Terms & Conditions
Instrument Rental Labs,
LESSEE ACKNOWLEDGES THAT HE HAS READ EACH PROVISION OF THIS LEASE. THIS IS A NONCANCELLABLE LEASE FOR THE TERM INDICATED ABOVE. LESSEE ACKNOWLEDGES RECEIPTOFA SIGNED,TRUEAND EXACTEXECUTABLECOPYOF THIS AGREEMENT.
- Title. Lessor shall at all times retain the title to the equipment listed on the front of this document. Lessee shall not change or remove any insignia or lettering which is on the equipment at the time of delivery or which is thereafter placed thereon indicating Lessor's ownership thereof. At any time during the Lease term, upon request of Lessor, Lessee shall affix to the equipment, in a prominent place, labels, plates, or other markings supplied by Lessor stating that the equipment is owned by Lessor. Lessor may at Lessee's expense cause this Lease to be filed, recorded, re-recorded, or financing statements to be filed as permitted or required by law. Lessee at its expense shall protect and defend Lessor's title, at all time keeping the equipment free from any legal process and/or encumbrances whatsoever, including, but not limited to, liens, attachments, levies and executions, and shall give Lessor immediate written notice thereof and shall indemnify Lessor for any loss caused by the failure of the Lessor to take action as provided herein.
- Governing law; service of process; waiver of trial by jury. This Lease shall only be binding when accepted by the Lessor and shall be deemed to have been made and governed by the laws of the State of Colorado. As part of the consideration for the Lessor executing this Lease. Lessee hereby waives all personal service of any and all process upon the Lessee herein, and consents that all such service or process may be made by certified mail, return receipt requested, directed to the Lessee at the address herein stated; and service so made shall be complete two (2) days after the same shall have been posted as aforesaid. Lessee hereby waives a trial by jury.
- Maintenance use and alterations. Lessee, at its own cost and expense, shall maintain the equipment in good operating condition, repair and appearance, and protect same from deterioration other than normal wear and tear, shall use the equipment in the regular course of its business only, within its normal capacity, without abuse, in a manner contemplated by the manufacturer there of, and inconformance with any instructions or manuals provided to Lessee with the equipment. Lessee shall not make modifications, alterations or additions to the equipment (other than the normal operating accessories or controls) without the written consent of Lessor.
All modifications, repairs, alterations, replacements, substitutions, operating accessories, and controls shall accrue to the equipment and become the property of the Lessor. Lessor shall have the right, during normal hours, to enter upon the premises where the equipment is located in order to inspect or remove the same, of otherwise protect Lessor's interest, and Lessee shall cooperate in affordingthe opportunity to do the same.
Lessor shall not be responsible for any loss or damage caused by error in programming or instructions to the lease equipment nor shall Lessor be responsible for latent defects, wear and tear or gradual deterioration, or loss of service of use of the leased equipment or any part thereof. Lessor shall not be liable to Lessee or anyone else for any liability, claim, loss, damage, or expense of any kind or nature caused directly or indirectly by the inadequacy of the equipment or any item supplied by the vendor or any other party, any interruptions of use or loss of service of use or performance of any equipment, any loss of business or other consequence or damage, whether of not resulting from any of the foregoing.
- Insurance. Lessee shall keep equipment insured against all risks of loss or damage from every cause whatsoever for not less than the replacement cost when new of said leased equipment without consideration for depreciation and shall carry public liability insurance, both personal injury and property damage covering the equipment, and Lessee shall be liable for any loss not covered by insurance. Lessee hereby irrevocably appoints Lessor as Lessee's attorney-in-fact to make claim for, receive payment of and execute and endorse all documents, checks, or drafts received in any payment or loss or damage under any said insurance policy. If Lessee shall fail to procure or maintain said insurance or to comply with any otherprovision of this Lease, Lessor may effect such insurance or compliance on behalf of Lessee. In that event, all monies spent by and expenses of Lessor in effecting such insurance or compliance shall be deemed to be additional rent, and shall become due and owed forthwith and Lessee shall pay the same with the monthly payment of rent next due after receipt of notice from Lessor.
- Net issue. The rental payments in the Lease shall be net to the Lessor, Lessee shall comply with all laws and shall pay all taxes, including, but not limited to, sales and use taxes, excise taxes, personal property taxes and assessments, licenses, registration fees, freight and possession, and use of the equipment during the term of this Lease. Lessee shall pay to Lessor all costs and expenses, including attorneys fees as herein after defined, storage, caretaking, and repossession expenses in connection with the enforcement of Lessor's rights under this Lease. If any charges, costs, taxes or expen ses required to be paid by the Lessee hereunder shall remain unpaid after the due date hereof, Lessor may pay the same and charge such payments with interest at the highest legal rate from the date of said payment, as additional rent, to be paid with the next rental payment.
- Indemnity. Lessee shall indemnify and hold Lessor harmless from any and all liability arising out of the ownership, selection, possession, leasing, renting, operation, control, use, maintenance, delivery and/or return ofthe equipment, including, but not limited to, injuries causing personal injury, property damage and/or death but shall be credited with any amounts received by the Lessor with respect thereto from liability insurance secured by Lessee, indemnification shall include all costs and expenses, including attorneys fees, incurred by Lessor or in connection with any suits or actions resulting from such liability.
- Risk of Loss. Lessee hereby assumes the entire risk of loss, from any and every cause whatsoever, in event of loss. Lessee, at its expense and at Lessor's option, shall either (a) repair the equipment, returning it to its pervious condition, or (b) replace same with like equipment acceptable to the Lessor and in good condition and equivalent value, which shall become the property of Lessor, or (c) pay Lessor all unpaid rents or such unpaid rents as may be allocated to specific items of equipment, in case Lessee shall fail to repair, replace, or pay for the same, Lessor may repair at Lessee's expense, to be charged as additional rental.
- DISCLAIMER OF WARRANTIES. LESSEE AGREES THAT LESSOR HAS MADE AND MAKES NO REPRESENTATION OR WARRANTIES OF WHAT SO EVER NATURE, DIRECTLY OR INDIRECTLY, EXPRESS OR IMPLIED, AS TO THE SUITABILITY, DURABILITY, FITNESS FOR USE, MERCHANTABILITY, CONDITION OR QUALITY OF THE EQUIPMENT AND OF ANY UNIT THEREOF, LESSEE SPECIFICALLY WAIVES ALL RIGHTS TO MAKE CLAIM AGAINST LESSOR AND LESSOR'S ASSIGNEE,FOR BREACH OF ANY WARRANTY OF ANY KIND WHATSOEVER AND AS TO LESSOR, OR LESSOR'S ASSIGNEE, LESSEE LEASES THE EQUIPMENT "AS IS." LESSOR AND LESSOR'S ASSIGNEE SHALL NOT BE LIABLE TO LESSEE FOR ANY LOSS, DAMAGE, OR EXPENSES OF ANY KIND OR NATURE CAUSED DIRECTLY OR INDIRECTLY BY THE FAILURE OF OPERATION THEREOF, OR THE REPAIRS, SERVICE OR ADJUSTMENTS THERETO, OR BY ANY DELAY OR FAILURE TO PROVIDE ANY THEREOF, OR BY ANY INTERRUPTION OF SERVICE OR LOSS THERE OF OR FOR ANY LOSS OF BUSINESS OR DAMAGE WHATSOEVER AND HOWSOEVER CAUSED.
- Default. If anyone or more of the following events or conditions shall occur, then it and to the extent permitted by applicable law, Lessor shall have the right to exercise any one of more of the remedies provided in paragraph 10: (a) Lessee shall default in the payment of any rent or in making any other payments hereunder when due; (b) Lessee shall default in the payme nt when due of any of its indebtedness to Lessor arising independently of this Lease; (c) Lessee shall breach any warranty hereunder; (d) Lessee shall default in the performance of any other covenant herein and such default continues for ten (10) days after written notice to Lessee; (e) Lessee becomes insolvent or makes an assignment for the benefit of creditors; or (f) Lessee applies for, or consents to, the appointment of a receiver, trustee, conservator, or liquidator if Lessee or of all or a substantial part of its assets, or if such receiver, trustee, conservator or liquidator is appointment without the Lessor's application or consent, or Lessee becomes bankrupt or commits any act of bankruptcy.
- Remedies; nonwaiver. In the event of default, Lessor may at its option:
- declare the entire amount of the unpaid rental for the full balance of the term of the Lease due and
payable, without further notice, whereupon the same shall become immediately due and payable.
- without demand or legal process and without being guilty of trespass or conversion and without thereby rendering the Lessor liable to refund any sums received as a deposit or prepaid rent and without constituting a termination of the Lease or relieving the Lessee of its original obligation, enter into the premises where the equipment m ay be found and take possession of same and remove same, whereupon all rights of Lessee in such equipment shall terminate absolutely; and
- retain all prior payments of rent and sell the equipment at public or private sale with or without
notice to Lessee, with or without having the equipment at the sale. At such sale, Lessor m ay purchase all or any part of the equipment or relet the equipment for a longer or shorter term than the original Lease, the proceeds of such sale or reletting, less the expenses of retaking, storage, repairing, reselling or reletting attorneys fees as hereinafter define, to be applied to the payment of the unpaid total rent for the balance of the term of this Lease. Lessee shall remain liable to the balance of the unpaid rent. Lessee shall be liable for all expenses Lessor may incur in connection with the enforcement of any of its remedies herein, including without limitation, reasonable attorneys fees.
All remedies of Lessor hereunder are cumulative and may, to the extent permitted by law, be exercised concurrently or separately and the exercise of any one remedy shall not be deemed to be an election of such remedy or to preclude the exercise of any other remedy. No failure or delay on the part of the Lessor to exercise any right or remedy hereunder shall operate as a waiver thereof; nor shall any single or partial exercise by Lessor any right or remedy hereunder preclude any other or future exercise of any right or remedy. If any payment is not made when due hereunder, Lessee shall pay to Lessor or its assigns, an amount calculated at the rate of 25% per annum for such delayed payment and make such payments as liquidated damages occasioned by such delay.
- Assignment. Lessor may assign or transfer the Lease or any equipment or any rent or other sums due or to become due hereunder, and in such event, Lessor's transferees or assignee shall have all the rights, powers, privileges and remedies of Lessor hereunder and Lessor's obligations hereunder shall not be subject to defense, offset, or counterclaim available to Lessee against Lessor. Lessee acknowledges notice of Lessor's intent to assign without the prior written consent of Lessee. Lessee shall not assign this Lease or any interest hereunder or enter into any sublease with respect to the equipment covered hereby. Any such purported assignment without written consent of Lessor is void.
- Other covenants of Lessee. Lessee's obligations under this Lease are absolute, and shall continue in force and effect regardless of the usability of the Lessee to use the equipment because of any reason whatsoever including but not limited to, war, act of God, government regulations, strike, loss or damage, obsolescence,breach of contract, warranty, failure of, or delay in delivery, misdelivery, and its obligations shall abate due to any claim or setoff against Lessor.
Lessee shall not sublet or otherwise assi gn or transfer its rights and obligations hereunder without the written consent of Lessor; provided, however, that any consent to such assignment or transfer shall not release the Lessee from any liability hereunder.
Lessee warrants that this Lease has been duly authorized, that no provision of this Lease is inconsistent with Lessee's character or bylaws of any loan or credit Agreement or other instrument to which Lessee is a party of which by Lessor or its property may be bound or effected.
- Return of property. Upon the termination of the Lease, or any extension thereof, the Lessee shall forthwith deliver, freight prepaid, the equipment to the Lessor, at any address designated by Lessor, complete and in good order and condition, reasonable wear and tear alone excepted. The Lessee shall also pay to the Lessor such sum as may be necessary to cover replacement for all damaged, broken, or missing parts of the equipment. If upon such expiration or termination the Lessee does not immediately return the equipment to the Lessor, the equipment shall continue to be held and leased hereunder, and this Lease shall thereupon be extended indefinitely as to term at double the monthly rental, subject to the right of either the Lessee or the Lessor to terminate the Lease by giving thirty (30) days written notice, whereupon the Lessee shall forthwith deliver the equipment to the Lessor as set forth in this paragraph.
- Entire agreement; amendments. Except as provided herein, this Lease contains the entire agreement between the parties, and may not e altered, modified, terminated, or discharged except in writing.
- Severability. If any provision hereof or any remed y herein provided for is held invalid under any applicable law, such provision shall be inapplicable and deemed omitted, but the remaining provisions hereof, including the remaining default remedies, shall be given effect in accordance with the manifest intent hereof.
- Notices. All notices or other documents under this Lease shall be in writing and delivered personally or mailed by certified mail, postage prepaid, addressed to the parties at their last known address.
- Binding effect. The provisions of the Lease shall be binding upon and insure to the benefit of both parties and their respective legal representatives, successors, and assigns.
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Last modified: Sun Jun 15 14:03:56 MDT 2014