Common use of Reversion Right Clause in Contracts

Reversion Right. If Buyer assigns this Agreement or the License Agreement to, or otherwise sells or transfers the Business to, a Third Party (the “Acquiring Party”), then within 60 days after the closing of such foregoing assignment transaction (the “Confirmation Period”), the Acquiring Party shall provide to Sellers’ Representative written confirmation of the Acquiring Party’s intent to satisfy the requirements of Section 6.3 and to pay any Earn-Out due to Sellers under Section 2.3 (a “Confirmation Notice”). If the Acquiring Party does not provide Sellers’ Representative a Confirmation Notice, Sellers, through the Sellers’ Representative, may elect, by giving written notice to the Acquiring Party within 90 days following the end of the Confirmation Period, to have Acquiring Party assign to Sellers’ Representative, in exchange for [***], all of the Acquiring Party’s right, title and interest in the Business, including any Regulatory Approvals for the Product in the Territory and any Company Intellectual Property, which assignment shall occur as soon as practicable, as reasonably determined by Sellers. The Parties agree that, following the foregoing assignment and reversion of rights to the Product to Sellers’ Representative, the Acquiring Party and Buyer shall have no THIS EXHIBIT HAS BEEN REDACTED AND IS THE SUBJECT OF A CONFIDENTIAL TREATMENT REQUEST. REDACTED MATERIAL IS MARKED WITH [***] AND HAS BEEN FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION. further obligations to Sellers pursuant to Sections 2.3 and 6.3 (except, in the case of Buyer, with respect to any Earn-Out Payments already accrued and payable to Sellers prior to the consummation of the sale, transfer or assignment of rights from Buyer to the Acquiring Party described above).