definiens: means the occurrence of any of the following : ( a)the sale, transfer, assignment, or other disposi tion of securities of GRAIL ( or any Affiliate of GRAIL that controls GRAIL ) representing a majori ty of the voting power of GRAIL ’s outstanding votin g securities ( or a majority of the voting power of th e outstanding voting securities of any Affiliate of GRAIL that controls GRAIL ) in any one transaction or a series of related transactions ; ( b)any transaction or series of related transaction s in which the holders of the outstanding securities of GRAIL ( or any Affiliate of GRAIL that controls GRAIL ) immediately before such transactio n(s ), do not, immediately after such transaction(s ), reta in control of GRAIL ( or any Affiliate of GRAIL that controls GRAIL ) ; ( c)any direct or indirect acquisition of GRAIL or a ny Affiliate of GRAIL that controls GRAIL by means of merger, consolidation, exchange or cont ribution of equity, or other form of reorganization in one transaction or a series of related transactions wit h or into another entity ; ( d)the liquidation or dissolution of GRAIL or any A ffiliate of GRAIL that controls GRAIL ; or ( e)any direct or indirect sale, transfer, or other disposition of all or substantially all of the assets of GRAIL to which this Agreement relates