Palo Alto, CA 94303-2214 Attention: Dennis C. Sullivan Facsimile No.: (650) 867-1200 (b) If to SONY, to: Sony Electronics Inc. 1730 N. First Street San Jose, CA 95112 Attention: Law Department Facsimile No.: (408) 352-4169 with a copy (which will not constitute notice) to: Sony Electronics Inc. 16530 Via Esprillo, MZ7300 San Diego, CA 92127 Attention: General Counsel Facsimile No.: (858) 942-8170 or to such other address or addresses as any such Party may from time to time designate as to itself by like notice. 9.2 Expenses Except as otherwise expressly provided herein, each Party shall pay any expenses incurred by it incident to this IP Agreement, and in preparing to consummate and consummating the transactions provided for herein. 9.3 Successors and Assigns This IP Agreement will be binding upon and inure to the benefit of the Parties hereto and their respective successors and permitted assigns, but will not be assignable or delegable by any Party without the prior written consent of the other Party. Notwithstanding the foregoing, a Party may transfer or assign its rights under this IP Agreement in connection with a merger, acquisition or sale of all or substantially all of its assets, on condition that it provides the 14 other Party with notice of the transfer or assignment. Any attempted transfer in contravention of this Section 9.3 shall be null and void. 9.4 Waiver No action taken pursuant to this IP Agreement will be deemed to constitute a waiver of compliance with any representations, warranties, conditions or covenants contained in this IP Agreement unless it is in writing, and no such waiver will operate or be construed as a waiver of any subsequent breach, whether of a similar or dissimilar nature. 9.5 Entire Agreement This IP Agreement and the Asset Purchase Agreement (including the Schedules and