definiens: shall mean, with respect to GUILFORD or any Resulting Entity, as the case may be, ( i ) an event whereby any Group becomes a Controlling Group, ( ii ) the sale, lease or other transfer of all or substantially all of GUILFORD 's and/or any Resulting Entity 's assets to any third party ( other than as a result of GUILFORD 's financing sources exercising rights after default in connection with the collateral provided by GUILFORD in connection with its financing arrangements for this transaction ), or ( iii ) the sale, lease, license or other transfer of the NDA, the Trademark, or the Assigned Patents ( each, if sold, leased, licensed or otherwise transferred, a ) or the Supply Agreement to any third party ( other than to an Affiliate of GUILFORD to the extent permitted under Section 17.1 or as a result of GUILFORD 's financing sources exercising rights after default in connection with the collateral provided by GUILFORD in connection with its financing arrangements for this transaction )