Exhibit
10.41


 


 


March 9, 2004


 


Jon Kirchner

President & CEO

Digital Theater Systems, Inc.

5171 Clareton Drive

Agoura Hills, CA  91301


 


Re:                               Purchase-Sales
Agreement


 


Dear Jon:


 


I am writing this letter in order to amend the Purchase-Sales Agreement
between InFocus Corporation (“InFocus”) and Digital Theater Systems, Inc.
(“DTS”) dated March 13, 2002 (the “Agreement”) in accordance with the
recent discussions you have had with Mike Archer of DTS.  The parties hereby agree as follows:


 


1.                                       Attachment
3 is revised such that the minimum commitment from DTS is *** PRODUCT units
instead of *** PRODUCT units.


 


2.                                       Since
DTS has to date purchased and received *** PRODUCT units from InFocus, DTS will
purchase the following numbers of long-throw PRODUCT units from InFocus at a
unit price of USD *** to be ordered according to the following time schedule
and PO dated September 2, 2003:


    *** units in November 2003


    *** units in March 2004


 


3.                                       DTS
has paid in full the amount of USD *** to InFocus for its development expenses
in accordance with Attachment 3 at a rate of USD *** per month beginning in
August 2003.


 


4.                                       DTS
will pay customization and scrap charges on lenses in the amount of USD
***.  DTS to issue a PO following
signature of this letter by DTS or by March 12, 2004, whichever comes
first.


 


5.                                       Other
than as set forth above, DTS will owe no other amounts to InFocus pursuant to
the terms of Attachment 2 or Attachment 3 of the Agreement.


 


6.                                       To
the extent of any conflict between the provisions of the Agreement and those
set forth herein, the terms set forth herein will control.  Any capitalized terms set forth herein will
have the meaning ascribed to them in the Agreement.


 












***Certain confidential portions of this Exhibit were omitted by means
of blackout of the text (the “Mark”). 
This Exhibit has been filed separately with the Secretary of the
Commission without the Mark pursuant to the Company’s Application Requesting
Confidential Treatment under Rule 24b-2 under the 1934 Act.


 

















 


6.                                       To
the extent of any conflict between the provisions of the Agreement and those
set forth herein, the terms set froth herein will control.  Any capitalized terms set forth herein will
have the meaning ascribed to them in the Agreement.


 


Please indicate your acceptance of these terms by countersigning this
letter and returning an original to my attention.  Thank you.


 


	
  Best regards,

  	
   

  
	
   

  	
   

  
	
   

  	
   

  
	
  Matt Olenski

  	
   

  
	
  Sr. Business Development Mgr.

  	
   

  
	
  InFocus Corp.

  	
   

  
	
   

  	
   

  
	
   

  	
  ACCEPTED AND AGREED

  
	
   

  	
   

  
	
   

  	
  DTS

  
	
   

  	
   

  
	
   

  	
  By::

  	
   

  	
  /S/ Jon E Kirchner

  
	
   

  	
   

  
	
   

  	
  Name:

  	
   

  	
  Jon E Kirchner

  
	
   

  	
   

  
	
   

  	
  Title:

  	
   

  	
  President & CEO

  
	
   

  	
   

  
	
   

  	
  INFOCUS

  
	
   

  	
   

  
	
   

  	
  ACCEPTED AND AGREED

  
	
   

  	
   

  
	
   

  	
  By:

  	
   

  	
  /S/ Paul Carter

  
	
   

  	
   

  
	
   

  	
  Name:

  	
   

  	
  Paul Carter

  
	
   

  	
   

  
	
   

  	
  Title:

  	
   

  	
  Director, Bus. Dev.