definiens: means any change, effect, event, occurrence, state of facts or development thatindividually or in the aggregate would be expected to result in, or has resulted in, any change or effect, that ismaterially adverse to the Compound or the Assets ; provided, that the term specifically excludes any material adverse effect caused by, arising out of or related to : ( a ) effectsreasonably attributable to conditions affecting the pharmaceutical product market generally or the markets inwhich the Compound competes, so long as the effects do not disproportionately impact the Compound or theAssets, ( b ) effects relating to the general, national, regional or local economic or financial conditions in theTerritory or in any other jurisdiction in which [COMPANY] or any of its Affiliates has operations or conducts business, so long as the effects do not disproportionately impact the Compound or the Assets, ( c ) changes in LegalRequirements, ( d ) the failure to achieve any financial or operational targets, projections or milestones set forthin any business plan or budget, ( e ) * * * Confidential Treatment Requested the execution or announcement of this Agreement or the consummation of the transactions contemplatedhereby, or ( f ) any act of civil unrest, war or terrorism