Common use of Divested Entities Clause in Contracts

Divested Entities. Notwithstanding anything to the contrary herein, if an Affiliate of Licensee; or a business unit of Licensee or its Affiliate, is sold or otherwise divested after the Effective Date (a “Divested Entity”), the Divested Entity shall cease to enjoy the benefit of the licenses and covenant not to assert under this Agreement. Licensee shall provide Licensors with written notice within sixty (60) days following the date of divestiture of any Affiliate or business unit that manufactured or Sold Licensed and Licensed Products at the time of divestiture. Upon Licensee’s written request, Licensors agree to grant a separate license to the Divested Entity under terms and conditions to be negotiated, but such agreement shall not extend to any Affiliates of the Divested Entity that are then engaged in litigation or other adversarial proceedings with any of Licensors.