definiens: shall mean any transact ion involving : ( a ) the sale, lease, pledge or other disposition of all or any portion of the business or assets of the Seller, including the grant of any license to any Intellectual Property of the Seller ; ( b ) the issuance, sale or other disposition of ( i ) any securities of the Seller, ( ii ) any option, call, warrant or right ( whether or not immediately exercisable ) to acquire any equity interests or other securities of the Seller, or ( iii ) any security, instrument or obligation that is or may become convert ible into or exchangeable for any equity interests or other securities of the Seller ; ( c ) any merger, consolidation, business combination, membership interest exchange, reorganization or similar transaction involving the Seller ; or ( d ) any transaction simi lar to the foregoing in format or purpose, in each case with any Person other than the Purchaser