Access and Transfer. During the period beginning on the Effective Date and ending on June 1, 2005 (the “Assigned IP Transfer Period”): (a) Motorola shall deliver to Freescale or its designee all tangible embodiments of the Assigned Intellectual Property and all records and documentation relating thereto, including but not limited to (i) the Software included in the Assigned Intellectual Property, and (ii) all files, records, notes and correspondence with respect to the prosecution, registration and maintenance of any Registered Intellectual Property; and (b) the parties shall undertake training, debriefing and other knowledge transfer activities described in the knowledge transfer plan set forth on Exhibit G (Assigned IP Transfer Plan) in accordance with the schedule set forth thereon. In addition, during the Assigned IP Transfer Period, each party shall have the right to access and to copy any and all portions of the Assigned Intellectual Property in possession of the other party; provided, however, that any member of the Freescale Group taking possession of facilities containing certain Assigned Intellectual Property shall constitute delivery of such Assigned Intellectual Property. Such access and copying shall be in accordance with a reasonable request and schedule to be mutually agreed upon between the party in possession of the Assigned Intellectual Property that is requested and the requesting party. All costs associated with the assembling, copying and delivering of such Assigned Intellectual Property shall be borne by the requesting party.
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Samples: Intellectual Property Assignment Agreement, Intellectual Property Assignment Agreement (Motorola Inc), Intellectual Property Assignment Agreement (Freescale Semiconductor Inc)
