Extract to table

Capitalized terms used but not defined herein shall have the meanings ascribed to them in the License Agreement

3 thereof, a provision requiring Vantage's prior written consent to any assignment, transfer, or other disposition of the License Agreement, in whole or in part, by GDT to any third party, and further providing that any purported assignment without such consent shall be null and void; WHEREAS, GDT has notified Vantage that GDT and Meridian Precision Diagnostics, Inc

Upon the Effective Date, Meridian shall be substituted for GDT as the "Licensee" under the License Agreement and shall be entitled to exercise all rights and enjoy all benefits of GDT as Licensee thereunder, and shall concurrently be subject to and bound by all obligations, duties, covenants, and restrictions of GDT as Licensee under the License Agreement

Any further or subsequent assignment of the License Agreement by Meridian or any successor or permitted assign shall require Vantage's separate prior written consent in accordance with the terms of the License Agreement

In the event that the closing under the APA does not occur or the Assignment and Assumption Agreement is not executed and delivered to Vantage, this Consent shall be of no force or effect

For the avoidance of doubt, GDT's obligation to deliver to Vantage any final royalty reports or other reports covering the period up to and including the Effective Date shall survive the Assignment and the release granted herein