definiens: of a party means:(a ) a sale of all or substantially all of the assets of such party in a singletransaction or in a series of related transactions ; or ( b ) a merger or consolidation involving such party after thecompletion of which : ( i ) in the case of a merger ( other than a triangular merger ) or a consolidation, the shareholdersimmediately prior to the completion of such merger or consolidation beneficially own, directly or indirectly, outstandingvoting securities representing less than fifty percent ( 50 % ) of the combined voting power of the surviving entity insuch merger or consolidation, and ( ii ) in the case of a triangular merger, the shareholders immediately prior to thecompletion of such merger beneficially own, directly or indirectly, outstanding voting securities representing less thanfifty percent ( 50 % ) of the combined voting power of the parent of the surviving entity in such merger, or ( c ) anacquisition by any person, entity or group ( other than an existing shareholder of such party ), including in a merger orconsolidation of the type referred to in clause of this definition, of beneficial ownership of outstanding votingsecurities representing more than fifty percent ( 500.4 ) or more of the combined voting power ( in a single transaction orseries of transactions )