definiens: of a Party shall mean ( i ) any consolidation or merger of such Party with or into any other corporation or other entity or person, or any other corporate reorganization, in which the capital stock of Party immediately prior to such consolidation, merger or reorganization, represents less than fifty percent ( 50 % ) of the voting power of the surviving entity ( or, if the surviving entity is a wholly owned subsidiary, its parent ) immediately after such consolidation, merger or reorganization ; or ( ii ) any transaction or series of rel ated transactions to which such Party is a party in which more than fifty percent ( 50 % ) of such Party ’s voting power is transferred to a third party ; or ( iii ) the consummation of a sale of all or substantially all of the assets of such Party in any transaction or series of related transactions, other than a sale of all or substantially all of the assets of such Party to an entity, more than fifty percent ( 50 % ) o f the combined voting power of the voting securities of which are owned by shareholders of such Party in substantially the same proportions as their ownership of Party immediately prior to such sale