Material Problem definition

Material Problem means a material problem in a manufacturing or processing facility which (i) is unrelated to changes in Law, any attack, terrorist activity, vandalism, or act of public enemies, unfavorable weather conditions, or interruptions in utilities, (ii) is reasonably likely to result in a Consolidated Business Plan Deviation or a Consolidated EBITDA Default, and (iii) results in damages that are not at least eighty percent (80%) covered by insurance proceeds actually received by such affected Person.
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Material Problem means a problem with the Expansion Land itself which would make it commercially unreasonable for Landlord to acquire the Expansion Land, such as a material title problem which is not curable on or before the closing (e.g., lis pendens), environmental problems (e.g., groundwater contamination), and changes in zoning or building ordinances which would materially interfere with the construction of the Expansion Premises as outlined in Exhibit K. If any Material Problem arises during a due diligence period available to Landlord with respect to the Expansion Land, Landlord shall immediately notify Tenant of such Material Problem by telephone and in writing. Tenant shall have the right, at Tenant's option, to work with Landlord to determine whether or not a reasonable cure for such Material Problem can be effected at no cost or expense to Landlord. Landlord shall cooperate with Tenant to effect such reasonable cure and shall not disapprove any cure proposed by Tenant which is commercially reasonable and can be effected on or before the expiration of Landlord's due diligence period (as it may be extended as set forth hereafter). If Tenant so requests, Xxxxxxxx will request an extension of any such due diligence period. If the seller of the Expansion Land requires the payment of a fee or an increased purchase price as a condition to granting an extension to the due diligence period, Landlord will not be required to agree to such condition unless Tenant agrees to pay such fee or such increased purchase price. Landlord and Tenant agree to use the procedures, appraisal process and time frames outlined on Exhibit C for the Expansion Premises. If Landlord is not Prime West Development, Inc., Landlord may retain a developer for the construction of the Expansion Premises, which developer shall work directly with Tenant subject to the written direction and approval of the Landlord. The Base Rental Rate for the Expansion Premises shall be calculated in the same manner, using the same methods as the Base Rental Rate for the Premises as described in Exhibit J. Exhibits E and H shall be applicable to the Expansion Premises. The time frames for the Construction Date, the Financing Contingency, and defined dates for construction and completion shall be calculated for the Expansion Premises using the same time frames as presently set forth in the Lease. Tenant acknowledges that the Landlord's option price for the Expansion Land is $4.00 per square foot and escalates by five perc...
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Material Problem means: (i) the Healer’s Healerverse Rating Scale drops below three stars from Seekers who are confirmed to have used the Healer’s Services;
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Examples of Material Problem in a sentence

  • Healerverse may terminate this Agreement and any active Healerverse Healer Account for cause, after 10 days written notice sent to the Healer about a Material Problem if the Material Problem is not addressed or remedied upon expiration of the 10 days.

  • If Healer’s account or its ability to book new appointments has been suspended for more than 30 days and Healer has still failed to pay the Cancellation Invoice(s), then it will be considered a Material Problem and resolved accordingly as outlined in Section 4.3.

Related to Material Problem

  • Material Project means the construction or expansion of any capital project of the Borrower or any of its Subsidiaries, the aggregate capital cost of which exceeds $25,000,000.

  • Material Property means all Real Property owned in fee in the United States by any Credit Party, in each case, with a fair market value of $7,425,000 (as determined by the Borrower in good faith) or more, as determined (i) with respect to any Real Property owned by any Credit Party on the Closing Date, as of the Closing Date, and (ii) with respect to any Real Property acquired by a Credit Party after the Closing Date, as of the date of such acquisition.

  • Material Properties means the material mineral properties and projects of the Corporation and Subsidiaries, more particularly set out in Schedule “B” hereto (which schedule is incorporated into and forms part of this Agreement), including, without limitation, the material mineral properties known as the Twangiza, Lugushwa, Namoya and Kamituga deposits, and each a “Material Property”;

  • Material Plan means at any time a Plan or Plans having aggregate Unfunded Liabilities in excess of $25,000,000.

  • material hoist means a hoist used to lower or raise material and equipment, excluding passengers; "medical certificate of fitness" means a certificate contemplated in regulation 7(8);

  • Material Project Documents means, collectively, the Power Purchase Agreement, the EPC Contract, the Transmission Facilities Construction Agreement, the O&M Agreement, the Coal Supply Agreements, the Coal Transportation Agreement and all other instruments, agreements or other documents arising from or related to the Project, but shall not include any Financing Agreement.

  • Material Permit shall have the meaning ascribed to such term in Section 3.1(n).

  • Material Compliance Matter has the same meaning as the term defined in Rule 38a-1, and includes any compliance matter that involves: (1) a violation of the federal securities laws by Distributor (or its officers, directors, employees, or agents); (2) a violation of Distributor's Rule 38a-1 policies and procedures; or (3) a weakness in the design or implementation of Distributor's Rule 38a-1 policies and procedures.

  • Material Defect As defined in Section 2.02(c) hereof.

  • Material Loss means an uninsured:

  • Material Related Party Transaction means a transaction with a related party if the transaction / transactions to be entered into individually or taken together with previous transactions during a financial year, exceeds ten percent of the annual consolidated turnover of the company as per the last audited financial statements of the company.

  • Adverse reaction means an unexpected outcome that threatens the health or safety of a patient as a result of a medical service, nursing service, or health-related service provided to the patient.

  • Material Casualty has the meaning set forth in Section 14.1.1.

  • Material Related Party Transactions means any transaction/transactions to be entered into individually or taken together with previous transactions during a financial year exceeds 10% of the annual consolidated turnover of the Company as per the last audited financial statements of the Company.

  • Material Deviation refers to any contents or characteristics of the proposal that is significantly different from an essential aspect or requirement of the RFP, and : (i) substantially alters the scope and quality of the requirements; (ii) limits the rights of UNDP and/or the obligations of the offeror; and (iii) adversely impacts the fairness and principles of the procurement process, such as those that compromise the competitive position of other offerors.

  • Material Financial Relationship means a relationship in which one person is a recipient of any kind of payment such as by way of a loan or gift during the immediately preceding twelve months, equivalent to at least 25% of such payer’s annual income but shall exclude relationships in which the payment is based on arm’s length transactions.

  • Material Litigation is defined in Section 6.7.

  • Material Permits shall have the meaning ascribed to such term in Section 3.1(m).

  • Material and substantial disruption of a normal school activity means:

  • The Material/ Product means all the materials along with the accessories which the contractor is required to supply to the Bank under the Contract.

  • Material Document Defect As defined in Section 2.03(a) of this Agreement.

  • Material Action means to consolidate or merge the Company with or into any Person, or sell all or substantially all of the assets of the Company, or to institute proceedings to have the Company be adjudicated bankrupt or insolvent, or consent to the institution of bankruptcy or insolvency proceedings against the Company or file a petition seeking, or consent to, reorganization or relief with respect to the Company under any applicable federal or state law relating to bankruptcy, or consent to the appointment of a receiver, liquidator, assignee, trustee, sequestrator (or other similar official) of the Company or a substantial part of its property, or make any assignment for the benefit of creditors of the Company, or admit in writing the Company's inability to pay its debts generally as they become due, or take action in furtherance of any such action, or, to the fullest extent permitted by law, dissolve or liquidate the Company.

  • Material Group Company means the Issuer or a Subsidiary representing more than 10.00 per cent. of either (i) the total assets of the Group on a consolidated basis (for the avoidance of doubt, excluding any intra-group transactions) or (ii) the EBITDA of the Group on a consolidated basis according to the latest Financial Report.

  • Material Company means, at any time:

  • material relationship means one actually known of a personal, familial or business nature between the Broker and affiliated licensees and a client which would impair their ability to exercise fair judgment relative to another client.