definiens: means any change or effect that is materially adverse to the Business, thePurchased Assets and/or the Assumed Liabilities, taken as a whole, but shall exclude any change, effect orcircumstance resulting or arising from : ( a ) the announcement of or consummation of the Transactions, ( b ) events, circumstances, changes or effects that generally affect the industries in which Seller operates, so long as suchevents, circumstances, changes or effects do not affect the Business, the Purchased Assets and/or the AssumedLiabilities in a materially disproportionate manner from other pharmaceutical products marketed pursuant to 21 CFR314 Subpart H, ( c ) general economic or political conditions or events, circumstances, changes or effects affecting theBusiness, the Purchased Assets and/or the Assumed Liabilities generally, so long as such events, circumstances, changes or effects do not affect the Business, the Purchased Assets and/or the Assumed Liabilities in a materiallydisproportionate manner from other pharmaceutical products marketed pursuant to 21 CFR 314 Subpart H,(d ) changes caused by a material worsening of current conditions caused by acts of terrorism or war ( whether or notdeclared ) occurring after the Execution Date, and/or ( e ) any changes in Law so long as such changes do not affectthe Business, the Purchased Assets and/or the Assumed Liabilities in a materially disproportionate manner fromother pharmaceutical products marketed pursuant to 21 CFR 314 Subpart H