Regency Material Adverse Effect means any Material Adverse Effect in respect of Regency.
Regency Material Adverse Effect means any material and adverse effect on (a) the assets, liabilities, financial condition, business, operations, affairs or prospects of Regency and its Subsidiaries taken as a whole; (b) the ability of Regency and its Subsidiaries taken as a whole to carry on their business as such business is conducted as of the date hereof or to meet their obligations under the Basic Documents on a timely basis; or (c) the ability of Regency to consummate the transactions contemplated hereby; provided, however, that a Regency Material Adverse Effect shall not include any material and adverse effect on the foregoing to the extent such material and adverse effect results from, arises out of, or relates to (x) a general deterioration in the economy or changes in the general state of the industries in which the Regency Parties operate, except to the extent that the Regency Parties, taken as a whole, are adversely affected in a disproportionate manner as compared to other industry participants, (y) the outbreak or escalation of hostilities involving the United States, the declaration by the United States of a national emergency or war or the occurrence of any other calamity or crisis, including acts of terrorism, or (z) any change in accounting requirements or principles imposed upon Regency and its Subsidiaries or their respective businesses or any change in applicable Law, or the interpretation thereof.
Regency Material Adverse Effect means a material adverse effect on (i) the financial condition, operations or properties of Regency and its subsidiaries, taken as a whole, or (ii) the ability of Regency to perform its obligations under the Applicable Regency Credit Agreement or the ability of its subsidiaries, taken as a whole, to perform their respective obligations under the guarantee of the Applicable Regency Credit Agreement, or (iii) the validity or enforceability of the Applicable Regency Credit Agreement and related documents.
Examples of Regency Material Adverse Effect in a sentence
The Regency Entities (i) have all necessary approvals from FERC to provide service to customers pursuant to the Natural Gas Act and the Natural Gas Policy Act of 1978, as amended, and (ii) have made all required FERC filings necessary to offer such service, except where failure to have any such approval or to have made any such filing would not reasonably be expected to have a Regency Material Adverse Effect.
This has included working with clinical representatives on our payment system advisory group and discussing proposals with NHS England and NHS Improvement clinical policy teams.
Except as to matters that would not reasonably be expected to have a Regency Material Adverse Effect, each Regency Entity has good title to or rights or interests in its real property and personal property, free and clear of all Liens (other than Permitted Liens), sufficient to allow it to conduct its business as currently being conducted.
None of the Regency Entities has any liability, whether accrued, contingent, absolute or otherwise, except for (i) liabilities set forth on the consolidated balance sheet of Regency dated as of March 31, 2010 or the notes thereto, (ii) liabilities that have arisen since March 31, 2010 in the ordinary course of business and (iii) liabilities that would not reasonably be expected to have a Regency Material Adverse Effect.
Other than with respect to Permits issued pursuant to or required under Environmental Laws which are the subject of Section 4.11, the Regency Entities have all Permits as are necessary to use, own and operate its assets in the manner such assets are currently used, owned and operated by the Regency Entities, except where the failure to have such Permits would not reasonably be expected to have a Regency Material Adverse Effect.
More Definitions of Regency Material Adverse Effect
Regency Material Adverse Effect means any Material Adverse Effect in respect of Regency and its Subsidiaries, taken as a whole. “Regency Material Contracts” is defined in Section 4.12(b).
Regency Material Adverse Effect means a material adverse effect on (i) the financial condition, operations or properties of Regency and its subsidiaries, taken as a whole, or (ii) the
Regency Material Adverse Effect means any Material Adverse Effect in respect of the Regency Entities taken as a whole. “Regency Material Contracts” is defined in Section 3.13(b).
Regency Material Adverse Effect means any material and adverse effect on (a) the assets, liabilities, financial condition,business, operations, affairs or prospects of Regency and its Subsidiaries taken as a whole; (b) the ability of Regency and its Subsidiaries taken as a whole to carry on their business as such business is conducted as of the date hereof or to meet their obligations under the Basic Documents on a timely basis; or (c) the ability of Regency to consummate the transactions contemplated hereby; provided, however, that a Regency Material Adverse Effect shall not include any material and adverse effect on the foregoing to the extent such material and adverse effect results from, arises out of, or relates to (x) a general deterioration in the economy or changes in the general state of the industries in which the Regency Parties operate, except to the extent that the Regency Parties, taken as a whole, are adversely affected in a disproportionate manner as compared to other industry participants, (y) the outbreak or escalation of hostilities involving the United States, the declaration by the United States of a national emergency or war or the occurrence of any other calamity or crisis, including acts of terrorism, or (z) any change in accounting requirements or principles imposed upon Regency and its Subsidiaries or their respective businesses or any change in applicable Law, or the interpretation thereof.
Regency Material Adverse Effect means any change, effect, event, occurrence, state of facts or development that individually or in the aggregate has a material adverse effect on or change in (i) the business, assets, financial condition or results of operations of Regency and its Subsidiaries, taken as a whole, except for any such change or effect that arises or results from (A) changes in general economic, capital market, regulatory or political conditions or changes in law or the interpretation thereof that, in any case, do not disproportionately affect Regency and its Subsidiaries in any material respect, (B) changes that affect generally the industries in which Regency and its Subsidiaries are engaged and do not disproportionately affect Regency or any such Subsidiary in any material respect, (C) acts of war or terrorism that do not disproportionately affect Regency or its Subsidiaries in any material respect, (D) the entry into or announcement of the Merger, actions contemplated by this Agreement, or the consummation of the transactions contemplated hereby, (E) changes in Applicable Laws or changes in GAAP as applied to Regency, (F) any changes in commodity prices, including any commodities relating to the business of Regency and its Subsidiaries, or (G) any change in the trading prices or trading volume of the Regency Common Units (but not any change or effect underlying such change in prices or volume to the extent such change or effect would otherwise constitute a Material Adverse Effect) or (ii) the ability of Regency or Merger Sub to consummate the transactions contemplated by this Agreement or fulfill the conditions to Closing.
Regency Material Adverse Effect means any material and adverse effect on (a) the assets, liabilities, financial condition, business, operations, affairs or prospects of Regency and its Subsidiaries taken as a whole; (b) the ability of Regency and its Subsidiaries taken as a whole to carry on their business as such business is conducted as of the date hereof or to meet their obligations under the Basic Documents on a timely basis; (c) the ability of Regency to consummate the transactions under any Basic Document or (d) the Interests as defined in the LD Acquisition Agreement; provided, however, that a Regency Material Adverse Effect shall not include any material and adverse effect on the foregoing to the extent such material and adverse effect results from, arises out of, or relates to (x) a general deterioration in the economy or changes in the general state of the industries in which the Regency Parties operate, except to the extent that the Regency Parties, taken as a whole, are adversely affected in a disproportionate manner as compared to other industry participants, (y) the outbreak or escalation of hostilities involving the United States, the declaration by the United States of a national emergency or war or the occurrence of any other calamity or crisis, including acts of terrorism, or (z) any change in accounting requirements or principles imposed upon Regency and its Subsidiaries or their respective businesses or any change in applicable Law, or the interpretation thereof.
Regency Material Adverse Effect means any material and adverse effect on (i) the assets, liabilities, financial condition, business, operations, prospects or affairs of Regency and its Subsidiaries, taken as a whole, measured against those assets, liabilities, financial condition, business, operations, prospects or affairs reflected in the Regency SEC Documents, including specifically, without limitation, those assets and liabilities acquired in connection with the TexStar Acquisition (ii) the ability of Regency and its Subsidiaries, taken as a whole, to carry out their business as of the date of this Agreement or to meet its obligations under the Basic Documents on a timely basis, or (iii) the ability of Regency to consummate the transactions under any Basic Document.