definiens: means an effect that is materially adverse to the Business ( including the continued conduct ofthe operation thereof in the manner currently conducted ), the Assets or the financial condition or results of operation of anyPerson, taken as a whole ; provided that none of the following will be deemed in itself, either alone or in combination, toconstitute, and none of the following will be taken into account in determining whether there has been or will be, a MaterialAdverse Effect : any adverse effect attributable to ( i ) any change in accounting principles or requirements, or any change inlaws or interpretation thereof ; ( ii conditions affecting the industry in which the Person participates, the U.S. economy as awhole or the capital markets in general or the markets in which the Person operates ; or ( iii the commencement, continuation orescalation of a war, material armed hostilities or other material international or national calamity or acts of terrorism directlyor indirectly involving the United States of America so long as in the case of clauses ( i ), ( ii ) and ( iii ), such effects do notadversely affect the Person in a disproportionate manner relative to their similarly situated participants in the industries inwhich they operate