After the fight, Charlie learns that his ex-girlfriend has died, and he must attend a hearing deciding the future of their son Max (Dakota Goyo). There, Max's aunt Debra (Hope Davis) and her wealthy husband Marvin (James Rebhorn) request full custody, which Charlie concedes for $100,000, half in advance, on the condition that Charlie retains Max for three months. Thereupon, Charlie and Max, and Bailey Tallet (Evangeline Lilly), the daughter of Charlie's boxing coach, acquire the once-famous robot "Noisy Boy" and arrange a fight, in which Noisy Boy is destroyed. Attempting to scavenge parts of a new robot, Max discovers "Atom", an obsolete but intact sparring robot designed to withstand severe damage, and capable of mimicking its handler's motion.