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9.0—MERGERS,AcQuISITIONS,OR <br /> DIVESTITURES <br /> If Customer is a commercial entity, Customer will <br /> notify Esri in writing in the event of(i)a <br /> consolidation, merger, or reorganization of Customer <br /> with or into another corporation or entity; <br /> (ii)Customers acquisition of another entity; or(iii)a <br /> transfer or sale of all or part of Customers <br /> organization (subsections 1,ii,and iii,collectively <br /> referred to as"Ownership Change').There will be <br /> no decrease in Fee as a result of any Ownership <br /> Change. <br /> 9.1 If an Ownership Change increases the <br /> cumulative program count beyond the maximum <br /> level for this Agreement, Esd reserves the right <br /> to increase the Fee or terminate this Agreement <br /> and the parties will negotiate a new agreement. <br /> 9.2 If an Ownership Change results in transfer or <br /> sale of a portion of Customers organization,that <br /> portion of Customers organization will transfer <br /> the Products to Customer or uninstall, remove, <br /> and destroy all copies of the Products. <br /> 93 This Agreement may not be assigned to a <br /> successor entity as a result of an Ownership <br /> Change unless approved by Esri in writing in <br /> advance. If the assignment to the new entity is <br /> not approved,Customer will require any <br /> successor entity to uninstall, remove,and <br /> destroy the Products.This Agreement will <br /> terminate upon such Ownership Change. <br /> Page 6 of 6 September 25,2020 <br />