WASHINGTON, U.S.A., AND
PUBLISHER CONSENTS TO EXCLUSIVE JURISDICTION AND VENUE IN THE FEDERAL COURTS
SITTING IN KING COUNTY, WASHINGTON, U.S.A., UNLESS NO FEDERAL JURISDICTION
EXISTS, IN WHICH CASE PUBLISHER CONSENTS TO EXCLUSIVE JURISDICTION AND VENUE IN
THE SUPERIOR COURT OF KING COUNTY, WASHINGTON, U.S.A.
PUBLISHER WAIVES ALL
DEFENSES OF LACK OF PERSONAL JURISDICTION AND FORUM NON CONVENIENS.
PROCESS MAY
BE SERVED ON EITHER PARTY IN THE MANNER AUTHORIZED BY APPLICABLE LAW OR COURT
RULE.
THE ENGLISH VERSION OF THIS AGREEMENT IS DETERMINATIVE OVER ANY
TRANSLATIONS THEREOF.
IF EITHER PARTY EMPLOYS ATTORNEYS TO ENFORCE ANY RIGHTS
ARISING OUT OF OR RELATING TO THIS AGREEMENT, THE PREVAILING PARTY IS ENTITLED
TO RECOVER ITS REASONABLE ATTORNEYS' FEES, COSTS AND OTHER EXPENSES.
THIS
CHOICE OF JURISDICTION PROVISION DOES NOT PREVENT MICROSOFT FROM SEEKING
INJUNCTIVE RELIEF WITH RESPECT TO A VIOLATION OF INTELLECTUAL PROPERTY RIGHTS OR
CONFIDENTIALITY OBLIGATIONS IN ANY APPROPRIATE JURISDICTION.
18.2
NOTICES; REQUESTS.
ALL NOTICES AND REQUESTS IN CONNECTION WITH
THIS AGREEMENT ARE DEEMED GIVEN ON THE **** AFTER THEY ARE DEPOSITED IN THE
APPLICABLE COUNTRY'S MAIL SYSTEM (****), POSTAGE PREPAID, CERTIFIED OR
REGISTERED, RETURN RECEIPT REQUESTED; OR **** SENT BY OVERNIGHT COURIER, CHARGES
PREPAID, WITH A CONFIRMING FAX; AND ADDRESSED AS FOLLOWS:
Publisher:
THQ Inc.
Microsoft:
MICROSOFT LICENSING, GP
29903 Agoura Road
6100 Neil Road, Suite 100
Agoura Hills, CA 91301
Reno, NV 89511-1137
Attention:
President & CEO
Fax:
818.871-4700
Attention:
Xbox Accounting Services
Phone:
818-871-5000
Email:

with a cc to:
MICROSOFT CORPORATION
One Microsoft Way
Redmond, WA 98052-6399
With a cc to: Executive VP, Business & Legal Affairs (same address)
Fax:
818.871-7593
Attention:
Law & Corporate Affairs Department
Phone:
818.871-5080
Assoc. General Counsel, Consumer Legal
Email:

Group (H&ED)
Fax: (425) 936-7329
or to such other address as the party to receive the notice or request so
designates by written notice to the other.
18.3
NO DELAY OR WAIVER.
NO DELAY OR FAILURE OF EITHER PARTY AT ANY
TIME TO EXERCISE OR ENFORCE ANY RIGHT OR REMEDY AVAILABLE TO IT UNDER THIS
AGREEMENT, AND NO COURSE OF DEALING OR PERFORMANCE WITH RESPECT THERETO, WILL
CONSTITUTE A WAIVER OF ANY SUCH RIGHT OR REMEDY WITH RESPECT TO ANY OTHER BREACH
OR FAILURE BY THE OTHER PARTY.
THE EXPRESS WAIVER BY A PARTY OF ANY RIGHT OR
REMEDY IN A PARTICULAR INSTANCE WILL NOT CONSTITUTE A WAIVER OF ANY SUCH RIGHT
OR REMEDY IN ANY OTHER INSTANCE.
ALL RIGHTS AND REMEDIES WILL BE CUMULATIVE AND
NOT EXCLUSIVE OF ANY OTHER RIGHTS OR REMEDIES.
18.4
ASSIGNMENT.
PUBLISHER MAY NOT ASSIGN THIS AGREEMENT OR ANY PORTION
THEREOF, TO ANY THIRD PARTY UNLESS MICROSOFT EXPRESSLY CONSENTS TO SUCH
ASSIGNMENT IN WRITING.
MICROSOFT WILL HAVE THE RIGHT TO ASSIGN THIS AGREEMENT
AND/OR ANY PORTION THEREOF AS MICROSOFT MAY DEEM APPROPRIATE AND/OR AUTHORIZE
ITS AFFILIATES OR PARTNERS TO PERFORM THIS AGREEMENT IN WHOLE OR PART ON ITS
BEHALF.
FOR THE PURPOSES OF THIS AGREEMENT, A MERGER, CONSOLIDATION, OR OTHER
CORPORATE REORGANIZATION, OR A TRANSFER OR SALE OF A CONTROLLING INTEREST IN A
PARTY'S STOCK, OR OF ALL