EXHIBIT 10.7.4
FOURTH ADDENDUM TO
JOINT DEVELOPMENT AND LICENSE AGREEMENT
Nintendo Co., Ltd. ("NCL"), Nintendo of America Inc. ("NOA") (NCL and NOA
are referred to collectively as "Company"); and Silicon Graphics, Inc., and MIPS
Technologies, Inc. (collectively referred to as "SGI"), have agreed to enter
into this Fourth Addendum to Joint Development and License Agreement, which
modifies the "Joint Development and License Agreement" dated August 20, 1993, as
supplemented by the "First Addendum to Joint Development and License Agreement"
dated February 5, 1994; the "Second Addendum to Joint Development and License
Agreement" dated February 21, 1996; and the "Third Addendum to Joint Development
and License Agreement" dated June 12, 1996 (collectively, the "Agreement").
1. Section 14.6 of the Agreement is modified as it relates to ownership
of certain rights in the Mask Work by adding underlined words and deleting
certain stricken-out words as indicated below:
14.6 Microcode/Libraries, Coprocessor Command Set, Coprocessor
Microinstruction Set, and Mask Work. SGI will deliver to Company the
Microcode/Libraries, in source code and object code forms, the Microcode/
Libraries development environment, and documentation of the Coprocessor
Command Set and the Coprocessor Microinstruction Set, at a time to be
mutually agreed upon in writing by SGI and Company. SGI and Company
acknowledge and agree that (a) the Developed Technology is implemented in
part in each of the Microcode/Libraries, the Coprocessor Command Set, the
Coprocessor Microinstruction Set, and the Mask Work; (b) subject to SGI's
rights in the Licensed Background Technology embodied in each of them,
Company shall own any and all copyrights in the Microcode/Libraries, the
Coprocessor Command Set, the Coprocessor
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Microinstruction Set, the Developer's Manual and the Development
Environment; (c) subject to SGI's rights in the Licensed Background
Technology embodied in the Coprocessor, Nintendo Co., Ltd. shall solely own
the mask work rights in the Mask Work; and (d) all Development Technology
incorporated in the Microcode/Libraries, Coprocessor Command Set,
Coprocessor Microconstruction Set, and the Mask Work shall be subject to
the provisions of Section 6.4 and 6.5 applicable to the Developed
Technology. Company hereby grants to SGI a paid-up, nonexclusive,
irrevocable, worldwide license to duplicate, distribute, modify, enhance,
sublicense and otherwise use or exploit the Microcode/Libraries, the
Coprocessor Command Set, the Coprocessor Microinstruction Set, the Mask
Work and the Development Environment, subject only to the provisions of
Sections 6.4, 6.5, 14.8 and 14.9.
2. Company and SGI further agree that this Fourth Addendum is effective
retroactively as of February 21, 1996 (the "Effective Date").
IN WITNESS WHEREOF, the parties have executed this Fourth Addendum as of
June ___, 1998.
NINTENDO CO., LTD. NINTENDO OF AMERICA INC.
By: ____________________________ By: _______________________________
Title: ____________________________ Title: _______________________________
SILICON GRAPHICS, INC. MIPS TECHNOLOGIES INC.
By: ____________________________ By: _______________________________
Title: ____________________________ Title: _______________________________
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