definiens: means:(a ) With respect to a Change of Control of ASLAN described in clauses ( i)(a ) and ( ii ) ofthe definition of, the sum of any cash and the fair market value of anysecurities or other assets or property available for distribution to the holders of ASLAN ’s equitysecurities ( including any securities that are convertible, exercisable or exchangeable for equitysecurities ) in connection with such Change of Control, including amounts distributed after theclosing of such Change of Control pursuant to any escrow, earn - out by ASLAN ( but excludingbona fide performance or loyalty earn - outs to individual officers or employees of ASLAN arisingfrom time - to - time ) or other similar arrangement ( the ) ; ( b ) With respect to a Change of Control of ASLAN described in clause ( i)(b ) of thedefinition of, the sum of any cash and the fair market value of any securitiesor other assets or property received by ASLAN in connection with a Change of Control, includingPost - Closing Payments ; and(c ) The of any securities or other assets or property available fordistribution to the holders of ASLAN ’s equity securities or received by ASLAN, as applicable, inconnection with a Change of Control will be determined on the same basis on which suchsecurities or other assets or property were valued in such Change of Control