The rule
If the software company changes hands, the new owner must keep these promises.
- The promises bind any buyer, merger partner, or new controlling owner.
- Every campground gets notice within N days · open of the deal, and may leave without penalty for N days · open after notice.
- If a product is retired, campgrounds get a wind-down period of N months · open, and free help moving to whichever system each campground chooses.
A change of control means any deal that changes who controls the software company or its parent. That includes a merger, or a sale of most of the company's assets or customers. It also includes an investment that lets the investor pick most of the board, or block a sale, a change to products or pricing, or a change to these promises.
What this looks like
The software company is bought by a larger firm. Every campground gets notice and may leave without penalty. The new owner keeps every promise.
If a product is retired, campgrounds get a fixed wind-down period and free help moving to any system they pick, not just the buyer's.
Why
Ownership in this industry is consolidating through acquisitions. One contract lets the software company hand a campground's contract "to any party in its sole discretion."
How it's checked
Software company
Read the contract, including sampled order forms.
Pass
- (a)–(c) are there, using the meaning of change of control above.
Fail
- Any is missing.
- The software company may hand the contract "to any party in its sole discretion."
- Evidence
- Contract
- Source
- S21 (first parts) · O6, O8 · Evidence E23