definiens: shall mean, with respect to [COMPANY], ( i ) the sale or disposition to a Third Party of all or substantially all of the assets of [COMPANY] to which the subject matter of this Agreement relates ( including as part of the sale or disp osition to a Third Party of all or substantially all of the assets of [COMPANY] ) ; ( ii ) the acquisition by a single Third Party, or two ( 2 ) or more Third Parties acting in concert, of beneficial ownership of fifty percent ( 50 % ) or more of the shares in CureVa c ; or ( iii ) the acquisition, merger or consolidation of [COMPANY] with or into another Person, other than, in the case of this definition, an acquisition or a merger or consolidation of [COMPANY] in which the holders of shares of voting capital stock of CureVa c, immediately prior to such acquisition, merger or consolidation will beneficially own, directly or indirectly, at least fifty percent ( 50 % ) of the shares of voting capital stock of the acquiring Third Party or the surviving entity in such acquisition, me rger or consolidation, as the case may be, immediately after such acquisition, merger or consolidation