definiens: s hall mean ( a ) any acquisition by way of a merger, consolidation, stock purchase, tender offer, reorga nization or any other transaction or series of rela ted transactions in which the holders of [COMPANY] ’s outstanding voting power immediately prior to such transaction or series of related transactions do no t, immediately after such transaction or series of related transactions, own a majority of the outstanding vot ing power of the successor entity immediately upon completion of such transaction or series of related transactions, or ( b ) [COMPANY] sells all or subs tantially all of its assets and holders of [COMPANY] ’s outs tanding voting power immediately prior to such transaction do not, immediately after such transact ion, own a majority of the outstanding voting power of the purchasing entity immediately upon completion o f such transaction . ” 4 . Amendment to Section 6.1 . Section 6.1 ( Term of t he Agreement ) is deleted and replaced with the foll owing : “ 6.1 Term of the Agreement This Agreement shall commence on the Effective Date and, subject to early termination pursuant to Section 6.2, shall continue in force through July 2 0, 2015 ( the ) . ” 5 . General . This Amendment forms part of and is sub ject to the terms and conditions of the Agreement ; however, the terms of this Amendment shall prevail to the ex tent of any conflict or inconsistency between the t erms of this Amendment and the Agreement . Except as specifically amended pursuant to the foregoing, the Agreement s hall continue in full force and effect in accordance wit h the terms in existence as of the date of this Ame ndment