definiens: of any within the meaning of Rule 14a-1 promulgated by the SEC under the Exchange Act to vote any shares of Common Stock with respect to any matter, or beco me a in any for the election of directors with respect to SciCl one ( as such terms are defined or used in the Excha nge Act and the rules promulgated thereunder ), other th an solicitations or acting as a participant in supp ort of all of SciClone ’s nominees consistent with this Agreement ; ( ii ) purchase or cause to be purchased or otherwise acqu ire or agree to acquire beneficial ownership ( as determined under Rule 13d- 3 promulgated under the Exchange Act ) of any Common Stock or other securities issued by SciClone ; ( iii ) form, join or in any way participate in any ( within the meaning of Section 13(d)(3 ) of the Exchange Act ) with respect to the Common Stock ( other than a group comprised solely of the Sigma - Tau Group ) ; ( iv ) deposit any Common Stock in any voting trust or sub ject any Common Stock to any arrangement or agreement with respect to the vo ting of any Common Stock, other than any such voting trust, arrangement or agreement solely among the Sigma - Tau Group ; ( v ) discuss publicly the circumstances surrounding the negotiation and execution of this Agreement