definiens: ' means the oeeumnce of any of the following evenl5 : ( i ) Progenies directly or indirectly sells . COI\veys or otherwise disposes of all or substantially all of I'rogenics ' assets or business to a Top 15 l'Ilarmacct > tical Company or IUIy Affiliate of a Top 15 PhannllCCulical Company ; ( ii ) I'rogeuiC$ or any of ils controlling Affilialcs merges with or into or consolidates with any Top 15 I'ttannateut ical Company or any Affiliate of . Top 15 Ph : mttaCe otical Company : ( iii ) any other transaction or series of related transactioI\S as a result of which a Top 15 Pharmaceutica l Company or an Affiliate of a Top 15 Pharmaceutical Company is able to clcct a majority of the members of the board of directoo ; of I'rogenics or lUIy of it.s controlling Affiliatcs . For tile purpose of this definition, a is an Affiliatc that Progenies . as such term is used in thc definition of Affiliates in Section 1.1 ( Affiliates )