definiens: ( as those terms are used within the meaning of Section 13(d)(3 ) of the Exchange Act, which meanings shall apply for all purposes of this Agreement ), directly or indirectly, through one or more intermediaries or otherwise ; i ) acquire, offer or propose to acquire, or agree to acquire, by purchase or otherwise, any securities entitled to, or that may be entitled to, vote generally in the election of [COMPANY] 's Board of Directors ( collectively, ) or any direct or indirect rights or options to acquire ( through purchase, exchange, conversion or otherwise ) any Voting Securities ; ii ) make, or in any way participate in, any of ( as such terms are defined or used in Regulation 14A of the Exchange Act ) with respect to the Voting Securities ( including b y the execution of action by written consent ), seek to advise, encourage or influence any person or entity with respect to the voting of any Voting Securities or demand a copy of [COMPANY] 's stock ledger, lis t of its stockholders, or other books and record ; iii ) participate in, encourage or support any person ( or the formation of any group ) which owns or seeks or offers to acquire beneficial ownership of securities of [COMPANY] or rights to acquire such securities or which seeks or offers to affect control of [COMPANY] or for the purpose of circumventing any provision of this Agreement ; or iv ) otherwise act, alone or in concert with others ( including by providing financing for another person ), to seek or offer to control or influence, in any manner, the management, Board of Directors or policies of [COMPANY] ; or seek, alone or in concert with others, representation on the Board of Directors of [COMPANY] or seek the removal of any member of the Board of Directors