Terms and conditions

ChristieMarketplace.com Terms & Conditions of Sale and Service

These terms and conditions (the "Terms") apply to any and all sales of product and services procured from ChristieMarketplace.com, the Christie^® clearance website located at https://christieclearanceprojectors.com/, and to all associated Christie sites linked to https://christieclearanceprojectors.com/ by Christie and its global affiliates (collectively, the "Website"). BY PURCHASING PRODUCTS OR PROCURING SERVICES VIA THE WEBSITE CUSTOMER (DEFINED BELOW”) AGREES TO BE BOUND BY THE TERMS, WITHOUT LIMITATION OR QUALIFICATION.

Defined Terms

“Certified Refurbished” products are those Products which are not in new prime condition, which have been repaired by factory certified technicians and are certified to be in good working condition upon repair/refurbishment.

“Customer” means the company or individual who purchases Products or procures Services from Christie via the Website.

“Prime” products (or alternatively “New”) shall mean those Products which are in unused condition and packaged in original packaging.

“Products” means the products advertised by Christie for sale on the website.

“RMA” means a return material authorization.

"Service Site" means the location identified by Customer in the check-out process as the “shipping address”, at which on-site Services will be provided by Christie to Customer under these terms and conditions.

“Services” mean the one-time on-site services (whether preventive maintenance and/or emergency repair) including the response times therefor, which are offered by Christie via the Website and which Customer selects and procures by checking out a cart on the Website.

“Territory” means the United States of America.

“Trademarks” means the various trademarks, service marks, trade names, logos and designs used by Christie in connection with the manufacture, sale or service of the Products, and the associated goodwill and includes, without limitation, the trademark “Christie”.

“Used” or “Demo” products are those Products which are not in new prime condition and which are not certified refurbished.

Terms & conditions applicable to all sales of Products and Services procured via the Website

Purchase and sale

All Customer orders are subject to acceptance or rejection by Christie (acceptance may be evidenced in writing or by shipment of the Products). Upon acceptance of the order by Christie, Customer and Christie will be in a binding agreement for the purchase and sale of the Products and provision of Services on these terms and conditions (the “Agreement”).

Territory

The Products and Services offered via the Website are only offered for Customers within the Territory and as applicable, where Product shipping address is within the Territory or Services Site is within the Territory.

Applicable terms and conditions

Nothing contained in any purchase order, sales confirmation or other document will modify this Agreement unless agreed to in writing by both parties.

Payment and enforcement

Payment for all Products and Services must be made in advance via payment method offered by the website. All payments for Products and Services are payable in U.S. Dollars. Christie shall not ship any Product until payment in full is received. If for any reason payment is contested via Customer’s credit card company after delivery, Customer must return the Products for which payment is contested and Christie may withhold warranty coverage contemplated by this Agreement for such Products. If the Products are not returned to Christie, Customer will reimburse Christie for all collection costs and expenses, including without limitation reasonable legal fees, incurred by Christie in collecting such amounts. In addition, if litigation is commenced by either party in connection with this Agreement, the prevailing party in such litigation will be entitled to recover its costs and legal fees incurred in connection with such litigation, including any appeal.

The rights and remedies of the parties hereunder are cumulative, and the exercise of any one right or remedy will not prejudice the exercise of any other right or remedy.

If any provision of this Agreement is found to be invalid or unenforceable by law, that provision will cease to operate and will be considered severed from this Agreement. All remaining provisions will continue to be valid and binding on the parties.

No failure to exercise, and no delay in exercising, any right or remedy on any one occasion will limit or constitute the waiver of the exercise of any right or remedy on any other occasion. To be effective, any waiver must be in writing and signed by the party making the waiver. No waiver of any provision will constitute a waiver of any other provision, whether or not similar, nor will any waiver constitute a continuing waiver.

Limitation of liability

UNDER NO CIRCUMSTANCES WILL CHRISTIE BE LIABLE TO CUSTOMER FOR ANY CONSEQUENTIAL, INCIDENTAL, INDIRECT, SPECIAL OR PUNITIVE DAMAGES, INCLUDING WITHOUT LIMITATION DAMAGES FOR LOST PROFITS, LOST REVENUES, LOST BUSINESS OR LOSS OF USE OF PRODUCTS, WHETHER OR NOT CHRISTIE IS ADVISED THAT SUCH DAMAGES WILL OR MAY OCCUR, AND WHETHER SUCH DAMAGES ARE CLAIMED BASED ON BREACH OF CONTRACT, BREACH OF WARRANTY, NEGLIGENCE, STRICT LIABILITY IN TORT, OR ANY OTHER LEGAL OR EQUITABLE THEORY. NO ACTION, REGARDLESS OF FORM, ARISING OUT OF THIS AGREEMENT OR THE SALE OF PRODUCTS TO CUSTOMER MAY BE BROUGHT AGAINST CHRISTIE MORE THAN ONE YEAR AFTER THE DATE OF ACCRUAL OF THE CAUSE OF ACTION.

Indemnification by Customer

Customer will indemnify Christie, its affiliates, and their respective officers, directors, shareholders, employees, agents, legal representatives, successors and assigns from and against any claim, damage, liability, loss, cost, expense, obligation, action or cause of action arising out of any breach by Customer of its obligations under this Agreement or any negligent or willful misconduct of Customer. Customer's obligations under this section will survive the expiration or termination of this Agreement.

Export controls

Customer will comply with all applicable export control laws as in effect from time to time.

Force majeure

If the performance of this Agreement or of any obligation hereunder by either party is prevented by reason of war, civil disturbance, terrorism, fire, flood, earthquake, typhoon or other natural disaster, strikes, labor disputes, governmental action, health epidemic or pandemic, or any other act or condition whatsoever beyond the reasonable control of such party, such party will, except for payment obligations, be excused from performance for so long as such cause continues.

Termination

This Agreement will automatically terminate once, as applicable, the Products are delivered to Customer or the Services are rendered and all rights and duties of the parties under this Agreement will terminate except to the extent otherwise expressly provided in this Agreement, and

Sections 9-18, 19(c), 19(d), and 21 and any accrued payment obligations or existing claims will survive any expiration or termination of this Agreement.

Notices

Any notice or other communication to be given under this Agreement will be in writing and will be deemed given on the date of transmission when sent by on the third day after the date of mailing when mailed by registered or certified mail, postage prepaid, return receipt requested, or when sent by recognized courier service (such as FedEx), or on the date of actual delivery, whichever is the earlier.

Notices to Customer shall be sent to Customer at the shipping address or email provided by Customer at checkout.

Notices to Christie shall be sent to 10550 Camden Dr, Cypress, CA 90630 Attn.: Christie Marketplace administrator.

Confidentiality

“Confidential Information” means non-public, confidential or proprietary information including business strategies, financial information, product information, product development plans, marketing plans, financial statements, inventions, know-how, technology, processes, techniques, methods, formulas, designs, drawings, data, test results, specifications and computer software, whether disclosed orally or in written or printed materials or documents, or obtained by visual observation or any other means.

Each party that receives Confidential Information of the other party will:

hold that information in strict confidence and not disclose it to any third party without the prior written consent of the disclosing party;

use that information only in connection with its performance under this agreement and for no other purpose; and

use the same degree of care, but no less than a reasonable degree of care, as it uses with respect to its own Confidential Information to prevent unauthorized disclosure of the disclosing party’s Confidential Information to third parties.

The restrictions of this section do not apply to information that is:

known to the receiving party at the time of receipt;

independently developed by the receiving party without any use of the disclosing party’s Confidential Information;

lawfully obtained by the receiving party from a third party not bound by any obligation of confidentiality to the disclosing party;

public information when received or subsequently becomes public information through no fault of the receiving party;

provided by the disclosing party to third parties without restriction; or

disclosed by the receiving party pursuant to statute, regulation, or the order of a court of competent jurisdiction, provided that the receiving party promptly notifies the disclosing party of such required disclosure in order to permit the disclosing party to seek a protective order or other appropriate relief.

The disclosing party will be entitled to enforce the provisions of this section 7 by temporary restraining order, injunction or other equitable relief, without need of showing actual damages.

Other terms

Any and all Products purchased and/or Services procured via the Website are subject to the terms and conditions of this Agreement. This Agreement may not be modified in any way in writing signed by an authorized representative of Christie. No terms, provisions or conditions of any Customer business form or any written authorization used by Christie or Customer will have any effect on the rights, duties or obligations of the parties, or otherwise modify, this Agreement, regardless of any failure of Christie or Customer to object to such terms, provisions, or conditions unless such document specifically refers to this agreement and is signed by both parties.

General

This Agreement

constitutes the entire agreement of the parties with respect to the subject matter of this Agreement and supersedes and replaces all written and oral agreements in respect thereof;

is governed by the laws of the State of California, USA;

is not subject to the UN Convention on Contracts for the International Sale of Goods;

is not assignable by the Customer without the prior written consent of Christie; and

is binding on, and will endure to the benefit of, the parties and their respective successors and permitted assigns.

A section or part of a section of this Agreement that is illegal or unenforceable may be severed from this agreement and the remaining sections or parts of the section of this agreement will continue in force.

Terms & conditions applicable to sales of Products via the Website

Delivery and risk of loss

Non-Expedited Shipments of the Products to the 48 continental states- Christie will pay for domestic ground freight (including the cost of insurance) to one designated shipping location within the continental United States; carrier to be determined by Christie. For such orders, shipment of the Products will be: (i) CIP (Incoterms® 2010) customer’s designated delivery location in the continental United States (ii) all risk of loss of or damage to the Products will pass to Customer when the Products are tendered to the carrier for shipment to the designated delivery location, (iii) Christie will pay all freight and insurance charges. Customer is obligated to provide an applicable tax exemption certificate or pay any and all duties, value added, sales, use, excise or similar taxes should there be any.

Expedited Shipments or Shipments to Alaska, Hawaii or Puerto Rico - the shipment of the Products will be (i) EXW Christie warehouse at such location as Christie may designate (Incoterms® 2010), (ii) all risk of loss of or damage to the Products will pass to Customer when the Products are delivered by Christie to the carrier for shipment from the EXW point, and (iii) Customer will pay all freight and insurance charges, all duties, value added, sales, use, excise or similar taxes, and any and all costs or charges incurred after delivery of the Products to the carrier for shipment.

Notwithstanding the delivery term and the passing of risk, title to all Products sold to Customer shall pass from Christie to Customer upon tender of the Products to the carrier for shipment to the designated delivery location. Christie will not be liable in any respect for any loss or damage caused by any failure or delay in making delivery.

Product specifications

The specifications of the Products are those set out in Christie’s catalogue in effect from time to time. Christie reserves the right to make any changes in the specifications of the Products that are required to conform to any applicable laws or that do not materially affect the quality or performance of the Products.

Returns/Refund Policy

If for any reason within thirty (30) days of purchase, Customer may return the Products for a full refund less a 20% restocking fee if the product is in its original condition and packaging by contacting Christie Customer Care Return Merchandise Authorization Team at rma@christiedigital.com.

We will require your product serial number and online order number to initiate the process. Once the item has been received and verified, a refund of the purchase price and any taxes paid minus a restocking fee of 20% will be issued to your original method/means of payment. No refunds will be issued if it is found that the Product is modified, not in the same condition as it was shipped in or is not in the original packaging it was shipped by Christie in.

Customer is responsible for the shipping cost to return a Product.

Christie suggests that whenever you’re shipping an item over $100, you should use a trackable shipping service or purchasing shipping insurance as we cannot guarantee that we will receive your returned item.

Warranty

Provided that the Customer has paid to Christie all amounts owing to Christie for the Products and payment is not contested by Customer’s credit card company Products purchased via the Website are warranted by Christie as follows:

(a). Prime/New Products: Are warranted to customers under Christie’s standard limited warranty as applicable in effect for that specific product at the time of purchase. A copy of the applicable Standard Limited Warranty is available on the Website and will also be provided by Christie upon request. Notwithstanding the foregoing, the standard limited warranty will not apply in respect of any alterations of misuse by Customer.

(b) Certified Refurbished, Used and Demo Products: Are warranted for 90 days from the date of purchase. If the product you purchased is found to be defective within the 90-day warranty period, Christie will repair it, provided parts are available, or alternatively provide a complete replacement, if available, upon the defective product’s return to Christie. If a replacement product isn't available Christie will refund your product purchase.

There can be a variety of reasons Products experience problems. They can exhibit issues stemming from faulty cabling, poor or incompatible sources, poor ventilation/air flow and unclean environments.

*Notwithstanding the foregoing, the standard limited warranty will not apply in respect of any alterations of misuse by Customers

If you are experience problem with your Product, call Christie Technical Support toll free at 800-221-8025 for assistance with the issue. If it is deemed a warranty issue, they will initiate an RMA (return merchandise authorization) to return your defective product and provide you with an RMA number for shipping and reference.

Once the Product has been received and we have verified the problem, a replacement will be sent out free of charge. Should the same model no longer be available we will either offer a replacement of similar or better value or a full refund. Our warranty policy is void if you attempt to modify the product, and we do not cover damages caused by buyer neglect or abuse.

EXCEPT AS EXPRESSLY SET FORTH IN THIS AGREEMENT, CHRISTIE MAKES NO OTHER WARRANTIES WHATSOEVER TO CUSTOMER, AND SPECIFICALLY DISCLAIMS ALL OTHER WARRANTIES, WHETHER WRITTEN OR ORAL, EXPRESS, IMPLIED OR STATUTORY, INCLUDING WITHOUT LIMITATION ANY IMPLIED WARRANTY OF MERCHANTABILITY, SATISFACTORY QUALITY, FITNESS FOR A PARTICULAR USE OR PURPOSE OR NON-INFRINGEMENT.

Infringement

Christie will indemnify Customer and its officers, directors, shareholders, employees, agents, legal representatives, successors and assigns from and against any claim, damage, liability, loss, cost, expense, obligation, action or cause of action arising out of any actual or alleged infringement of any Products sold by Christie to Customer on any patent, trademark or copyright of any third party, provided that:

Customer gives Christie prompt written notice of any third-party claim which is or may be covered under this indemnity, and

Christie is given full power and authority to defend or settle any such third-party claim.

Customer may, by counsel of its own choosing and at its sole expense, participate in any legal proceeding or settlement relating to any matter as to which a claim is made by Customer under this indemnity.

In the event of any infringement of any Products on any patent, trademark or copyright of any third party, Christie will, at its sole option and expense:

modify the infringing item to make it non-infringing,

replace the infringing item with a non-infringing item with equal or better functionality,

procure for Customer the right to continue using the infringing item, or

if none of the above alternatives is commercially practical, refund the purchase price of the infringing item less depreciation computed on a 3-year straight-line basis.

Christie will not have any liability under the indemnity set forth in this section for, and Customer will indemnify Christie, its affiliates, and their respective officers, directors, shareholders, owners, employees, agents, legal representatives, successors and assigns from and against any claim, damage, liability, loss, cost, expense, obligation, action or cause of action arising out of:

compliance with the Customer’s designs, specifications or instructions,

modification of any Product by a party other than Christie,

the use of any Product in combination with any other product, or

the use of any Product in any manner which infringes a method or process patent.

THE PROVISIONS OF THIS SECTIONARE IN LIEU OF ALL OTHER EXPRESS, IMPLIED OR STATUTORY WARRANTIES AGAINST INFRINGEMENT AND WILL BE THE SOLE AND EXCLUSIVE REMEDY FOR INTELLECTUAL PROPERTY INFRINGEMENT OF ANY KIND. IN NO EVENT WILL CHRISTIE’S TOTAL LIABILITY FOR SUCH INFRINGEMENT EXCEED THE AGGREGATE SUM PAID BY CUSTOMER FOR THE ALLEGEDLY INFRINGING PRODUCT.

Software

Off-the-Shelf Software. Any third party, standard, off-the-shelf software included or installed in any Products is provided under the end user license agreement applicable to such software.

Other Software. The Customer will not acquire any ownership interest in any software or firmware installed in any Products as of the time of sale of such Products to Customer, or in any software or firmware update or upgrade made available by Christie for any Products after the time of sale of such Products to Customer. The Customer will be entitled to use such software or firmware, or any such software or firmware updates or upgrades, solely for purposes of, and in connection with, use of the Products.

Terms & conditions applicable to Services procured via the Website

Services

Christie will provide the Services to Customer at the Service Site.

Christie may subcontract all or any part of the Services, including to affiliates of Christie, in which case Christie will remain responsible for the performance of the Services.

Fees and charges

Fees and charges for Services purchased under this Agreement will be the fees provided on the Website and ordered by Customer at checkout.

Site access and insurance

For any Services to be performed on-site at a specified Service Site, Christie will make arrangements with Customer for Service Site access and will minimize to the extent possible any disturbance to the business of Customer.

Each party will maintain in effect commercial general liability insurance, including blanket contractual liability insurance covering its obligations under this agreement.

Christie will also maintain in effect such additional coverages as are appropriate for its business and industry, including professional liability, workers’ compensation and commercial automobile liability.

Warranty and disclaimer

Christie will perform the Services in a competent and professional manner.

Except as stated in this agreement, Christie makes no other warranties including any implied warranty of non-infringement, merchantability, satisfactory quality, or fitness for a particular use or purpose, all of which other warranties are disclaimed.

Relationship of the parties

Customer and Christie are independent contractors. Neither Christie nor any of its employees is an employee of Customer or will be entitled to any employee benefits from Customer. Christie has no power or authority to enter into any contract or commitment in the name of or on behalf of Customer or bind Customer in any respect.

Term and Termination

Unless earlier terminated pursuant to this section, this agreement will:

become effective as of the date payment is received by Christie for Services and will automatically terminate upon completion of the Services for which it was paid by Customer.

Customer may terminate this agreement for a full refund any time before Christie has dispatched a technician to the Service Site.

Force majeure and limited liability

If Christie’s performance is prevented, restricted or interfered with by reason of war or other violence, terrorism, fire, flood, earthquake, typhoon or other casualty or accident, strikes or labor disputes, governmental action, or any other act or condition whatsoever beyond the reasonable control of Christie, Christie shall be excused from performance for so long as such cause continues.

For certainty, Christie will have no liability for any failure to perform Services if and to the extent Christie is unable to obtain access to the necessary Service Sites and resources for reasons beyond the reasonable control of Christie.