definiens: shall mean an event which shall be deemed to have occurred as to a party : ( i ) if s uch party shall consolidate or merge with another perso n or entity ( other than an Affiliate of such party ), or convey, sell or lease to another person or entity ( other than an Affiliate of such party ), all or subs tantially all of the stock, assets or business of such party taken as a whole, unless the stockholders of such p arty immediately prior to any such transaction own a maj ority of the voting stock of the merged, consolidat ed or acquiring entity after such transaction ; or ( ii ) upon consummation of any transaction or event as a result of which any other person or entity ( other than an Affiliate of such party ) acquires or controls and i s able to vote more than fifty percent ( 50 % ) of the voting stock of such party or if any such person or entit y ( other than an Affiliate of such party ) acquires di rect or indirect power to direct or cause the direc tion of the management and policies of such party as such p olicies relate to the Product within the Territory, whether by ownership of voting stock, by contract, or otherwise