Buyer shall have the one-time right to assign its rights and obligations under this Agreement to an entity wholly owned and controlled by the principals of Buyer, by giving prior written notice to Seller, provided that such assignee expressly assumes the obligations of Buyer arising thereafter, provided however that Buyer remains liable for any obligations of “Buyer” under this Agreement notwithstanding any such assignment (i.e., as if such assignment did not occur). Any assignee shall succeed to all the rights and remedies hereunder, including, but not limited to, the specific performance of this Agreement.