definiens: means any inquiry, proposal or offer ( whether in writing or otherwise ) fromany Person or ( as defined in Section 13(d ) of the Exchange Act ), other than Parent and its Subsidiaries, relating to any ( A ) direct or indirect acquisition ( whether in a single transaction or a series of related transactions ) ofassets of the Company or any of the Company Subsidiaries ( including securities of the Company Subsidiaries ) equalto more than 15 % of the Company ’s consolidated assets or to which more than 15 % of the Company ’s revenues orearnings on a consolidated basis are attributable, ( B ) direct or indirect acquisition ( whether in a single transaction or aseries of related transactions or by merger, consolidation or otherwise ) of more than 15 % of any class of equitysecurities of the Company or any Company Subsidiaries or ( C ) tender offer or exchange offer that if consummatedwould result in any Person or ( as defined in Section 13(d ) of the Exchange Act ) beneficially owning more than15 % of any class of equity securities of the Company or any Company Subsidiaries or of any resulting parentcompany of the Company, other than the Transactions