Provision Language
5. Obligations in the Event of Acquisition; Preservation of Global Access Commitments.
In the event the Company or the Company assets necessary to perform the Company’s obligations under the Transaction Documents are transferred to, sold or acquired by a third party, including as a result of a Change in Control (any such transfer, sale or acquisition, including a Change in Control, is referred to herein as a “Transfer“), the Company will ensure all of the Company’s obligations hereunder are assumed by the purchaser, transferee, acquirer or successor in a written agreement reasonably acceptable to the Foundation. Excluding (i) the Company’s non-compete covenant in Section 7.6(a) of the IOWH Agreement and (ii) the licenses and sublicenses granted by the Company to OneWorld Health per the IOWA Agreement, the Company will not grant to a third party any rights or enter into any arrangements that would prohibit, prevent or otherwise restrict the Company or any purchaser, transferee, acquirer, or successor of Company assets or the Company from fulfilling the Global Access Commitments and the Company’s other obligations under the Transaction Documents. For clarity, notwithstanding anything to the contrary in the Transaction Documents, the Foundation’s rights hereunder which exist on the date of a Transfer shall not be terminated by such Transfer.