definiens: means the following, as applied only to the entirety of that part of Forty Seven ’s businessthat exercises all of the rights granted under this Agreement : ( A)acquisition of ownership — directly or indirectly, beneficially or of record — by any non - Affiliate third person orgroup ( within the meaning of the Exchange Act and the rules of the SEC or equivalent body under a differentjurisdiction ) of the capital stock of Forty Seven representing 50 % or more of either the aggregate ordinaryvoting power or the aggregate equity value represented by the issued and outstanding capital stock of FortySeven ; and/or ( B)sale of all or substantially all Forty Seven ’s assets and/or business in one transaction or in a series ofrelated transactions to a non - Affiliate third party;provided, however, that in no event shall the sale of equityor other securities for the primary purpose of financing Forty Seven be a Change of Control.2.6 means any product or part of a product, the manufacture, use, sale or importation of whichwould, but for the license granted by [COMPANY] in the license agreement, infringe, induce infringement or contributeto infringement of a Valid Claim