TiVo 2004 Annual Report Download - page 163

(b) For any development work requested by Comcast [*], the Parties will negotiate [*] and TiVo will own the deliverables resulting therefrom
and Comcast will have a license thereto on the same terms as the license granted pursuant to Section 1.1 (with respect to development work relating to
the TiVo Experience Software) and Section 1.2 (with respect to development work relating to the TIMS Solution). [*].
(c) In calculating the cost of development work for purposes of the foregoing Sections 7.2(a) and 7.2(b), [*].
(d) To the extent that TiVo's commitment to perform development work pursuant to Section 7.2(a) [*]. Comcast will provide reasonable advance
notice to TiVo regarding the extent and timing of any such development work to be requested.
7.3 TiVo Roadmap. Subject to TiVo's confidentiality obligations, TiVo will keep Comcast apprised of, and consult with Comcast periodically
concerning, TiVo's product roadmap such that Comcast (i) can recommend desired features and functionality for inclusion in TiVo Products and (ii) will be
aware of [*] to [*] in order to facilitate its request of Updates and Releases pursuant to Section 7.1.
7.4 Comcast Roadmap. Comcast will designate for TiVo, on an annual basis, the primary hardware/software platform on which Comcast expects to
offer DVR Technology, Home Networking Technology or Media Center Technology to Comcast Subscribers during the following year and (i) if such
platform does not already constitute a "Qualifying STB" and (ii) Comcast has the right to give TiVo access to such platform for porting of the TiVo
Experience Software, TiVo will have the right to port the TiVo Experience Software to such platform [*], and Comcast will provide TiVo with information
regarding the technical specifications of such platform and otherwise reasonably cooperate with TiVo in connection therewith.
7.5 Additional Development Obligations. In furtherance of the foregoing development obligations, TiVo will:
(a) use good faith efforts to design the initial TiVo Experience Software and TIMS Solution and all Updates and Releases to its DVR
Technology, Home Networking Technology, Media Center Technology and Interactive Advertising Technology to ensure that it is technically feasible
for TiVo to perform such development obligations in a cost-effective manner [*];
(b) use commercially reasonable efforts to continue to innovate and to continue its research and development efforts to enhance its products and
technologies; and
(c) not knowingly design, develop or deploy DVR Technology, Home Networking Technology, Media Center Technology or Interactive
Advertising Technology in a manner that is intended to circumvent TiVo's obligations pursuant to this Agreement.
[*] Certain information on this page has been omitted and filed separately with the Securities and Exchange Commission. Confidential treatment
has been requested with respect to the omitted portions.
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