the Plan and that the Company and/or any Subsidiary may each further transfer Data to any third party assisting the Company in the implementation, administration and management of the Plan. The Transferee understands and acknowledges that the recipients of Data may be located in the United States or elsewhere. The Transferee authorizes such recipients to receive, possess, use, retain and transfer Data, in electronic or other form, for the purpose of administering the Transferees participation in the Plan, including a transfer to any broker or other third party with whom the Transferee elects to deposit Shares acquired under the Plan of such Data as may be required for the administration of the Plan and/or the subsequent holding of Shares on the Transferees behalf. The Transferee may, at any time, view the Data, require any necessary modifications of Data or withdraw the consents set forth in this Subsection (h) by contacting the Company in writing.
SECTION 12. DEFINITIONS.
(a) Agreement shall mean this Stock Grant Agreement.
(b) Board of Directors shall mean the Board of Directors of the Company, as constituted from time to time or, if a Committee has been appointed, such Committee.
(c) Certificate shall mean the Companys amended and restated certificate of incorporation, as in effect from time to time.
(d) Company shall mean Theseus Pharmaceuticals, Inc., a Delaware corporation.
(e) Forfeiture Condition shall mean the forfeiture condition described in Section 2.
(f) Immediate Family shall mean any child, stepchild, grandchild, parent, stepparent, grandparent, spouse, sibling, mother-in-law, father-in-law, son-in-law, daughter-in-law, brother-in-law or sister-in-law and shall include adoptive relationships.
(g) Plan shall mean the Theseus Pharmaceuticals, Inc. 2018 Stock Plan, as amended.
(h) Requisite Parties shall mean both the Board of Directors and the Selling Holders.
(i) Restricted Share shall mean a Transferred Share that is subject to the Forfeiture Condition.
(j) Right of First Refusal shall mean the Companys right of first refusal described in Section 3.
(k) Sale of the Company shall mean: (i) a transaction or series of related transactions in which a person, or a group of related persons, acquires from stockholders of the Company shares representing more than fifty percent (50%) of the outstanding voting power of the Company (a Stock Sale), (ii) a sale of all or substantially all of the assets of the Company or (iii) any other transaction that qualifies as a Liquidation Event as defined in the Certificate.