Transition to DIRECTV Infrastructure Clause Samples

The "Transition to DIRECTV Infrastructure" clause outlines the process and requirements for moving services, operations, or technology from a current system to DIRECTV's infrastructure. This typically involves specifying timelines, responsibilities, and technical standards for the transition, as well as detailing any support or cooperation needed from both parties to ensure a smooth changeover. The core function of this clause is to provide a clear framework for the transition, minimizing service disruptions and ensuring both parties understand their roles and obligations during the migration process.
Transition to DIRECTV Infrastructure. Following the Version [*]Software download to the Provo, Reno, and (if applicable) Two-Chip Receivers, DIRECTV may, at its discretion, convert the Provo, Reno and (if applicable) Two-Chip Receivers to utilize the DIRECTV satellite-based push network for all push content and data. At DIRECTV's discretion, DIRECTV may also convert the Provo, Reno and Two-Chip Receivers to utilize the DIRECTV telco-based back-haul network for the back-haul of all or selected data. DIRECTV and TiVo shall collaborate to ensure such a transition to the DIRECTV infrastructure is orderly. Following the Version [*]Software download, DIRECTV shall have sole discretion and authority ---------- [*] 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. to provision and operate the DVR/PVR Functionality (including the ability to contract out such provisioning and operation to TiVo and/or any other party) on all DIRECTV-TiVo combination receivers, including the Reno, Provo and Two-Chip Receivers. TiVo will continue to have sole responsibility and authority for any Stand Alone Receivers.
Transition to DIRECTV Infrastructure. The first sentence of Section 2.3(d) of the Development Agreement is deleted and replaced in its entirety with the following: “DIRECTV shall convert the Provo Receivers, Reno Receivers, and (if applicable) Two-Chip Receivers to utilize the DIRECTV satellite-based push network for all DIRECTV push content and data within [*]after the start of downloads of the initial Version [*]Software download to the Provo Receivers, Reno Receivers, and (if applicable) Two-Chip Receivers. At any time until [*]after the Manufacturing Release of the Version [*]Software, DIRECTV shall notify TiVo in writing if DIRECTV, at its discretion, will use the DIRECTV satellite-based push network for all TiVo push content and data (the “TiVo Data Conversion Notice”). Upon receipt of the TiVo Data Conversion Notice, the Parties will work together to enable the use of the DIRECTV satellite-based push network for all TiVo push content and data. For a period starting on the Second Amendment Effective Date and ending [*]following DIRECTV’s initial use of DIRECTV’s satellite-based push network for all TiVo push and content data, TiVo shall be allowed to continue to use the method employed by TiVo as of the Second Amendment Effective Date (such method referred to as “Plan Y”) to distribute TiVo push content and data. If DIRECTV does not provide TiVo with the TiVo Data Conversion Notice, TiVo shall be allowed to continue to use Plan Y to distribute TiVo push content and data during the term of the Services Agreement (defined in Section 4.5 of this Agreement).”
Transition to DIRECTV Infrastructure. DIRECTV shall convert the Provo, Reno and (if applicable) Two-Chip Receivers to utilize the DIRECTV satellite-based push network for all DIRECTV push content and data within [*] after the start of downloads of the initial Version [*] Software download to the Provo Receivers, Reno Receivers, and (if applicable) Two-Chip Receivers. At any time until [*] after the Manufacturing Release of the Version [*] Software, DIRECTV shall [*] 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.

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