definiens: means a change, event, effect, development, circumstance or occurrence that ismaterially adverse to the business or condition ( financial or otherwise ) of the Company or any of its subsidiaries, taken as awhole ; provided, however, that none of the following, and no change, event or development to the extent resulting from anyof the following, shall be deemed to be, or to contribute to, or be taken into account in determining whether there has been orwill be, a Company Material Adverse Effect : ( i ) changes or developments in general economic, regulatory or politicalconditions ( including changes in Law ), or in the securities, credit, foreign exchange or financial markets in general, in eachcase to the extent such changes do not adversely affect the Company and its Subsidiaries in a substantially disproportionatemanner relative to other participants in the industries in which the Company and its Subsidiaries operate ; ( ii ) changes ordevelopments in or affecting the industry in which the Company and its Subsidiaries operate, including ( A ) changes inreimbursement rules or policies applicable to therapies researched by the Company or ( B ) changes in Law, whether generallyor in any particular jurisdiction, in each case to the extent such changes or developments do not adversely affect the Companyand its Subsidiaries in a substantially disproportionate manner relative to other participants in the industries in which theCompany and its Subsidiaries operate ; ( iii ) the failure of the Company to meet projections or forecasts, provided that theunderlying causes of such failure may be considered in determining whether there is a Company Material Adverse Effect ; or(iv ) changes in GAAP or the interpretation thereof, to the extent such changes do not adversely affect the Company and itsSubsidiaries in a substantially disproportionate manner relative to other participants in the industry in which the Companyand its Subsidiaries operate