definiens: and have the meanings given such tenns under Section 13(d ) and 14(d ) of the United States Securities Exchange Act of 1934 and the tenn includes any h'TOUP acting for the purpose of acquiring, holding or disposing of securities within the meaning of Rule 13d­S(b ) ( I ) undcr the United States Securities Exchange Act of 1934, ( 8) a shall be detemlined in accordance with Rule 13<1 - 3 under the United States Securities Exchange Act of 1934, and ( C ) the tenn and shall have meanings cotrelative to that of ln no event shall the public spin - off of [COMPANY] and its A ffiliatcs ti'01n Covidien pic, as publicly announced by Covidien pic in December 201 t, constitute a Change of Control ofMallinckrodt for any purpose hereof