definiens: means ( a ) any Law shall have been enacted, promulgated or enforced by anyGovernmental Authority of competent jurisdiction which restrains, prohibits or makes illegal the consummation of theTransactions or ( b ) any Order restraining, prohibiting or making illegal the consummation of the Transactions, whetherpreliminary or final . means, with respect to any Person, any other Person which, at the time of determination, directlyor indirectly controls, is controlled by, or is under common control with, such Person . For purposes of this definition, ( including, with correlative meanings, the terms and ), as usedwith respect to any Person, means ( a ) the possession of the power to vote 50 % or more of the securities or otherequity interests of such Person having ordinary voting power, or ( b ) the possession, directly or indirectly, of the powerto direct or cause the direction of the management and policies of such Person, whether through the ownership ofvoting securities, by Contract or otherwise