definiens: means that ( a ) it is r easonably anticipated that the entity resulting fro m a Change of Control of [COMPANY], Parent or any Loc al Affiliate will be unable to perform its obligati ons in accordance with the terms of this Agreement, as reasonably determined based on objective criteria available to both Parties, including the new entity ’s financial position and product pipeline, ( b ) the acquiring entity in such Change of Control or any o f its Affiliates ( prior to the Change of Control ) i s actively developing or commercializing a GC - C Agoni st indicated for the treatment of IBS - C, CC, or OIC ( unless as to any such indication, the JSC has determined not to pursue Development for such indication ) or any other indication for which a Pro duct is then being Developed or Commercialized in t he Territory pursuant to this Agreement, unless such e ntity or such Affiliate ceases such activity or [ * * ]