definiens: of a Party means ( a ) a merger or consolidation of such Party with a Third Partythat results in the voting securities of such Party outstanding immediately prior thereto ceasing to represent at leastfifty percent ( 50 % ) of the combined voting power of the surviving entity immediately after such merger orconsolidation, or ( b ) a transaction or series of related transactions in which a Third Party, together with its Affiliates, becomes the beneficial owner of fifty percent ( 50 % ) or more of the combined voting power of the outstandingsecurities of such Party, or ( c ) the sale or other transfer to a Third Party of all or substantially all of such Party’sbusiness to which the subject matter of this Agreement relates, except in connection with the issuance of equitysecurities for financing purposes or to change the domicile of a Party ( in each case ( a)—(c ), inclusive, such ThirdParty, the )