definiens: means, other than the transactions contemplated by this Agreement, any Third Partyoffer, proposal or inquiry relating to, or any Third Party indication of interest in, ( i ) any acquisition, purchase orexclusive license, directly or indirectly, of 15 % or more of the consolidated assets of the Company and itsSubsidiaries or 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 of the Company,(ii ) any tender offer or exchange offer that, if consummated, would result in such Third Party beneficially owning 15%or more of any class of equity or voting securities of the Company or any of its Subsidiaries whose assets, individually or in the aggregate, constitute 15 % or more of the consolidated assets of the Company, or ( iii ) a merger, consolidation, share exchange, business combination, reorganization, recapitalization, liquidation, dissolution or othersimilar transaction involving the Company or any of its Subsidiaries whose assets, individually or in the aggregate, constitute 15 % or more of the consolidated assets of the Company