definiens: ( as such term is defined in Rule 16a-1 of the 1934 Act ): ( i ) has been an officer, director or shareholder of any significant supplier or customer of the Company, orof any company which holds, directly or indirectly, 50 % or more of the outstanding shares of any such supplier orcustomer, provided, however, that the ownership of securities representing not more than 1 % of the outstandingvoting power of any supplier or customer, and which are listed on any national securities exchange or traded activelyin the national over - the - counter market, shall not be deemed to be a as long as the person owning suchsecurities has no other connection or relationship with such supplier or customer ; ( ii ) is a party to or directly or indirectly interested in any license, partnership or alliance agreement withthe Company or any of its Subsidiaries ; 42 ( iii ) owns, directly or indirectly, in whole or in part, or has any other interest in any tangible or intangibleproperty which the Company or any of its Subsidiaries uses or has used in the conduct of its business or otherwise(except for any such ownership or interest resulting from the ownership of securities in a public company ) ; or ( iv ) has outstanding any indebtedness to the Company or any of its Subsidiaries