1. TITLE AND RENTAL RATE. Lessee shall have possession of the equipment described herein only during the term of this lease and title to same shall be and remain in Lessor. The first rental day shall be the day of delivery to Lessee and the last rental day shall be the day of return if such return be after 10:00 o’clock AM.
2. LIABILITY OF LESSOR AND INDEMNITY. Lessor shall not be liable for any loss or damage caused by leased equipment, whether to Lessee or its property or any other person, firm or corporation, or to the property of any other person, firm or corporation, nor shall lessor be liable for the repair, maintenance or servicing of the leased equipment or for any delay or failure thereof, or for any interruption of use of same or loss resulting therefrom. By acceptance of delivery Lessee acknowledges having examinedthe leased equipment and to have found it to be as ordered from Lessor. Lessor’s liability, if any, for furnishing the wrong or defective equipment to Lessee is limited to a rebate of the rental charged hereunder for such equipment. Lessee hereby indemnifies and holds Lessor, its agents and employees, harmless from and against, and assumes liability for any and all losses, damages, injuries, claims, demands and expenses, including legal expenses of whatever kind or nature arising out of the use, condition (including, without limitation, latent or other defects, whether or not discoverable by Lessor), ownership, possession, operation, maintenance and/or leasing of the leased equipment or
any of it, and by whomsoever used, operated, maintained or possessed. The Lessee shall be responsible for any damage to the equipment while in his possession, and shall pay to Lessor, upon demand, the value of so much of the equipment, or any part thereof, that may be damaged or destroyed by any cause including an act of God. Indemnity and assumptions of liability herein contained shall continue in full force and effect during the entire term of this lease notwithstanding the surrender of possession prior to the expiration hereof or for the period the equipment leased hereby, or any part thereof, is not returned to Lessor, whichever period is the longer.
3. INSURANCE. Lessee shall and at its expense, at all times from the time of the equipment leaving Lessor’s premises, maintain General Liability, Automobile Liability and property damage insurance in amounts and with insurance companies satisfactory to Lessor, protecting Lessor as an additional insured/loss payee and providing for 10 days written notice to Lessor before any policy shall be modified or cancelled. Lessee shall deliver to Lessor, upon request, evidence of insurance coverage satisfactory to Lessor. Should Lessee fail to procure or pay the cost of maintaining in force the insurance specified above or to provide Lessor upon request with satisfactory evidence of insurance, Lessor may, but shall not be obligated to procure the insurance and Lessee shall reimburse Lessor on demand for its cost. Suffering lapse or cancellation of the required insurance shall be an immediate and automatic default by Lessee under this agreement.
4. ASSIGNMENT AND SUBLETTING. Lessee will not assign, transfer or sublet its rights under this lease, will not pledge, mortgage or encumber the leased equipment or its rights hereunder and Lessee will not permit same to be subjected to any lien, charge or encumbrance. Lessee shall not use or permit the use of the leased equipment at any time except for lawful purposes and by duly qualified, carefully selected servants and/or agents of Lessee and shall keep the equipment leased hereby in Lessee’s sole custody. This Equipment or any part thereof, may not be removed from the County of Los Angeles, State of California without the prior written consent of the Company endorsed hereon. The equipment shall not be sublet or assigned without the prior written consent of the Company endorsed hereon.
5. RETURN, REPAIRS AND MAINTENANCE. Unless Lessee gives written notice to the contrary upon execution of this lease, the leased equipment shall be conclusively presumed to be in good repair, mechanical condition and running order. Lessee shall not remove any name plate or tag from any of the equipment leased hereby. Lessee shall operate each piece of leased equipment according to its prescribed operating procedure, maintain same in good condition, running order and repair and shall upon the termination of this lease, deliver each piece of equipment to Lessor at Lessor’s place of business or other designated place in as good condition as when delivered to Lessee, ordinary wear and tear excepted. In the event of loss or damage to the equipment leased hereby, Lessee agrees to repair and/or replace same and to pay to Lessor rental at the rate set forth on this contract, for such a period of time until such lost or damaged equipment shall be replaced or repaired, together with all costs and expenses of such repair or replacement. In determining whether equipment shall be replaced or repaired, Lessor’s arbitrary judgement in that respect shall be conclusive upon Lessee.
6. CANCELLATION. In the event of cancellation while on daily schedule, for any reason including weather, the following charges shall apply in consideration of Lessor, preparing equipment and holding it available a) Cancellation more than 18 hours before the time set for the lease to commence; 20% of the daily rental rate unless cancellation is due entirely to weather, in which case there will be no charge b) cancellation from 18 hours for 2 hours before the time set for the lease to commence, 40% of the daily rental rate, unless cancellation is due entirely to weather, in which event 20% of the daily rental will be charged: c) cancellation from 2 hours before the time set for the lease to commence; 50% of the daily rental rate regardless of the reason for cancellation, d) cancellation any time after the time set for the lease to commence,, the full daily rental rate will be charged regardless for the reason for the cancellation. When on a weekly schedule rate, Lessee guarantees rental for the minimum number of weeks specified in this agreement. No reduction shall be made in the event of cancellation.
7. UNLAWFUL ACTS. Lessee shall not permit leased equipment to be used in violation of any
federal, state or municipal statues, rules or regulations and indemnifies and holds Lessor harmless
from any and all fines, forfeitures, penalties and for the violation of any statute, law, ordinance,
rule or regulation of any duly constituted public authority. Lessee shall be liable to and shall upon
demand pay Lessor for the loss of the leased equipment caused by the confiscation thereof by any public authority by reason of the illegal use thereof by any person, firm or corporation, including, without limitation, Lessee, its agents, servants or employees or from loss resulting from conversion or larceny by any of Lessee’s agents, servants or employees or any other person. Equipment shall not be driven or transported outside the continental United States without the written consent of the Company.
8. BANKRUPTCY-INSOLVENCY. The appointment of a receiver to take possession of all,
or substantially all of lessee’s assets, the making of a general assignment for the benefit of creditors by Lessee, the issuance of a writ of attachment or execution for levy upon Lessee or any part of Lessee’s property, or any action taken against or suffered by Lessee under any insolvency or bankruptcy act shall constitute a default by Lessee and a breach of this lease and in addition to all other remedies of Lessor, Lessor may thereupon terminate this lease and repossess any or all of the leased equipment without prior notice to Lessee or to any receiver, trustee, assignee for the benefit of creditors, or levying officer.
9. DEFAULT. In the event Lessee shall fail to make any of the rental payments when due or shall fail to perform any other covenant or condition hereof to be performed by Lessee or shall any of the events described in paragraph 6 hereof occur, Lessor may, in addition to all other remedies provided by law, exercise any one or more of the following, with or without demand, notice or legal process: a) Recover from Lessee all sums then due: b) Repossess the leased equipment (by entering upon Lessee’s premises if necessary without liability for trespass, or responsibility with respect to the leased equipment or to any article left in or attached to same; and recover from Lessee all damages sustained by Lessor as a result thereof; c) Recover from Lessee any and all damages which Lessor shall have sustained by reason of the non performance of the Lessee of the terms and conditions of this lease; d) Retain, free from any claim by Lessee all payments or other property theretofore received under this lease; e) Recover from Lessee all expenses incurred by Lessor protecting its rights under this agreement, including, without limiting the foregoing, attorney’s fees, court costs, costs of locating, repossessing, repairing, reconditioning and storing leased equipment.
10. SET-OFF. Sums payable to Lessor hereunder shall not be subject to any abatement, defense, set off, counterclaim or recoupment, by reason of any damage to or loss or destruction of the leased equipment, partial or total or by reason of any interruption from whatever cause in the use, operation or possession of the leased equipment and Lessee hereby expressly waives the provisions of the California Civil Code, Sections 1932 (a) and 1933 (4)
11. RIGHT OF ENTRY. It shall be lawful for the Lessor or its agents at all reasonable times to enter the premises upon which the leased equipment is kept for the purpose of viewing the state and condition of said leased equipment.
12. RETURN OF EQUIPMENT The acceptance of the return of the leased equipment is not a
waiver by Lessor of any claims that it may have against the Lessee, nor a waiver of claims for latent or patent damage to the leased equipment.
13. WARRANTY. No terms, representation or warranty express or implied, not herein set forth in writing shall bind Lessor.
14. Time and the prompt performance of the parties respective obligations hereunder are of the
essence of this lease.
15. Shipment by mail and/or common carrier shall be at lessee’s risk and expense. Lessor shall not be required to make prepayment of shipping expense or advance payment of shipping expense for Lessee
16. GENERAL PROVISIONS. The terms and conditions of this lease shall apply to any and all
equipment leased by Lessee from Lessor from and after the date of execution of this lease for
which no separate written lease is executed by the parties. This lease and its provisions shall be
construed and interpreted under the laws of the State of California. This is an agreement of lease
only and expresses the entire agreement and understanding of the parties. Nothing herein shall be
deemed to grant to Lessee any right, title or interest in any of the leased equipment except its interest as a Lessee thereof. This lease shall be binding upon and inure to the benefit of the heirs, personal representatives, successors and assigns of the parties and shall be subject to modification only by another agreement in writing expressing an intention so to do. A performance of any covenant of Lessor hereunder may be suspended to the extent it is delayed, hindered, or prevented because of an act of God, force majeure, war, government regulation, labor dispute, shortage of necessary supplier or personnel, or other matters beyond its control. Notices hereunder shall be given in writing and mailed certified mail, return receipt requested, to either party at the address specified herein. The Waiver by Lessor of any breach of any term, covenant or condition shall not be deemed a waiver of such term, covenant or condition or of any subsequent breach of the same or any other term, covenant or condition of this lease. The singular includes the plural and the plural the singular and the neuter gender and masculine and/or feminine gender. If any Lessee hereunder shall be an individual, the death or adjudication of incompetency of such individual shall at the option of the Lessor, terminate this lease. Any of the rights or remedies of the Lessor hereunder are cumulative and not exclusive and may be exercised by any assignee of this lease, but such assignment shall not, in any event be deemed to impose any of the Lessor’s obligations hereunder upon such assignee. Lessee’s obligations under this lease shall commence with the delivery by Lessor to any person, firm or corporation authorized to receive such equipment for Lessee’s account.