MDUC Material Adverse Effect definition
MDUC Material Adverse Effect means any non-curable state of facts, development, event, circumstance, occurrence, or effect (other than general economic conditions) that, individually or taken collectively with all other events, circumstances, or effects that have occurred prior to the date of determination of the occurrence of the MDUC Material Adverse Effect, (a) is materially adverse to the condition (financial or otherwise), business, operations, prospects, or results of operations of MDUC and the MDUC Affiliates taken as a whole, (b) materially impairs the ability of MDUC to perform its obligations hereunder, or (c) delays the consummation of the Merger (hereinafter defined in Section 2.1.3).