TiVo 2007 Annual Report Download - page 125

Exhibit 10.64 as filed with 10-K Confidential treatment has been requested for portions of this exhibit. The copy filed herewith
omits the information subject to the confidentiality request. Omissions are designated as [*]. A
complete version of this exhibit has been filed separately with the Securities and Exchange
Commission.
EXHIBIT L – MAINTENANCE AND SUPPORT
In accordance with the terms of the Agreement to which this Exhibit L is attached and into which it is incorporated by this reference, subject to payment of the
Annual M&S Fees described in Section 8.2(e) of the Agreement, TiVo will provide maintenance and support services to assist Comcast with its deployment
of the TIMS Solution and TiVo Experience Software. Provision of such services shall be in accordance with the following provisions.
1. Software Fixes. TiVo shall provide Comcast with all bug fixes, patches, revisions, error corrections and similar software, documentation or other
materials for the TiVo Experience Software and TIMS Solution. Any such deliverables shall be considered part of the TiVo Experience Software
and TIMS Solution for the purposes of this Agreement and subject to all the rights and obligations of the parties with respect thereto.
2. Supported Versions. TiVo will provide, [*] the services described in this Exhibit L in relation to any particular TiVo Release for up to [*]
following acceptance of such release, regardless of whether TiVo makes subsequent Releases. Notwithstanding the foregoing, TiVo will support
the [*] of each of the TiVo Experience Software and TIMS Solution, [*].
3. Multivendor Coordination. TiVo will use commercially reasonable efforts to work with Comcast Vendors to resolve technical problems. When
problems reported on TiVo products involve interactions with other Comcast Vendors' products and Comcast has a support agreement (or similar
agreement) with that vendor, TiVo will cooperate with such Comcast Vendor in the sharing of diagnostic information and in collaborating to
provide a solution.
3A. TiVo's Dependence on Comcast and other Comcast Vendors. TiVo's obligation to provide the support services on the timeframes described in
Paragraph 5(c) of this Exhibit L is subject, to the extent necessary, to timely cooperation from Comcast and Comcast Vendors whose products
interact with the TiVo Experience Software or TIMS Solution, as applicable, in order to reproduce and diagnose the problem. For the avoidance
of doubt, lack of cooperation from Comcast or other Comcast Vendors will not relieve TiVo of its obligation to correct an Error (as defined
below), and TiVo shall continue to comply with its obligations hereunder on the timeframes described in Paragraph 5(c) to the fullest extent
possible in the absence of such cooperation, but thereafter, if and to the extent such lack of cooperation persists, TiVo's obligation to comply with
the response time requirements related to such Error shall be extended [*] based on the extent of the delay in such cooperation. Upon submission
of any incident or Error report by Comcast, TiVo shall notify Comcast of any Comcast or Comcast Vendor cooperation that TiVo believes is
necessary for it to correct such Error, and thereafter TiVo shall immediately notify Comcast (such notification in conformance with Paragraph 9,
below) if it believes that it is not timely receiving any such cooperation from Comcast and/or Comcast Vendors. From time to time upon
Comcast's request, TiVo shall provide Comcast with additional information relating to the nature of the cooperation being sought, including its
relevance to the Error in question.
[*] 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.