definiens: means any Change that, individually or in the aggregate with all oth er Changes, has had or could reasonably be expected to have a material adverse effect on the business, as sets, liabilities, capitalization, condition ( financial o r other ), or results of operations of the Company a nd the Subsidiaries, taken as a whole, other than any Chan ge to the extent resulting from ( a ) Changes in the United States economy in general, so long as such changes do not disproportionately affect the business of th e Company and the Subsidiaries taken as a whole, and ( b ) Chan ges in the industry in which the Company and the Subsidiaries operate, so long as such Changes do no t disproportionately affect the business of the Com pany and the Subsidiaries, taken as a whole . For the avoidan ce of doubt, the parties agree that the terms and as used in this Agre ement with an initial lower case shall have the ir respective customary and ordinary meanings, without regard to the meaning ascribed to Company Material Adverse Effect