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This excerpt taken from the ATVI 10-Q filed Feb 8, 2006. Effect of Termination; Sell-off Rights. Upon termination
or expiration of this Agreement, Publisher has no further right to exercise the rights licensed hereunder or within the
XDK License and shall promptly cease all manufacturing of FPU through its Authorized Replicators and, other than
as provided below, cease use of the Licensed Trademarks. Publisher shall have
a period of [*] to sell-off its inventory of FPUs existing as
of the date of termination or expiration,
[*] = Certain confidential information contained in this document, marked by brackets, has been omitted and filed separately with the Securities and Exchange Commission pursuant to Rule 24b-2 of the Securities Exchange Act of 1934, as amended.
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after which sell-off period Publisher shall immediately return all FPUs to an Authorized Replicator for destruction. Publisher shall cause the Authorized Replicator to destroy all FPUs and issue to Microsoft written certification by an authorized representative of the Authorized Replicator confirming the destruction of FPUs required hereunder. All of Publisher’s obligations under this Agreement shall continue to apply during such [*] sell-off period. If this Agreement is terminated due to Publisher’s breach, at Microsoft’s option, Microsoft may require Publisher to immediately destroy all FPUs not yet distributed to Publisher’s distributors, dealers and/or end users and shall require all those distributing the FPU over which it has control to cease distribution. Upon termination or expiration of this Agreement, Publisher shall continue to support existing Online Game Features for FPUs that have already been sold until the end of the Minimum Commitmentterm.
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