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").