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X1 of the MAC clause originally reads as follows: Company Material Adverse Effect means a material adverse effect on the financial condition, business, assets, or

X1 of the MAC clause originally reads as follows: "Company Material Adverse Effect" means a material adverse effect on the financial condition, business, assets, or results of operations of the Company [ZTA is defined as the Company] and its Subsidiaries, taken as a whole, excluding any effect resulting from, arising out of, or relating to: In this section of the MAC clause, Hexon's lawyers have made two key changes. When describing the "effect", Hexon has removed the word "material" and added "prospects" as an additional area that could be affected by the clause, so that the first section now reads: "Company Material Adverse Effect" means an adverse effect on the financial condition, business, assets, prospects, or results of operations of the Company [ZTA is defined as the Company] and its Subsidiaries, taken as a whole, excluding any effect resulting from, arising out of, or relating to

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