2200 Mission College Blvd.
Mail Stop SC4-203
Santa Clara, CA 95054
15
Attention:
General Counsel
Facsimile: (408) 653-8050
with a copy to:
Intel Corporation
2200 Mission College Blvd.
Mailstop RN6-46
Santa Clara, CA 95054
Attention:
[***]
Facsimile: [***]
In the case of Micron:
Micron Technology, Inc.
8000 S. Federal Way
Boise, ID 83707-0006
Attention:
General Counsel
Facsimile: (208) 368-4540
Either Party may change its address for notices upon giving ten (10) days
written notice of such change to the other Party in the manner provided above.
11.5
WAIVER.
THE FAILURE AT ANY TIME OF A PARTY TO REQUIRE PERFORMANCE
BY THE OTHER PARTY OF ANY RESPONSIBILITY OR OBLIGATION REQUIRED BY THIS
AGREEMENT SHALL IN NO WAY AFFECT A PARTY'S RIGHT TO REQUIRE SUCH PERFORMANCE AT
ANY TIME THEREAFTER, NOR SHALL THE WAIVER BY A PARTY OF A BREACH OF ANY
PROVISION OF THIS AGREEMENT BY THE OTHER PARTY CONSTITUTE A WAIVER OF ANY OTHER
BREACH OF THE SAME OR ANY OTHER PROVISION NOR CONSTITUTE A WAIVER OF THE
RESPONSIBILITY OR OBLIGATION ITSELF.
11.6
SEVERABILITY.
SHOULD ANY PROVISION OF THIS AGREEMENT BE DEEMED IN
CONTRADICTION WITH THE LAWS OF ANY JURISDICTION IN WHICH IT IS TO BE PERFORMED
OR UNENFORCEABLE FOR ANY REASON, SUCH PROVISION SHALL BE DEEMED NULL AND VOID,
BUT THIS AGREEMENT SHALL REMAIN IN FULL FORCE IN ALL OTHER RESPECTS. SHOULD ANY
PROVISION OF THIS AGREEMENT BE OR BECOME INEFFECTIVE BECAUSE OF CHANGES IN
APPLICABLE LAWS OR INTERPRETATIONS THEREOF, OR SHOULD THIS AGREEMENT FAIL TO
INCLUDE A PROVISION THAT IS REQUIRED AS A MATTER OF LAW, THE VALIDITY OF THE
OTHER PROVISIONS OF THIS AGREEMENT SHALL NOT BE AFFECTED THEREBY. IF SUCH
CIRCUMSTANCES ARISE, THE PARTIES HERETO SHALL NEGOTIATE IN GOOD FAITH
APPROPRIATE MODIFICATIONS TO THIS AGREEMENT TO REFLECT THOSE CHANGES THAT ARE
REQUIRED BY APPLICABLE LAW.
16
11.7
THIRD PARTY RIGHTS.
NOTHING IN THIS AGREEMENT, WHETHER EXPRESS OR
IMPLIED, IS INTENDED OR SHALL BE CONSTRUED TO CONFER, DIRECTLY OR INDIRECTLY,
UPON OR GIVE TO ANY PERSON, OTHER
THAN THE PARTIES HERETO, ANY LEGAL OR EQUITABLE RIGHT, REMEDY OR CLAIM UNDER OR
IN RESPECT OF THIS AGREEMENT OR ANY COVENANT, CONDITION OR OTHER PROVISION
CONTAINED HEREIN.
11.8
AMENDMENT.
THIS AGREEMENT MAY NOT BE MODIFIED OR AMENDED EXCEPT BY
A WRITTEN INSTRUMENT EXECUTED BY OR ON BEHALF OF EACH OF THE PARTIES TO THIS
AGREEMENT.
11.9
ENTIRE AGREEMENT.
THIS AGREEMENT AND THE APPLICABLE PROVISIONS OF
THE CONFIDENTIALITY AGREEMENT, WHICH ARE INCORPORATED HEREIN AND MADE A PART
HEREOF, TOGETHER WITH THE EXHIBITS AND SCHEDULES HERETO AND THE AGREEMENTS AND
INSTRUMENTS EXPRESSLY PROVIDED FOR HEREIN, CONSTITUTE THE ENTIRE AGREEMENT OF
THE PARTIES HERETO WITH RESPECT TO THE SUBJECT MATTER HEREOF AND SUPERSEDE ALL
PRIOR AGREEMENTS AND UNDERSTANDINGS, ORAL AND WRITTEN, BETWEEN THE PARTIES
HERETO WITH RESPECT TO THE SUBJECT MATTER HEREOF.
11.10
CHOICE OF LAW.
[***].
11.11
JURISDICTION; VENUE.
[***].
11.12
HEADINGS.
THE HEADINGS OF THE ARTICLES AND SECTIONS IN THIS
AGREEMENT ARE PROVIDED FOR CONVENIENCE OF REFERENCE ONLY AND SHALL NOT BE DEEMED
TO CONSTITUTE A PART HEREOF.