Special Event Lighting Company
Rental: TERMS AND CONDITIONS
1.Liability of D-Zyn Elements. Lessee acknowledges that it has examined and tested the equipment herein (hereinafter the Equipment), that it is in good working condition, and is fit for the particular use and purpose intended by Lessee, and Lessee accepts the equipment as is, Lessee understands that the Equipment and any and all services or labor to be provided pursuant hereto, are leased or provided without warranty or guaranty of any kind, express or implied. Lessee further understands that D-Zyn Elements assumes no responsibility or liability of any nature whatsoever to any person, firm, corporation or any other type of entity for any claim, injury, damage or loss arising out of, relating to or resulting from: (a) the Equipment: (b) the use of such Equipment: (c) labor or services furnished pursuant to this Agreement: (d) the performance or nonperformance of this Agreement. Lessee hereby waives any and all claims it may have against D-Zyn Elements with regard to any of the forgoing. Anything to the contrary notwithstanding, in the event any Equipment becomes inoperable or fails to perform as contemplated hereunder through no fault of Lessee during the rental term hereof, Lessee shall return for repairs of for exchange or replacement said Equipment to D-Zyn Elements during D-Zyn Elements’ regular business hours at its place of business, and if D-Zyn Elements does not repair said Equipment nor does not provide a replacement for said Equipment, Lessee’s sole right shall be to receive a pro-rata refund or credit from D-Zyn Elements in the event of a claim by Lessee relating to, arising out of, or resulting from the performance of services and/or labor provided in this lease. Lessee’s sole remedy shall be to receive a pro-rata refund or credit from D-Zyn Elements based upon such services and/or labor. 2.Use, Return and Repairs; Liability of Lessee. Lessee agrees to return the Equipment in the same condition as delivered, normal wear and tear excepted, and at the time and place specified herein, and Lessee further agrees that it shall not remove Equipment from the State of California without written consent of D-Zyn Elements. If D-Zyn Elements does not furnish labor to operate the Equipment, the Equipment shall be used only by duly qualified employees and/or agents of Lessee. Lessee shall use the Equipment in strict accordance with all applicable laws, according to the Equipments prescribed operating procedure, and only for the purpose of production contemplated and set forth in connection with this Lease. Except while labor is supplied by D-Zyn Elements, Lessee shall keep the Equipment in its sole custody and control. After delivery to Lessee, if any item of Equipment is lost, stolen, damaged or destroyed, whether by fire, theft, burglary, fraud, disappearance, water of confiscation. Lessee shall pay to D-Zyn Elements the replacement cost without deduction for depreciation of such item, provided that if any item is returned in a condition which D-Zyn Elements in its sole discretion, deems a reparable on, Lessee shall pay D-Zyn Elements the actual or estimated cost of such repairs as determined by D-Zyn Elements. In the event of any such damage, loss, theft or destruction, or in the event of non-return, Lessee agrees that the monetary value of each item of Equipment is listed in D-Zyn Elements’ office at the time D-Zyn Elements is notified of such fact. A copy of such list will be shown to Lessee upon request. 3.Ownership. Lessee acknowledges that D-Zyn Elements owns all rights, and interest in and to the Equipment and warrants that it shall keep the Equipment free of all liens, levies and encumbrances and further acknowledges that it shall be responsible for all taxes, transportation charges, duties, broker fees, bonds, fines forfeitures, penalties, and all other costs imposed upon the leasing or use of the Equipment. Lessee will not assign, transfer or sublet the Equipment or any right under this Lease, and Lessee will not pledge, mortgage, or encumber in any way the Equipment or Lessee’s right hereunder, and any such assignment, transfer, sublease, pledge, mortgage or encumbrance shall be null and void. The rental rates herein will not apply to purchase of any of the Equipment, except as otherwise stated herein. 4.Default. Upon termination of this ease, or upon the breach of any provision hereof, or in the event that Lessee suffers or initiates any act of insolvency or bankruptcy, or in the event a receiver is appointed to take possession of all, or substantially all, of Lessee’s assets, or in the event a general assignment for the benefit of creditors is made by Lessee, or in the event any legal process of any kind is taken with regard to any item of Equipment or upon any use of Equipment, or in violation of D-Zyn Elements’ rights, title and interest in and to the Equipment, D-Zyn Elements and its agents may at any time thereafter enter upon Lessee’s premises to remove all of the Equipment without any liability for damages caused by any such entry and without prejudice to D-Zyn Elements’ right to receive the rent due pursuant to this Lease, and to recover from Lessee and all other damages which D-Zyn Elements shall have sustained by reason of any breach hereof. 5.Indemnity. Lessee agrees to indemnify and hold D-Zyn Elements and D-Zyn Elements’ agents and employees harmless from and against and all claims, actions, suits, proceeding, costs, expense, damages and liabilities including attorneys fees, arising out of, connected with, or resulting from this Lease or from the Equipment or its use, save and except damages or injuries resulting from the sole negligence and/or willful misconduct of the D-Zyn Elements. 6.Rental Charges and Interest. All sums owed by Lessee under this Contract which are 30) days overdue shall bear interest at the rate of one and one-half (1%) per month (18% per annum) on the first $1,000.00 Owed and one percent (1%) per month (12%) per annum) on any sum owed greater than $1,000.00 and Lessee agrees to pay reasonable attorney fees and court costs arising from or relating to collection of any balance which is thirty (30) days or more overdue. Sums owed by Lessee hereunder shall not be subject to any abatement of set-off. All Equipment must be returned by 10:00 a.m. of the return date, and in the event the Equipment is not returned, an additional days rental shall be charged for each additional day. 7.Responsibility for and During Shipment. Unless otherwise specified herein, all cost of shipment to and from Lessee shall be Lessee’s responsibility. Lessee shall be responsible for any loss to the Equipment from any cause whatsoever occurring after delivery of the Equipment to Lessee and before possession of the Equipment is returned to D-Zyn Elements. Acceptance by D-Zyn Elements of the return of the Equipment shall not be a waiver of any claims that D-Zyn Elements may have against Lessee arising hereunder nor a waiver of claims for a latent or patent damages to the Equipment prior to such return. Delivery to Lessee shall be deemed to occur at the time Lessee takes possession of the Equipment, at the time the Equipment I provided to a location designated by Lessee, or at the time the Equipment is placed upon a common carrier for forwarding to Lessee, whichever occurs first. 8.Insurance - Equipment. Lessee agrees at its own expense to insure the Equipment for its full replacement cost without deduction for depreciation, any loss of use of such Equipment, and any loss arising from the transportation and use of such Equipment. Coverage shall begin from the time the Equipment leaves the D-Zyn Elements’ premises for Lessee’s use of such Equipment, until the time the Equipment is returned to the D-Zyn Elements’ premises. Such insurance shall name D-Zyn Elements as the Loss Payee for the loss or damage to the Equipment. Limits of such insurance shall be sufficient to cover all Equipment and property at risk, regardless of source, but in no event less than $1,000,000. 9.Insurance – Business Automobile. Lessee agrees at its own expense to maintain business automobile liability insurance, including coverage for loading and unloading Equipment, hired auto physical damage insurance covering owned, non-owned, hired and rented vehicles. Coverage for damages shall include “comprehensive” and “collision”. D-Zyn Elements shall be named as an additional insured respecting the liability coverage and as Loss Payee on the hired auto physical damage coverage. Such insurance shall provide coverage for no less than $1,000,000 in combines single limits, and actual cash value less than $1,000 deductible for physical damage on comprehensive and collision coverage. 10.Insurance – Workers Compensation. Lessee agrees to maintain, at its own expense, workers compensation / employers liability insurance during the duration of the rental of the Equipment with minimum limits of $1,000,000. 11.Insurance – Commercial General Liability. Lessee agrees to maintain, at its own expense, commercial general liability insurance including coverage for independent contractors and contractual liability, specifically referring to this Agreement. Such insurance shall name D-Zyn Elements as an additional insured and provide that such insurance is primary coverage with respect to all insureds, the limits of which must be exhausted before any obligations arises under D-Zyn Elements’ insurance. Such insurance shall remain in effect during the tem of the lease and shall include the following coverages: Broad Form Contractual Liability; Personal Injury Liability; Completed Operations; and Products Liability. Such insurance shall provide general aggregate limits of not less than $2,000,000, personal injury and advertising injury of not less than $1,000,000, and per occurrence limits of not less than $1,000,000. 12.Insurance – Insurer. All insurance obtained by Lessee pursuant to the above provisions shall be issued by an insurance carrier authorized to do business in the State of California with a BEST rating of A- or better, and shall be deemed the primary insurance, issued on a non-contributory basis. 13.Insurance – Waiver. All insurance maintained by Lessee pursuant to the foregoing Terms and Conditions shall contain a waiver of subrogation against D-Zyn Elements. Lessee shall provide D-Zyn Elements 30 days written notice prior to the effective date of any cancellation or material change to any insurance maintained by Lessee pursuant to the foregoing Terms and Conditions. 14.Insurance – Certificate of Insurance. Before obtaining possession of the Equipment, Lessee shall provide D-Zyn Elements a Certificate of Insurance and applicable endorsements, including additional insured and loss payee endorsements confirming each of the coverages specified in the foregoing Terms and Conditions. All Certificate of Insurance must be signed by an authorized agent of the insurance carrier. 15.Legal Proceedings. This Lease shall be governed by the State of California, and Lessee agrees to accede to and not contest the jurisdiction of the courts of the State of California in any proceeding brought by D-Zyn Elements against Lessee, and Lessee further agrees that any proceeding which it may institute arising from or resulting from this Lease shall be brought in the State of California. Lessee agrees to pay D-Zyn Elements costs and attorney fees in having to enforce Terms and Conditions of this agreement. 16.Obtaining Government Permits, Licenses Laws. Lessee is responsible for obtaining all government permits and licenses pertaining to use and/or operation of the Equipment and for compliance with all applicable laws and regulations. 17.Penal Code Provisions. Lessee acknowledges it is aware that California Penal Code Section-484 provides that intent to commit theft by fraud may be presumed if one who has leased or rented the personal property of another pursuant to a written contract fails to return the personal property to its owner within twenty (20) days after the owner has made written demand following the expiration of the lease or rental agreement. Lessee also acknowledges it is aware that Penal Code Section 484 provides that such intent may be pursuant if one presents to the owner of personal property identification which bears a false or fictitious name or address for the purpose of obtaining a lease or rental agreement covering the property. 18.Credit to D-Zyn Elements. In the event other suppliers of materials or service are accorded public credit in some fashion or manner relating to the purpose or production set forth herein. Lessee agrees to use its best efforts to display and/or mention D-Zyn Elements’ logo, trademark and/or trade-name in a similar fashion or manner. 19.General Provisions. This lease expresses the entire agreement of the parties, and any hereto must be made in writing. No term, representation or warranty, expressed or implied, not herein set forth shall bind D-Zyn Elements. The Terms and Conditions (including the purpose) on this Lease, as set forth on the front side hereof, as well as in these Standard Terms and Conditions, shall apply to any and all equipment leased by Lessee from D-Zyn Elements and any and all services and/or labor provided by D-Zyn Elements to Lessee from and after the date of execution hereof for which no separate written lease is executed.
Performance of any covenant of D-Zyn Elements hereunder may be suspended by D-Zyn Elements to the extent it is delayed, hindered or prevented because of any act of God, force majeure, war, governmental regulation, labor dispute, shortage of necessary supplies or personnel, or other matters beyond its control, including without imitation, failure or delay of delivery by common carrier for any reason whatsoever. In the event D-Zyn Elements is prevented from performance hereunder due to any of the circumstances set forth in the proceeding sentence. D-Zyn Elements, in it sole discretion, may be relieved of performance hereunder without any liability whatsoever to Lessee for any reason except that Lessee shall be entitled to a pro-rata refund or credit for any Equipment nor delivered to Lessee and/or services and labor provided by D-Zyn Elements.
Notice hereunder shall be given in writing and mailed by certified mail, return receipt requested to either party to the addresses specified in the Agreement. The waiver by D-Zyn Elements of any breach of any term, condition or covenant herein shall not be deemed a waiver of any other breach of the same or any other term, condition or covenant. Section headings herein are for convenience and shall not be deemed to be among the terms, conditions or covenant herein.
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