Models and Prototypes Sample Clauses

Models and Prototypes. All models (whether tangible or digital), prototypes and test devices exclusively embodying any of the products exclusive to the Business; and

Models and Prototypes. At the Closing, the Sellers will provide the Buyer with electronic copies of digital photographs of all existing models and prototypes relating to the Subject Intellectual Property, together with whatever indices exist from the Litigation organizing such photographs. The Sellers will not be obligated, however, to deliver the actual three-dimensional models and prototypes to the Buyer. For a period of 25 years following the Effective Date, (i) at the Buyer’s reasonable request, the Sellers shall give the Buyer temporary access upon reasonable notice to such models or prototypes if needed for prosecution of or defense or enforcement of any Subject Intellectual Property and (ii) prior to any of the Sellers destroying or disposing of any such models and prototypes, such Seller will notify the Buyer of his or its intent to destroy or dispose of such prototypes, and if requested by the Buyer, shall either deliver such model or prototype to the Buyer or ensure the Buyer of continued access to such model or prototype.