Acquisitions of Third Parties. The provisions of this Article 6 do not apply to any activity otherwise prohibited by this Article 6 if a Party’s involvement or the involvement of any of its Affiliates in such prohibited activity results from such Party’s acquisition (either directly or through any Affiliate, whether by merger, purchase of assets or equity, or otherwise) of all or substantially all of the business or assets of a Third Party, but only if (i) such Third Party, prior to such acquisition or merger, was already engaged in such prohibited activity (the “Acquired THIS EXHIBIT HAS BEEN REDACTED AND IS THE SUBJECT OF A CONFIDENTIAL TREATMENT REQUEST. REDACTED MATERIAL IS MARKED WITH [* * *] AND HAS BEEN FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION. Party Activity”), and (ii) such acquiring Party shall, within thirty (30) days after the date of such Party’s consummation of such acquisition, notify the other Party of such acquisition and comply with the other provisions of this Section 6.3. Following consummation of such an acquisition, the acquiring Party shall, at its option, either (i) [* * *], or (ii) promptly discontinue such Acquired Party Activity; provided that, notwithstanding which option is chosen, such [* * *] must be accomplished no later than [* * *] after the closing of such Party’s acquisition of the Acquired Party Activity. During the time period following the consummation of an acquisition covered by this Section 6.3 through the [* * *], the acquiring Party shall not use any [* * *] in connection with such Acquired Party Activities. So long as the acquiring Party [* * *], the Acquired Party Activity in accordance with this Section 6.3, such acquisition shall not be deemed a violation of this Article 6. Notwithstanding anything to the contrary in this Article 6, this Section 6.3 shall not apply to any activity of Acceleron, its Affiliates or a Third Party acquirer of Acceleron subsequent to the acquisition of Acceleron by a Third Party (either directly or through any Affiliate, whether by merger, purchase of assets or equity, or otherwise); provided that the provisions of Section 6.2 shall continue to apply to Acceleron, its Affiliates, a Third Party acquirer of Acceleron and any Third Party acquired by Acceleron (either directly or through any Affiliate, whether by merger, purchase of assets or equity, or otherwise).
Acquisitions of Third Parties. Options. If a Party or any of its Affiliates anticipates that it will merge or consolidate with, or otherwise acquire a Third Party (whether such transaction occurs by way of a sale of assets, merger, consolidation, or similar transaction) (the “Acquisition Party”) and at such time such Third Party or any of its Affiliates is performing Competitive Activities with respect to one or more Competitive Products or is engaged in activities that would, upon the closing of such acquisition transaction, otherwise constitute a breach of Section 2.6.1 (Exclusivity Covenants), then the Acquisition Party will provide the other Party with as much advance notice prior to the consummation of such acquisition transaction as is practicable and as permitted under Applicable Law. If the Acquisition Party subsequently undergoes such an acquisition transaction, then, (1) unless the Party that is not the Acquisition Party agrees otherwise in writing, the Acquisition Party will take one of the following actions set forth below in clauses (A) or (B), and (2) no later than [***] following the date of consummation of the relevant acquisition transaction, the Acquisition Party will notify the other Party of which of the actions in the following clauses (A) or (B) that it has elected to take:
