Material Adverse Events definition

Material Adverse Events means any objective event (excluding the activities of the Parties) that has or may have a material adverse effect on the Development or Commercialization of the applicable Products, including the substantial change of Applicable Law or hindrance in Development which will or may reduce the prospect of Development or profit margin of the Commercialization of the applicable Products, in all cases the reasonable judgment of both of the Parties.
Material Adverse Events means any objective event (excluding the activities of the Parties) that has or may have a material adverse effect on or even frustrate the prospect of the Development or Commercialization of the applicable Products, including without limitation, the substantial change of Applicable Law or hindrance in Development which will or may reduce the prospect of Development or profit margin of the Commercialization of the applicable Products in the Field in the Territory, in the reasonable judgment of both of the Parties.
Material Adverse Events means the following circumstances occurring or caused due to any reason existing prior to the date when the person recommended by the Transferee holds the position of CEO of Yidian Technology: (1) the telecommunication and information service business operation license (ICP license), internet news information service license, radio and TV program production and business operation license or internet culture operation license (among other licenses and permits) relating to the major business of the Group Companies fails to remain in full force and effect (for avoidance of doubt, its failure to be timely renewed or changed due to any reason attributable to the governmental authorities shall not constitute a Material Adverse Event) or is revoked by the competent governmental authority; (2) the Group Companies are investigated or punished by any competent governmental authorities, so that their major business has been suspended for more than one month or they are ordered to stop their business operation; or (3) any acts of the Group Companies in violation of laws or regulations are subject to administrative punishments by any competent governmental authorities, and in accordance with applicable laws and regulations or the requirements for examination and approval of securities offering or audit by governmental regulatory authorities (such requirements shall be based on the documents of governmental regulatory authorities), the said administrative punishments constitute substantial obstacles to IPO and listing of Yidian Technology (except for those circumstances in respect of the above Items (1), (2) or (3) already disclosed in writing by the Transferor to the Transferee prior to March 21, 2019.)

Examples of Material Adverse Events in a sentence

  • There have not been any Material Adverse Events with respect to the Products or the Business.

  • The Member agrees to make such immediate notification by first calling the Bank’s Credit Department (at the number set forth in the Products and Solutions Guide), and then following up such call by delivering a written notice to the Bank detailing the facts and circumstances surrounding the Material Adverse Event(s).

  • Hours worked by and payment made to employees of Borrower or its Subsidiaries have not been in violation of the Fair Labor Standards Act or any other applicable law dealing with such matters, except where such violations are not Material Adverse Events.

  • Borrower shall promptly give written notice to Lender of the occurrence of any and all Material Adverse Events.

  • There shall have been no Material Adverse Events with respect to the Company Group since the date hereof.

  • There have been no Material Adverse Events since the audited consolidated financial statements of the Issuer and its subsidiaries ended as of December 31, 2022.

  • There shall have been no Material Adverse Events with respect to any member of the Company Group since the date hereof relating to the Business.

  • Company has, and will to and upon the Closing, disclosed to Parent in writing all Material Adverse Events.

  • In addition to the terms set forth herein, and in no manner imposing any limitation on such terms, if any of the Obligations under any of the Notes or the Credit Agreement or the other Loan Documents are declared to be or otherwise becomes immediately due and payable due in whole or in part to the occurrence of a Material Adverse Event(s), then Guarantor, upon demand in writing therefor by ▇▇▇▇▇▇, shall promptly pay the Guaranty Obligations to Lender.

  • Schedule A — Defined Terms Schedule 5.3 — Material Adverse Events Schedule 5.4 — Subsidiaries of the Company and Ownership of Subsidiary Equity Schedule 5.5 — Compliance with Laws, Other Instruments, Etc.