definiens: shall mean any change, event, development, circumstance or effect thathas a material adverse effect on the Purchased Assets, the Assumed Liabilities or the ability of Caraco and its Affiliates tocommercially exploit the Products or any Product ; provided, however, that none of the following shall be deemed to constitute, and none of the following shall be taken into account in determining whether there has been, a Material Adverse Effect : anychange, event, development, circumstance or effect to the extent arising from or relating to ( i ) general business or economicconditions, ( ii ) national or international political or social conditions, ( iii ) financial, banking or securities markets generally, ( iv)changes in Applicable Law, ( v ) any including, but not limited to, weather, natural disasters and earthquakes, ( vi ) achange in the competitive market for the Products or any Product, ( vii ) compliance by the Parties or any Affiliate of the Partieswith the terms of this Agreement or any other Transaction Document or ( viii ) the announcement of this Agreement or theSettlement Agreement or the transactions contemplated hereby and thereby, except, in the case of any matter referred to in any ofclauses ( i ) through ( vi ), to the extent any of the same affect the Purchased Assets, the Assumed Liabilities or the ability of Caracoand its Affiliates to commercialize the Products or any Product in a disproportionate manner relative to other participants in thepharmaceutical industry in the relevant jurisdiction or jurisdictions