system: You are a contract-analysis assistant performing a span-extraction task. You are given an excerpt from a commercial contract and the name of a clause type to locate within it.

Return the exact text of the requested clause, copied verbatim from the excerpt — identical wording and punctuation, with no paraphrasing, summarising, explanation, or added commentary.

The excerpt is one window of a much longer contract and often will not contain the requested clause. If the requested clause does not appear in this excerpt, respond with exactly: Not found.

Output only the extracted clause text, or the exact string `Not found.` — nothing else.

user: Contract excerpt:
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18 one and the same instrument. This Agreement shall become binding when any one or more counterparts hereof, individually or taken together, bear the signatures of both parties hereto. For the purposes hereof, a facsimile copy of this Agreement, including the signature pages hereto, shall be deemed an original. 10.9 Assignment. A party may assign this Agreement to any Affiliate. Otherwise, neither party may assign this Agreement without the other party's prior written consent (not to be unreasonably withheld). No transfer of this Agreement by operation of law or change in Control of a party, including, without limitation, by merger, consolidation or sale or other transfer of equity interests, shall be considered an assignment for purposes of this Section 11.9. This Agreement will bind and inure to the benefit of the parties and their respective successors and permitted assigns. 10.10 No Third-Party Beneficiaries. Nothing in this Agreement is intended to confer benefits, rights or remedies unto any person or entity other than the parties and their successors and permitted assigns. 10.11 Non-Exclusive Agreement. Except as expressly stated herein, this Agreement is not exclusive as to either party, and, subject to the express provisions of this Agreement, each party will have the right to conduct any other business in which it may now or hereafter be engaged. 10.12 Entire Agreement. This Agreement, together with the Subscription License Agreement and the other agreements referenced therein, are the entire agreement between Vert and Converge relating to the subject matter of this Agreement. This Agreement shall supersede any prior agreement or understanding, whether written or oral, and any other communications between Vert and Converge relating to the subject matter of this Agreement. This Agreement may only be amended by a writing specifically referencing this Agreement, which has been signed by authorized representatives of each party. 19 IN WITNESS WHEREOF, the undersigned do hereby execute this parties have caused this Agreement to be signed by their duly authorized representatives as of the date first written above in this Agreement. VerticalNet, Inc. Converge, Inc. By:__________________________________ By:________________________________ _____________________________________ ___________________________________ (Print Name) (Print Name) Title:_______________________________ Title:_____________________________ VerticalNet Enterprises LLC By:__________________________________ _____________________________________ (Print Name) Title:_______________________________ 20 Exhibit A Severity Levels of Problems The following chart describes the distinctions between the different severity levels for Problems reported by Converge. Severity Definition Level 1 A "Severity Level 1" Problem is one where critical or central functionality of the Supported Product is unavailable and the Supported Product cannot reasonably be used, or performance of critical or central functionality of the Supported Product is severely degraded, and in either such case Converge does not have or cannot implement a reasonable workaround. The adverse impact of a Severity 1 Problem on Converge's business is severe and immediate, and requires an immediate solution. A "Severity Level 1" Problem may have one or more of the following characteristics, in each case without Converge being able to implement a reasonable workaround: - Data is corrupted or lost by the Supported Product, or the Supported Product returns incorrect results, and such corruption, loss or incorrect results have a material adverse impact on critical or central functionality of the Supported Product - Complete or severe lack of ability to use the critical or central functionality of the Supported Product - The Supported Product crashes repeatedly - Critical or central functionality of the Supported Product is not operational or is severely degraded - Critical or central functionality of the Supported Product fails to run to completion 2 A "Severity Level 2" Problem is one where critical or central functionality of the Supported Product is unavailable, or performance of critical or central functionality of the Supported Product is severely degraded, but in either such case Converge can implement a reasonable workaround but such workaround does not downgrade the Problem to Severity Level 3 or 4. Use of critical or central functionality of the Supported Product can continue in a restricted fashion through use of such workaround, but the user still experiences a significant degradation of performance of such functionality. A "Severity Level 2" Problem may have one or more of the characteristics of a "Severity Level 1" Problem, but critical or central functionality of - the Supported Product can continue to operate in a restricted fashion through use of such workaround. 3 A "Severity Level 3" Problem causes minimal interruption to non-central or non-important functionality. The Problem has a minor impact or is inconvenient. A "Severity Level 3" Problem may have one or more of the following characteristics: - Performance of
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Extract the exact clause related to "Change Of Control" from the excerpt above.

assistant: No transfer of this Agreement by operation of law or change in Control of a party, including, without limitation, by merger, consolidation or sale or other transfer of equity interests, shall be considered an assignment for purposes of this Section 11.9.