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This is an Education Addendum to the RED Terms and Conditions entered into by and between RED DIGITAL CINEMA, LLC (“RED”) and the Buyer (“Buyer”).

1. All provisions in the RED Terms and Conditions shall remain in full force and effect except as modified by this Addendum.

2. EDUCATION PURCHASING ONLY – Buyer represents and warrants that it is an educational institution, or faculty, staff, or a student of an educational institution. Buyer represents and warrants that it is making purchases for educational uses only. Buyer agrees to complete any forms required by RED to verify that Buyer is an educational institution, faculty, staff, or student and purchasing for educational use only. RED has the right to investigate Buyers eligibility status and Buyer agrees to cooperate with such investigation. If Buyer is not an educational institution, faculty, staff, or student and does not purchase for educational use, RED may charge Buyer full published pricing for goods (no educational or other discounts) and Buyer agrees to pay such pricing for goods, even after Buyer has taken delivery on such goods. RED may charge any credit card or account on file for the difference between the educational pricing and the full published pricing.

3. PRICES – Buyer’s educational purchases are subject to special educational pricing. All prices are subject to change without notice. RED may regulate ordering, including quantity and may cancel discounts at any time. Buyer must be purchasing or be the registered owner of a Red camera, to receive special pricing on camera modules and/or accessories. Special pricing is subject to Buyer complying with all the terms and conditions of this Education Addendum.

4. TERMS OF PAYMENT – A deposit may be required. Payment in full is due prior to shipment. RED may agree to certain payment terms based on Buyer’s credit worthiness, as determined solely by RED.

5. RESTRICTED RESALE – Buyer agrees not to sell or transfer RED goods by any means to any other entity or individual for a period of two years from the date of purchase (“Holding Period”). Buyer expressly acknowledges and agrees that educational pricing is subject to this restricted resale requirement and that Buyer expressly agrees not to resell any educational priced goods obtained from RED for the Holding Period. Buyer agrees not to advertise, sell, offer to sell, or solicit sales, directly or indirectly, of RED goods via mail or the internet during the Holding Period. RED has the right upon reasonable notice to inspect Buyer’s books and accounting records to ensure compliance with this provision. If RED determines, in its sole opinion, that Buyer has violated this provision, RED may charge Buyer full published pricing (no educational or other discounts) for all goods purchased by Buyer, plus the costs of investigation and attorney’s fees (“Resale Fee”) and Buyer agrees to pay the Resale Fee. RED may charge any credit card or account on file for the Resale Fee.