, in accordance with Clause 9.4 (Notice of Entrenched Rights or Reserved Matters Procedure) or a Senior Debt Provider or the Standstill Cash Manager is described as an Affected Secured Creditor in the relevant STID Proposal as a result of such Senior Debt Provider’s or the Standstill Cash Manager’s Entrenched Rights, unless the Security Trustee has received written consent to such modification, consent or waiver in accordance with Clause 8.11 (Voting on Exercise of Entrenched Rights by the Note Trustee as Secured Creditor Representative of the Noteholders) (to the extent Notes are Outstanding) and Clause 9.3.3 (Notice to Secured Creditors of STID Proposal), from:
Adversely means the remaining undeveloped site size is less than 67% of the