Definición de Material Adverse Effect

Material Adverse Effect means a material adverse effect on (a) the business, assets, operations or condition (financial or otherwise) of the Borrower, (b) the ability of the Borrower or Holdings to perform any of their respective obligations under this Agreement or any of the other Loan Documents to which it is a party, (c) the rights of or remedies available to the Agents and the Lenders with respect to the Collateral under this Agreement or the other Loan Documents or (d) the validity or enforceability of this Agreement or any of the other Loan Documents. “Material Indebtedness” means Indebtedness (other than the Loan) of the Borrower, or obligations in respect of one or more Hedging Agreements, in an aggregate principal amount exceeding $10,000,000. For purposes of determining Material Indebtedness, the “principal amount” of the obligations of the Borrower in respect of any Hedging Agreement at any time shall be the maximum aggregate amount (giving effect to any netting agreements) that the Borrower would be required to pay if such Hedging Agreement were terminated at such time.

Material Adverse Effect means a material adverse effect on (i) the business, condition (financial or otherwise), operations, assets or prospects of the Borrower and its Subsidiaries (except VVP Syndication, Inc.) as a whole, (ii) the ability of the Borrower, the Guarantors, and the Swiss Guarantors to perform their obligations under this Agreement and the Pagares, or (iii) the rights and remedies of the Lenders according to this Agreement and the Pagares.

Material Adverse Effect means a material adverse effect on (a) the operations, business, condition (financial or otherwise) or prospects of any Relevant Party; (b) the Liens in favor of the Offshore Collateral Agent or the Onshore Collateral Agent, (c) the ability of any Agent or any Secured Party to enforce its rights and remedies under any Loan Document, or (d) the ability of (A) any Relevant Party to perform its obligations under any Loan Document to which it is a party, or (B) any Relevant Party to perform its material obligations under any Project Agreement to which it is a party; provided, that upon termination of the AICM Concession as a result of the commencement of commercial operations of the New Airport, the events described in clauses (a) through (d) above, as they relate to the Existing Airport, the TUA 1 and the AICM Sponsor, shall cease to constitute a Material Adverse Effect.

Examples of Material Adverse Effect in a sentence

• The Borrower has timely filed or caused to be filed all tax returns and reports required to have been filed and has paid or caused to be paid all Taxes required to have been paid by it, except (x) Taxes that are being contested in good faith by appropriate proceedings and for which the Borrower has set aside on its books adequate reserves to the extent required by GAAP or (y) to the extent that failure to do so could not reasonably be expected to result in a Material Adverse Effect.

• Each of the Borrower and Holdings is in compliance with all indentures, agreements and other instruments binding upon it or its property, except for any such non-compliance that, individually or in the aggregate, could not reasonably be expected to result in a Material Adverse Effect.

• The Borrower will comply with all laws, rules, regulations and orders of any Governmental Authority applicable to it or its property, except where the failure to do so, individually or in the aggregate, could not reasonably be expected to result in a Material Adverse Effect.

• The Borrower is in compliance with all laws, regulations and orders of any Governmental Authority applicable to it or its property, except for any such non-compliance that, individually or in the aggregate, could not reasonably be expected to result in a Material Adverse Effect.

• No litigation, investigation or proceeding of or before any arbitrator or Governmental Authority is pending or, to the knowledge of any Originator, threatened by or against any Group Member or against any of their respective properties or revenues (a) with respect to any of the Transaction Documents or any of the transactions contemplated hereby or thereby or (b) that could reasonably be expected to have a Material Adverse Effect.

• During the period from March 29, 2008, to and including the date hereof, there has been no Disposition by any Group Member of any material part of its business or property that could reasonably be expected to result in a Material Adverse Effect.

• The Borrower has disclosed to the Lenders all agreements, instruments and corporate or other restrictions to which it is subject, and all other matters known to it with respect to itself, its Affiliates and its and its Affiliates’ businesses and properties, that, individually or in the aggregate, could reasonably be expected to result in a Material Adverse Effect, provided that no representation is made with respect to any matters involving the Company and its Affiliates.

• The Borrower has disclosed to the Lenders (a) all agreements, instruments and corporate or other restrictions to which it is subject and (b) all other matters known to it that, in the case of both clauses (a) and (b) above, individually or in the aggregate could reasonably be expected to result in a Material Adverse Effect.

• If on the date after the signing of this Credit Line Agreement occurs any act or circumstance that, in the Xxxxx’ Majority reasonable judgement and opinion, could have a Material Adverse Effect.

• As of the Closing Date, there is not a fact known by DRP, which has not been disclosed to the AGENT, and that could bring as a result a Material Adverse Effect on DRP.

More Definitions of Material Adverse Effect

Material Adverse Effect a material adverse effect on (a) the Purchased Interests, (b) the business, assets, property, operations or condition (financial or otherwise) of Sanmina-SCI, the Originators and their Subsidiaries, taken as a whole, or (c) the validity or enforceability of any of the Transaction Documents or the rights and remedies of the Administrative Agent or the Purchasers thereunder.

Material Adverse Effect. Any event or condition that originates a substantial adverse effect on (i) DRP, DRR and/or its Affiliates, the latter being regarded as (the Affiliates) in conjunction with DRP and/or DRR, business, condition (financial or other), operations or properties (ii) the ability of the AGENT and/or the Xxxxx to exercise the rights and remedies given to them by virtue of the Financing Documents, or (iii) the ability of DRP, DRR and/or its Affiliates, the latter regarded as (the Affiliates) in conjunction with DRP and/or DRR, to comply with their obligations under this Credit Line Agreement or under any Financing Documents. Events of Default: The circumstances mentioned in Clause Twelve of this Credit Line Agreement, which originate the consequences mentioned in Clause Thirteen of this Credit Line Agreement.

Material Adverse Effect means a material adverse effect on (a) the business, condition (financial or otherwise), operations, performance, properties or 8 MIAMI 980072 (2K) Xxx,(XXXX XX..X , 0<&) Xx- Xx:/XX &(/. ,0 ,0' ~,;;;;:~~ 1 {o .9 v ~'(.;1'; (,Sl § a! ~}~,~::.---~--. (0 prospects of the Borrower or the Borrower and its Subsidiaries taken as a w ' leoo~;·tf'((\~ tl& ~ » (b) the ability of the Borrower to perform its obligations under any Transac n 1'\ tIt <"~t kL.~.L·---"' (] Document. ",.---- i:" :;

Material Adverse Effect means any event or circumstance (or a combination of events and circumstances) that might occur or come to light after the Date of Signature, and that, requiring prior agreement by the Fund in order to be invoked:(i)would or foreseeably could have a Material ​ ​ ​ ​ Adverse Change on the financial position, solvency, business, assets, goods or rights of any of the Beneficiaries or Guarantors, or the Group viewed as a whole; or(ii)would or foreseeably could adversely affect the capacity of the Borrower or the remaining Beneficiaries and Guarantors to fulfil the obligations entered into by them under the Agreement and the other Financial Documents; or(iii)would or foreseeably could cause any of the Financial Documents or any of the rights granted thereby to the Fund, including, without being confined to, the Guarantees given at any given time in favour of the Fund, to become unlawful, invalid, ineffective or unenforceable vis-à-vis the Beneficiaries and Guarantors.(iv)cause this Agreement and/or any of the remaining Financial Documents to become unlawful, invalid, ineffective or unenforceable vis-à-vis any of the Beneficiaries or Guarantors.

Material Adverse Effect means any act, fact, or omission that, in the reasonable opinion of the Bank, affects or may significantly and negatively affect: (i) the business, assets, operations, or financial or other condition of the Customer; and/or (ii) the Customer's ability to meet any of its obligations. "Account Statements" or "Extracts," shall have the meaning given to it in Section 7. "Expiration Date," shall have the meaning given to it in Section 8.1. "Taxes," means any contributions (including without limitation, value added taxes, sales taxes, and the like), charges, duties, deductions, expenses, taxes on documents or transactions, stamps, or any other obligation or transacciones, sellos, o cualesquier otra obligación o retención (junto con sus intereses, actualizaciones, penalizaciones, multas y gastos) relacionados con las Comisiones, las Cuentas o a los Servicios (incluidos los pagos o abonos a una Cuenta), salvo cuando éstos sean impuestos a la utilidad neta del Banco. withholding (along with their interests, updates, penalties, fines and expenses) related to the Commissions, the Accounts or the Services (including payments or credits to an Account), except when these are taxes on the Bank's net income.