definiens: ( as defined by the Origi nal Confidentiality Agreement ) of Rhizen relating t o its single targeted Pi3 K Delta kinase Inhibitor programs, incl uding, without limitation, RP5264, shall be deemed Confidential Information for purposes of this Agree ment ; and ( b ) In the event of any conflict between the provis ions of this Agreement and the provisions of the Or iginal Confidentiality Agreement, this Agreement shall con trol . No modification of this Agreement shall be de emed to be valid unless in writing and signed by both Parti es 19 ASSIGNMENT Except as expressly provided hereunder, neither thi s Agreement nor any rights or obligations hereunder may be assigned or otherwise transferred by either Party w ithout the prior written consent of the other Party ( which consent shall not be unreasonably withheld ) ; provided, however, that either Party may assign this Agreement and i ts rights and obligations hereunder without the other Party ’s consent : ( a ) in connection with the transfer or sa le of all or substantially all of the business of such Party to which this Agreement relates to a Third Party, whet her by merger, sale of stock, sale of assets or otherwise ( each, a ), provided that in the event of a Change of Control Transaction in which the acquir ing party is a Third Party, intellectual property r ights of the acquiring party to such Change of Control Transacti on that exist prior to the effective time of such C hange of Control Transaction shall not be included in the te chnology licensed hereunder or otherwise subject to this Agreement ; or ( b ) to an Affiliate, provided that no such assignment to an Affiliate shall relieve the assigning Party of its obligations hereunder . The rights and obliga tions of the Parties under this Agreement shall be binding upon and inure to the benefit of the successors and perm itted assigns of the Parties . Any assignment not in accordance with this Agreement shall be void