definiens: means a change that has a materialadverse effect on ( i ) the business, operations, or financial condition of Apellis, ( ii ) prospect ofpayment of the Approval Payments by Apellis, or ( iii ) the development of the Product for PNHor prospects for Regulatory Approval of the Product for PNH ; provided, however, that none ofthe following shall constitute, or shall be considered in determining whether there hasoccurred, a Material Adverse Event : ( a ) changes in laws or regulations or in the interpretationsor methods of enforcement thereof ; ( b ) changes in the9 pharmaceutical or biotechnology industries in general ; ( c ) any earthquakes, hurricanes, tsunamis, tornadoes, floods, mudslides, wildfires or other natural disasters, weatherconditions, sabotage, terrorism, military action or war ( whether or not declared ) or other forcemajeure events in the US or any other country or region in the world ; or ( d ) any changes withrespect to any product or product candidate of any Third Party or with respect to any productcandidate of Apellis for any indication other than the Product for PNH and ophthalmology, which, in each case, does not have a materially disproportionate impact on Apellis comparedto similarly situated competitors operating in the pharmaceutical or biotechnology industries