TiVo 2004 Annual Report Download - page 131
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Exhibit 10.41
Exhibit 10.41
as filed with
10-K
Confidential treatment has been requested for portions of this exhibit. The copy filed herewith omits the
information subject to the confidentiality request. Omissions are designated as [*]. A complete version of this exhibit
has been filed separately with the Securities and Exchange Commission.
FIFTH AMENDMENT TO VENDOR AGREEMENT
This FIFTH AMENDMENT TO THE VENDOR AGREEMENT (this "Fifth Amendment") is effective as of March 1, 2005 (the "Fifth Amendment
Effective Date") by and between BEST BUY PURCHASING LLC ("Best Buy") and TIVO INC ("TiVo").
RECITALS
WHEREAS, Best Buy Co., Inc. and TiVo Inc. entered into that certain Vendor Agreement having an effective date of March 3, 2002, as amended (the
"Vendor Agreement"); and
WHEREAS, Best Buy Purchasing LLC and TiVo Inc. wish to modify certain provisions in the Vendor Agreement as explicitly set forth in this Fifth
Amendment.
NOW, THEREFORE, Best Buy Purchasing LLC and TiVo Inc. agree as follows:
AGREEMENT
Unless stated otherwise, capitalized terms used herein have the meanings set forth in the Vendor Agreement.
1. PRICING.
1.1 Section 2.1 of the Vendor Agreement is deleted in its entirety and replaced by the following:
"2.1 Prices. Vendor will sell the Products to Dealer at the prices set forth in Section 2.a of the Vendor Program Agreement attached as an addendum
hereto, as may be changed from time to time, or as otherwise agreed between the parties. Except for [*], all prices, benefits and allowances offered to
Dealer may not be less favorable than those prices, benefits or allowances extended to any other customers of Vendor. Vendor's prices do not include
sales, use, excise, or similar taxes."
1.2 Section 2.a of the Vendor Program Agreement attached to the Vendor Agreement is deleted in its entirety and replaced by the following:
"2. a. Subject to Vendor's right to change Product prices upon ninety (90) days advanced written notice to Dealer, Vendor will sell the following
products, and Dealer will purchase such products at the following costs:
Product Description
Purchase Order
Cost
[*] [*]
[*] [*]
[*] [*]
[*] Certain information on this page has been omitted and filed separately with the Securities and Exchange Commission. Confidential treatment
has been requested with respect to the omitted portions.