PLA ARE
HEREBY AMENDED AND RESTATED IN THEIR ENTIRETY AS ATTACHED HERETO. EXHIBIT 6
(JAPAN/ASIAN ROYALTY INCENTIVE PROGRAM) OF THE XBOX 360 PLA HAS EXPIRED.
EXHIBITS 6, 8 AND 9 ATTACHED HERETO ARE HEREBY ADDED TO THE XBOX 360 PLA.
4.2
THE TERM OF THE XBOX 360 LIVE INCENTIVE
PROGRAM ATTACHED AS EXHIBIT 7 OF THE XBOX 360 PLA (THE "ORIGINAL LIVE INCENTIVE
PROGRAM") IS HEREBY EXTENDED UNTIL DECEMBER 31, 2008.
EFFECTIVE JANUARY 1,
2009, THE ORIGINAL LIVE INCENTIVE PROGRAM IS REPLACED BY THE XBOX LIVE AND PDLC
INCENTIVE PROGRAM ATTACHED AS EXHIBIT 7 TO THIS AMENDMENT.
5.
NON-DISCLOSURE
Section 13.1 of the Xbox 360 PLA is hereby deleted and replaced by the
following:
2
"13.1
"NON-DISCLOSURE AGREEMENT.
THE INFORMATION, MATERIALS
AND SOFTWARE EXCHANGED BY THE PARTIES HEREUNDER OR UNDER AN XDK LICENSE,
INCLUDING THE TERMS AND CONDITIONS HEREOF AND OF THE XDK LICENSE, ARE SUBJECT TO
THE NON-DISCLOSURE AGREEMENT BETWEEN THE PARTIES ATTACHED HERETO AS EXHIBIT 5
(THE "NON-DISCLOSURE AGREEMENT"), WHICH IS INCORPORATED HEREIN BY REFERENCE;
PROVIDED, HOWEVER, THAT FOR PURPOSES OF THE FOREGOING, ANY TIME LIMITATION IN
THE NON-DISCLOSURE AGREEMENT ON THE PARTIES' OBLIGATIONS TO REFRAIN FROM
DISCLOSING INFORMATION PROTECTED UNDER THE NON-DISCLOSURE AGREEMENT
("CONFIDENTIAL INFORMATION") SHALL BE EXTENDED SO THAT ANY CONFIDENTIAL
INFORMATION PROVIDED IN RELATION TO THIS AGREEMENT OR BY WAY OF THE XDK LICENSE
IN WHATEVER FORM (E.G. INFORMATION, MATERIALS, TOOLS AND/OR SOFTWARE EXCHANGED
BY THE PARTIES HEREUNDER OR UNDER AN XDK LICENSE), INCLUDING THE TERMS AND
CONDITIONS HEREOF AND OF THE XDK LICENSE, UNLESS OTHERWISE SPECIFICALLY STATED,
WILL BE PROTECTED FROM DISCLOSURE FOR AS LONG AS IT REMAINS CONFIDENTIAL."
6.
PROMOTIONS
6.1
TOKEN PROMOTIONS.
IN THE EVENT PUBLISHER
DESIRES TO DISTRIBUTE PASSWORD-PROTECTED CODES REPRESENTING "TOKENS" (A "TOKEN
PROMOTION") THAT ARE REDEEMABLE BY USERS FOR ONLINE CONTENT DOWNLOADS FROM XBOX
LIVE ("CONTENT TOKENS") AS PART OF PROMOTIONAL ACTIVITIES RELATED TO A SOFTWARE
TITLE USING XBOX LIVE MARKETPLACE, PUBLISHER SHALL SUBMIT TO MICROSOFT A CONTENT
TOKEN REQUEST FORM AVAILABLE IN THE XBOX 360 PUBLISHER GUIDE ("TOKEN FORM") FOR
APPROVAL BY MICROSOFT.
UPON APPROVAL BY MICROSOFT, PUBLISHER WILL PRE-PAY ALL
APPLICABLE FEES AS SET FORTH IN THE XBOX 360 PUBLISHER GUIDE, OR MICROSOFT
MAY****.
AS SOON AS ****, MICROSOFT SHALL CREATE CONTENT TOKENS AND DELIVER
THEM TO PUBLISHER.
PUBLISHER MAY DISTRIBUTE THE CONTENT TOKENS FOR THE CONTENT
DOWNLOAD SOLELY AS PART OF THE TOKEN PROMOTION WITHIN THE SALES TERRITORY AND
DURING THE TERM OF THE TOKEN PROMOTION SPECIFIED ON THE TOKEN FORM.
NO OTHER
PAYMENTS UNDER THE XBOX 360 PLA (MS POINTS OR OTHERWISE) WILL BE PAID WITH
RESPECT TO THE CONTENT TOKENS. PUBLISHER SHALL BE SOLELY RESPONSIBLE FOR ALL
ASPECTS OF MARKETING AND FULFILLMENT OF THE TOKEN PROMOTION, INCLUDING WITHOUT
LIMITATION ALL ADVERTISING AND OTHER PROMOTIONAL MATERIALS RELATED TO THE TOKEN
PROMOTION WHICH SHALL BE DEEMED MARKETING MATERIALS.
6.2
JOINT
PROMOTIONS.
MICROSOFT AND PUBLISHER
MAY FROM TIME TO TIME AGREE TO DEVELOP, EXECUTE, AND ADMINISTER PROMOTIONS
INVOLVING THE SOFTWARE TITLE(S) (E.G., PLAY AND WIN WEEKENDS FOR THE SOFTWARE
TITLES ON XBOX LIVE, PROMOTIONAL SWEEPSTAKES INVOLVING THE