definiens: means, with respect to a Party, any of the following events : ( a ) any Competitive Company or group of Third Parties that include as one or more of their parties any Competitive Company, acting in concert becomes the beneficial owner, directly or indirectly, of more than fifty percent ( 50 % ) of the total voting power of the capital stock then outstanding of such Party normally entitled to vote in elections of directors ; ( b ) any Third Party other than a Competitive Company ( or group of Third Parties acting in concert not including as one or more of their parties any Competitive Company ) becomes the beneficial owner, directly or indirectly, of more than fifty percent ( 50 % ) of the total voting power of the capital stock then outstanding of such Party normally entitled to vote in elections of directors ; ( c ) such Party consolidates with or merges into another corporation or entity, or any corp oration or entity consolidates with or merges into such Party, in either event pursuant to a transaction or series of related transactions following which more than fifty percent ( 50 % ) of the total voting power of the capital stock outstanding of the survi ving entity, or its ultimate parent entity, normally entitled to vote in elections of directors is not held by Persons who held the outstanding shares of such Party immediately preceding such consolidation or merger ; or ( d ) such Party conveys, transfer s, leases or assigns all or substantially all of ( i ) its rights under this Agreement, or ( ii ) its assets related to this Agreement to any Third Party, whether resulting from merger, acquisition, consolidation, or otherwise