Common use of Change of Control or Spin Out Clause in Contracts

Change of Control or Spin Out. (a) Non-Merger/Controlling Entity is Not a LOT User. In the event that a LOT User or its Affiliate undergoes a Change of Control as defined in Section 6.11(a), whether during or after its Participation Period, and the resulting Controlling Entity is not a LOT User or an Affiliate of a LOT User, then (i) all Licenses granted hereunder to such Affiliate, or LOT User, and its Affected Affiliates (as the case may be) under Patents that are Triggered Patents as of the effective date of such Change of Control (“Existing Licenses”) shall continue (subject to the other provisions of this LOT Agreement) for a period of six (6) months, (ii) no further License shall be given an effective date under Section 1.1(a) to such Affiliate, or LOT User, and its Affected Affiliates (as the case may be) with respect to any Patents that become Triggered Patents after the effective date of such Change of Control, and (iii) the date that is six (6) months after the effective date of such Change of Control shall be deemed to be the Discontinuation Date of such LOT User (if applicable), and the provisions of Section 1.3 shall apply to such LOT User (if applicable). If the resulting Controlling Entity does not become a LOT User during such six