definiens: means any of the following events : ( a ) any Third Party ( or group of ThirdParties acting in concert ) becomes the beneficial owner, directly or indirectly, of more than fifty percent ( 50 % ) of the total voting power of the stock thenoutstanding of a Party normally entitled to vote in election of directors(however, for DEBIOPHARM any change of control within the familymembers of the current beneficial owner shall not be considered as a Changeof Control ) ; ( b ) a Party consolidates with or merges into another corporationor entity, or any corporation or entity consolidates with or merges into aParty, in either event pursuant to a transaction in which more than fifty percent(50 % ) of the total voting power of the stock outstanding of the survivingentity normally entitled to vote in elections of directors is not held by theparties holding at least fifty percent ( 50 % ) of the outstanding shares of a Partypreceding such consolidation or merger ; or ( c ) a Party conveys, transfers orleases all or substantially all of its assets to any Third Party