TiVo 2004 Annual Report Download - page 174

being used in the full manner for which it was designed and created. Comcast shall promptly notify TiVo of any breach of the foregoing.
(f) With respect to each of the TiVo Experience Software and the TIMS Solution, TiVo warrants as follows:
(i) Until [*] of the Comcast TE Acceptance or Comcast TIMS Acceptance, respectively (in each case, the "Warranty Period"), TiVo
expressly warrants that such deliverables will conform in all material respects to the functionalities described in the applicable Statement of
Work.
(ii) Comcast shall promptly report to TiVo in writing during the Warranty Period any failure to meet the warranty described in this Section
15.2(f) (a "Non-Conformity"), together with such reasonable supporting information and materials reasonably requested by TiVo as shall be
reasonably necessary to enable TiVo to verify, diagnose and correct the reported deficiency. TiVo shall use commercially reasonable efforts to
confirm that the reported Non-Conformity is attributable to the applicable TiVo deliverables [*]. If TiVo believes the reported Non-Conformity is
not attributable to the applicable TiVo deliverables, TiVo shall report such belief to Comcast with reasonable explanation and supporting
documentation. Upon a determination that a Non-Conformity is attributable to the applicable TiVo deliverables, TiVo shall use commercially
reasonable efforts to promptly correct any Non-Conformity in a timely manner.
(iii) In the event of a dispute regarding whether there is a Non-Conformity, or whether a Non-Conformity is attributable to the applicable
TiVo deliverables, or the whether TiVo has failed to promptly perform any appropriate correction, Comcast and TiVo shall promptly
communicate such dispute to the appropriate business/project manager when such Party becomes aware of the dispute. If such dispute cannot be
mutually resolved by such business/project managers [*] from the time the business/project managers begin discussions, then either Party may
elect to submit the matter to the dispute escalation procedures set forth in Section 33.
(iv) The performance warranty in this Section 15.2(f) shall also apply to any other software delivered by TiVo to Comcast pursuant to
Section 7, with the Warranty Period to be set forth in the applicable Statement of Work.
(g) TiVo shall not be responsible for any bugs, errors, or problems associated with, and makes no warranties regarding, any Qualifying STB,
underlying hardware, Comcast System, Comcast Affiliated System, or any other Third Party IP.
(h) To TiVo's knowledge and as of the Effective Date, the Third Party IP listed on Exhibit H hereto is the only Third Party IP to which Comcast
will need to obtain licenses or other rights in connection with the anticipated features, functionality and usage of the TiVo Experience Software and the
TIMS Solution.
[*] 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.
30.