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 by 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, list 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 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