CONFIDENTIAL TREATMENT REQUESTED
BY ACCESS INTEGRATED TECHNOLOGIES, INC. OF CERTAIN PORTIONS OF THIS
AGREEMENT IN ACCORDANCE WITH RULE 24B-2
UNDER THE SECURITIES EXCHANGE ACT
OF 1934.
November 1, 2006
Christie/AIX, Inc
55 Madison Avenue, Suite 300
Morristown, NJ 07960
Attn: A. Dale Mayo, CEO
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Re:
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Amended Exhibit A to Supply
Agreement
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Dear Bud:
As you know, Christie Digital
Systems USA, Inc. (“Christie”) and Christie/AIX, Inc.
(“Christie/AIX”) are parties to an Amended and Restated
Supply Agreement dated as of September 30, 2005 (as amended, the
“Supply Agreement”). By letter agreement dated as of
February 21, 2006, Christie and Christie/AIX amended Exhibit A to
the Supply Agreement. Christie and Christie/AIX desire to further
amend and restate Exhibit A to the Supply Agreement, and hereby
agree as follows:
1. Exhibit
A to the Supply Agreement is hereby amended and restated to read in
its entirety as follows:
EXHIBIT A
PRICING
(1)
Digital Cinema Projection Systems
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(a)
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Subject to the terms and conditions of this
Section (1), the purchase price for Digital Cinema Projection
Systems supplied by Christie to Christie/AIX under the Supply
Agreement shall be as follows:
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(b)
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The maximum number of Digital Cinema Projection
Systems in Group A (“Group A Systems”) shall be ***.
The maximum number of Digital Cinema Projection Systems in Group B
(“Group B Systems”) shall be ***.
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_________________________
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CONFIDENTIAL PORTIONS HAVE BEEN
OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE
COMMISSION. ASTERISKS DENOTE OMISSIONS.
CONFIDENTIAL TREATMENT REQUESTED
BY ACCESS INTEGRATED TECHNOLOGIES, INC. OF CERTAIN PORTIONS OF THIS
AGREEMENT IN ACCORDANCE WITH RULE 24B-2
UNDER THE SECURITIES EXCHANGE ACT
OF 1934.
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(c)
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The parties acknowledge and agree that prior to
the date of this letter amendment Christie has shipped to
Christie/AIX *** Group A Systems and additional quantities of
Digital Cinema Projection Systems as Group B Systems.
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(d)
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As used in this Exhibit A, “Total Minimum
Number of Committed Screens” means, at any point in time, the
aggregate minimum number of screens for which exhibitors are
contractually committed to accept deployment of Digital Cinema
Projection Systems under all agreements then in effect between
Christie/AIX and exhibitors (without taking account of the actual
number of screens for which deployment has been made, except as
provided in the following proviso); provided, however, that where
the actual number of screens for which Digital Cinema Projection
Systems have been deployed to an exhibitor under an agreement
between the exhibitor and Christie/AIX exceeds the minimum number
of screens for which the exhibitor is contractually committed under
such agreement to accept deployment of Digital Cinema Projection
Systems, then the actual number of screens shall be used in the
determination in lieu of the minimum number of screens provided for
in the agreement between the exhibitor and Christie/AIX.
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(e)
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The parties acknowledge that as of October 17,
2006 the Total Minimum Number of Committed Screens is *** screens,
as shown in Annex I to this Exhibit A.
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(f)
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From and after October 17, 2006, each time an
exhibitor executes an agreement with Christie/AIX regarding the
deployment of Digital Cinema Projection Systems to such exhibitor,
Christie and Christie/AIX shall update Annex 1, including addition
of the minimum number of screens for which such exhibitor is
contractually committed under the agreement to accept deployment of
Digital Cinema Projection Systems, and shall determine the Total
Minimum Number of Committed Screens based on Annex 1 as so updated.
In the event the Total Minimum Number of Committed Screens as so
determined exceeds *** screens, and ***% of such Total Minimum
Number of Committed Screens exceeds the total number of Group A
Systems previously shipped by Christie for the account of
Christie/AIX, Christie/AIX shall promptly (and in any event within
three (3) weeks after such determination is made) submit to
Christie a purchase order for a quantity of Group A Systems equal
to the quantity by which ***% of such Total Minimum Number of
Committed Screens exceeds the total number of Group A Systems
previously shipped by Christie for the account of Christie/AIX,
subject always to the maximum number of Group A Systems set forth
in paragraph (b)
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_________________________
***
CONFIDENTIAL PORTIONS HAVE BEEN
OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE
COMMISSION. ASTERISKS DENOTE OMISSIONS.
CONFIDENTIAL TREATMENT REQUESTED
BY ACCESS INTEGRATED TECHNOLOGIES, INC. OF CERTAIN PORTIONS OF THIS
AGREEMENT IN ACCORDANCE WITH RULE 24B-2
UNDER THE SECURITIES EXCHANGE ACT
OF 1934.
above. Christie shall be permitted
to ship Group A Systems a
