definiens: means ( i ) the closing of the sale, transfer or other disposition of all orsubstantially all of a Party ’s assets, ( ii ) the consummation of the merger or consolidation of a Party with or intoanother entity ( except a merger or consolidation in which the holders of capital stock of such Party immediately priorto such merger or consolidation continue to hold at least fifty percent ( 50 % ) of the voting power of the capital stockof such Party or the surviving or acquiring entity ) or ( iii ) the closing of the transfer ( whether by merger, consolidationor otherwise ), in one transaction or a series of related transactions, to a person or group of affiliated persons ( otherthan an underwriter of this corporation ’s securities ), of a Party ’s securities if, after such closing, such person orgroup of affiliated persons would hold fifty percent ( 50 % ) or more of the outstanding voting stock of such Party ( orthe surviving or acquiring entity )