Material Concern definition

Material Concern means a concern of Buyer relating to the Owner Partnership or the Mall arising out of Buyer's review of title and survey information, leases, as-built plans and specifications, engineering, soil and environmental reports, service contracts, books, financial and accounting records and other documents and materials pertaining to or affecting the Owner Partnership or the Mall, and the consequence of which could be materially adverse to the value, operations or financial or physical condition of the Mall; provided, however, that Buyer and Sellers acknowledge that Manager has been managing the Mall on behalf of the Owner Partnership or its predecessors since November 1985, and therefore, Buyer acknowledges and agrees that, notwithstanding the foregoing, a Material Concern shall not include, and in no event will Buyer object to, any matters relating to the Owner Partnership or the Mall of which Manager is aware or reasonably should be aware on the date of this Agreement.
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Examples of Material Concern in a sentence

  • Buyer agrees to provide Sellers promptly upon request with copies of all reports, studies, memoranda and other information received by Buyer from parties other than Sellers or the Owner Partnership relating to the matter of Material Concern.

  • To the extent ▇▇▇▇▇ identifies any material concerns during the course of due diligence which could reasonably be expected to materially impact any of the commitments set forth herein (each, a “Material Concern”), Buyer shall promptly notify Sellers of such Material Concern and provide Sellers with a reasonable period to address, remedy or rectify such Material Concern.

  • If Buyer does not obtain a current or updated survey of the Mall during the Due Diligence Period, then in no event shall any title company's failure to delete survey- related exceptions be deemed to be a Material Concern.

  • The Purchaser has given certain Notices of Material Concern with regard to (i) certain debt related matters, (ii) certain lease and revenue related matters and (iii) certain structural related matters (collectively, the "Material Concerns").

  • The Purchaser has given certain Notices of Material Concern with regard to (i) certain debt related matters, (ii) certain lease and revenue related matters (including issues related to tenant estoppel certificates) and (iii) certain structural related matters (collectively, the "Material Concerns").

Related to Material Concern

  • Material of Environmental Concern means and includes pollutants, contaminants, hazardous wastes, and toxic, radioactive, caustic or otherwise hazardous substances, including petroleum, its derivatives, by-products and other hydrocarbons, or any substance having any constituent elements displaying any of the foregoing characteristics.

  • Business concern means any corporation, company, limited liability company, partnership, joint venture, trust, unincorporated association or any other form of association.

  • Material Contracts has the meaning set forth in Section 3.09(a).

  • Material Environmental Liabilities means Environmental Liabilities exceeding $500,000 in the aggregate.

  • Materials of Environmental Concern any gasoline or petroleum (including crude oil or any fraction thereof) or petroleum products or any hazardous or toxic substances, materials or wastes, defined or regulated as such in or under any Environmental Law, including asbestos, polychlorinated biphenyls and urea-formaldehyde insulation.