definiens: shall mean any health care company, or group of health care companies acting in concert to effect aChange of Control of DOV, for whom thc worldwide sales of pharmaceutical products ( collectively in thecase of such a group of companies ) in the Calendar Year that preceded the Change of Control is in excessof three aRa a half BillieR U.S. Dollars ( ~ ), as reported by such enlity or group or as39reported by IMS America Ltd. of Plymouth Meeting, Pennsylvania ( ) or any successor to \MS . Inthe event of any permitted assignment for either Party hereunder, no Patent Rights, or any Information forpurposes of the definitions of DOY Know - How, MERCK Know - How and MERCK Termination Know - How, of any Third Party, or any of such Third Party 's Affiliates that is an acquiring party shall be deemed for any purpose hereunder if such Patent Rights or Information were not so Controlled priorto such permitted assignment