definiens: means any group formed for the purpose of acquiring, holding, voting or disposing of securities of Sterite ch that would be required under the Securities Exchange Act of 1934, as amended ( the ), and the rules and regulations promulgated thereunder, to file a statement on Schedule 13D with the ( United States Securities Exchange Commission ) as a within the meaning of Section 13(d)(3 ) of the Exchange Act if such group beneficially owned sufficient securities to require such a filing . All of the provisions of this Section 4.3 shall be reinstated and shall apply in full force according to their terms in the event that : ( x ) if the preceding provisions of this Section 4.3 shall have terminated as a result of a tender offer, such tender offer ( as originally made or as extended or modified ) shall have terminated ( without closing ) prior to the commen cement of a tender offer by [COMPANY] or any of its Affiliates that would have been permitted to be made pursuant to the preceding provisions of this paragraph as a result of such third -party tender offer, ( y ) any tender offer by [COMPANY] or any of its Affiliat es ( as originally made or as extended or modified ) that was permitted to be made pursuant to the preceding provisions of this paragraph shall have terminated ( without closing ), or ( z ) if the preceding provisions of this Section 4.3 shall have terminated as a result of a Board determination referred to in the preceding clause ( ii ), the Board shall have determined not to take any of such actions ( and no such transaction considered by the Board shall have closed ) prior to the commencement of a tender offer by [COMPANY] or any of its Affiliates that would have been permitted to be made pursuant to the preceding provisions of this paragraph as a result of the initial Board determination referred to in the preceding clause ( ii ), unless prior to such Board determinati on not to take any of such actions, any of the events described in the preceding clause ( i ) shall have occurred . Upon reinstatement of the provisions of this Section 4.3, the preceding provisions of this paragraph shall continue to govern ( including, witho ut limitation, those that provide for the termination of the preceding provisions of this Section 4.3 ) in the event that any of the events described in the preceding clauses ( i ) or ( ii ) shall occur . Upon the closing of any tender offer for, or acquisition by [COMPANY] or its Affiliates of, any securities of Steritech or rights or options to acquire any such securities that would have been prohibited by the preceding provisions of this Section 4.3 but for the provisions of this paragraph, all provisions of this Section 4.3 shall terminate