definiens: shall mean : ( a ) a consolidation or merger of Buyer which results in the stockholders of Buyer immediately prior to the transactionowning less than a majority of the equity or voting power of the surviving entity, ( b ) the sale, transfer or lease of all or substantially all of Buyer ’s assets,(c ) the grant of an exclusive license to all or substantially all of Buyer ’s intellectual property that is used to generate all or substantially all of Buyer’srevenues, ( d ) any sale of all or substantially all of Buyer ’s equity or any other transaction which results in the stockholders of Buyer immediately prior tothe transaction owning less than a majority of the equity or voting power of the surviving entity but not including any transaction or series of transactionsprincipally for bona ﬁde equity ﬁnancing purposes in which cash is received by Buyer or indebtedness of Buyer is cancelled or converted ( or acombination thereof ), or ( e ) a liquidation, dissolution or winding up of Buyer