definiens: means any event or condition that, individually or in the aggregate, results in a materialadverse effect on the Acquired Assets or the Business, taken as a whole, excluding the effects of events orconditions, either alone or in combination, resulting from or arising out of ( i ) the Chapter 11 Cases, ( ii ) the ExcludedAssets or the Excluded 48Liabilities, ( iii ) changes in general economic, financial or securities markets or geopolitical conditions, ( iv ) generalchanges or developments in macroeconomic conditions or the industries and markets in which the Business operates,(v ) the entry into this Agreement, the announcement of the Acquisition, the identity of the Purchaser or theconsummation of the transactions contemplated by this Agreement, including termination of, reduction in or similarnegative impact on relationships, contractual or otherwise, with any customers, suppliers, distributors, licensors, licensees, partners or employees of the Business, ( vi ) any actions required to be taken or omitted by the Sellersunder this Agreement or any action or omission by the Purchaser in breach of this Agreement, ( vii ) changes in ( orproposals to change ) any applicable Laws or applicable accounting regulations or principles or the enforcement orinterpretation thereof, ( viii ) any outbreak or escalation of hostilities or war or any act of terrorism or natural disaster oract of God and ( ix ) any failure of the Business to meet any budgets, plans, projections or forecasts ( internal orotherwise )