Adverse Consequence definition

Adverse Consequence means any loss, Liability, claim, damage (including incidental and consequential damages), expense (including costs of investigation and defense and reasonable attorneys’ fees) diminution of value, or costs of cleanup, containment, or other remediation, whether or not involving a third-party claim.

Adverse Consequence means all actions, suits, proceedings, hearings, investigations, charges, complaints, claims, demands, injunctions, judgments, orders, decrees, rulings, damages, dues, penalties, fines, costs, amounts paid in settlement, liabilities, obligations, Taxes, liens, losses, expenses and fees, including, but not limited to, court costs, arbitral costs, costs of investigation, and attorneys' fees.

Adverse Consequence means a Change of Law that prohibits, invalidates, renders unenforceable or otherwise materially adversely affects a party's rights or obligations hereunder.

Examples of Adverse Consequence in a sentence

• Notwithstanding any other provision of this Agreement, if during the term hereof any Change of Law results in an Adverse Consequence, the External Entity hereby agrees to cooperate with TGMC in good faith in making reasonable revisions to this Agreement in order to avoid such Adverse Consequence(s).

• The indemnification provisions of this Agreement will be enforceable regardless of whether the Adverse Consequence for which indemnification is sought is based on past or future acts, claims or Laws, and regardless of whether the party against whom indemnification is sought alleges or proves the sole or concurrent negligence, gross negligence, strict liability or vicarious liability of the party seeking indemnification.

• Notwithstanding any other provision of this Agreement, if during the term hereof any Change of Law results in an Adverse Consequence, the External Entity hereby agrees to cooperate with TRMC in good faith in making reasonable revisions to this Agreement in order to avoid such Adverse Consequence(s).

• Neither the consummation nor the performance of any of the Contemplated Transactions will, directly or indirectly (with or without notice or lapse of time), Contravene, or cause Buyer to suffer any Adverse Consequence under, (a) any applicable Law, Order or Governmental Authorization, or (b) any Law or Order that has been published, introduced or otherwise proposed by or before any Governmental Body.

• If, during the Term of this Agreement, any Change of Law results in an Adverse Consequence, the Parties shall cooperate and make good faith efforts to revise this Agreement in order to reasonably mitigate such Adverse Consequence(s).

More Definitions of Adverse Consequence

Adverse Consequence means (a) a violation of a statute, rule, regulation or governmental administrative policy applicable to a Member of a U.S. federal or state or non-U.S. governmental authority that is reasonably likely to have a material adverse effect on a Portfolio Company or any Affiliate thereof or on the Fund, the Adviser or any of their respective Affiliates or on any Member or any Affiliate of any such Member or (b) an occurrence that is reasonably likely to subject a Portfolio Company, the Fund, the Adviser any Member or any of their respective Affiliates to any material regulatory requirement or burdensome filing requirement to which it would not otherwise be subject, or that is reasonably likely to materially increase any such regulatory requirement beyond what it would otherwise have been.

Adverse Consequence means that it prohibits, restricts, limits or otherwise affects either party’s rights or obligations hereunder in a material manner or otherwise makes it desirable for either party to restructure the relationship established hereunder because of material legal, accreditation or financial consequences expected to result.

Adverse Consequence means any forced conversion or disposition, disproportionate dilution or loss or revocation of any right of the Series G Preferred; provided that none of the following shall be deemed to be an Adverse Consequence: (a) simple pro rata economic or voting dilution, or (b) a down-round financing in which holders of Series G Preferred receive the weighted-average anti-dilution price protection afforded to the holders of Series G Preferred pursuant to the Charter.

Adverse Consequence means any loss, Liability, claim, damage (including incidental and consequential damages), expense (including costs of defense and reasonable attorneys’ fees) diminution of value, or costs of cleanup, containment, or other remediation, whether or not involving a third party claim.

Adverse Consequence means (i) the loss of qualification of a Stock Option for special treatment under Rule 16b-3 or the commencement of a new holding period under such rule; (ii) the disqualification of a Stock Option as an Incentive Stock Option or the repricing of such Stock Option; or (iii) the Company's inability to claim the Section 162(m) Exception with respect to a Stock Option or the repricing of such Stock Option.

Adverse Consequence shall have the meaning specified in Section 6.15(b).

Adverse Consequence means all actions, suits, proceedings, hearings, investigations, charges, complaints, claims, demands, Orders, decrees, rulings, damages, dues, penalties, fines, costs, amounts paid in settlements, liabilities, obligations, taxes, liens, losses, expenses, and fees, including court costs and reasonable attorneys' fees and expenses.