definiens: or ( as such terms are defined below ) ( i ) becomes the ( as defined below, except that a or shall be deemed to have of all shares ofcapital stock or other equity interests if such person or group has the right to acquire, whethersuch right is exercisable immediately or only after the passage of time ), directly or indirectly, ofshares of capital stock or other interests ( including partnership interests ) of such Party thenoutstanding and normally entitled ( without regard to the occurrence of any contingency ) to vote inthe election of the directors, managers or similar supervisory positions ( ) of suchParty representing fifty percent ( 50 % ) or more of the total voting power of all outstanding classesof Voting Stock of such Party, or ( ii ) acquires the power, directly or indirectly, to elect a majority ofthe members of the Party ’s board of directors or similar governing body ( ) ; 1.23.2