definiens: means, other than the transactions contemplated by this Agreement, any ThirdParty offer, proposal or inquiry relating to, in a single transaction or a series of related transactions, ( i ) anyacquisition or purchase, direct or indirect, of assets representing 15 % or more of the consolidated assets, revenuesor net income of the Company, or 15 % or more of any class of equity or voting securities of the Company or any ofits Subsidiaries whose assets, individually or in the aggregate, constitute 15 % or more of the consolidated assets, revenue or net income of the Company, ( ii ) anytender offer ( including a self - tender offer ) or exchange offer that, if consummated, would result in any Third Partybeneficially owning 15 % or more of any class of equity or voting securities of the Company or any of its Subsidiarieswhose assets, individually or in the aggregate, constitute 15 % or more of the consolidated assets, revenues or netincome of the Company, ( iii ) a merger, consolidation, share exchange, business combination, sale of substantially allof the assets, reorganization, recapitalization, liquidation, dissolution or other similar transaction involving theCompany or any of its Subsidiaries whose assets, individually or in the aggregate, constitute 15 % or more of theconsolidated assets, revenues or net income of the Company, or ( iv ) any combination of the foregoing