EQUIPMENT LEASE AGREEMENT

BETWEEN

­___________________________________________________________________________________________________(“THE COMPANY”)

AND

___________________________________________________________________________________________________(“THE CLIENT”)

THIS AGREEMENT is made on the ……..…… day of…………..…………20……..…, entered into by the Company and the Client (collectively referred to herein as the “Parties” or individually as the “Party” and includes that party’s successors and assigns.

WHEREAS:

• The Company is a skilled and professional products and service provider.

• The Client wishes to lease the Company’s equipment.
• The Company now wishes to enter into this agreement with the Client.

Parties agree to the following terms and conditions and to be bound thereby:

1. DEFINITIONS AND INTERPRETATIONS
   1. In this Agreement:
2. “Agreement” means this agreement, its Schedules, Exhibits, and other documents (save as may otherwise be varied by this agreement);
3. “Contract sum.” means the sum of ……………………………………………………………………………………………;
4. “Equipment” means the tools provides by the Company to the Client; and
5. “Intellectual Property” means the copyright, know-how, the trade names and any marks, trade device, service mark, symbol, code or specification, patents, designs, and other individual or intellectual property rights used in or associated with any of the Parties.

• 2.        application of terms and the parties’ UNDERSTANDING
  • Save as may otherwise be provided in this agreement, the terms and conditions set out in this agreement are the only terms on which the parties are prepared to deal with each other.
  • If any ambiguity is found in the agreement or various documents forming this agreement, the parties shall issue any necessary clarification or instruction.
  • All documents annexed to this agreement shall be subject to the terms under this agreement, provided that the parties append their signatures on the documents.
  • This agreement may be signed in any number of counterparts all of which shall be taken together and shall constitute as being one & the same instrument.

• 3.        COMMENCEMENT AND DURATION

The duration of the agreement commences on the date of execution and continues perpetually until termination.

• LIABILITY OF THE PARTIES
  • The Client agrees to hold harmless the Company from and against any and all claims resulting from injury which the Client sustains from use of the equipment.
  • The Client shall indemnify the Company for any damages on the equipment during the subsistence of this agreement. The damaged equipment shall be repaired or replaced at the Client’s expense.

• INTELLECTUAL PROPERTY

The Client agrees that any ideas, concepts, discoveries, techniques, patents, copyrights, or trademarks belonging to the Company during the subsistence of this agreement are the exclusive property of the Company. Specifically, its outdoor setup and designs should not be duplicated.

• DISPUTE RESOLUTION

Any dispute under this agreement shall be resolved through Negotiation. Parties shall act in good faith to resolve the dispute. Nothing in this section shall be construed as limiting the jurisdiction of the Courts.

• TERMINATION
  • at any time upon breach of the contract by the other party including but not limited to misuse of the Company’s equipment by the Client.
  • Either party may terminate this agreement upon giving the other party no less than 30 days’ notice in writing.
  • The termination of this agreement shall not discharge the liabilities accumulated by either party.
  • Any Clauses intended by the Parties or this agreement to survive the termination of this agreement shall survive the termination of this agreement by whatever cause.

• VARIATION to the agreement

Either party may request variations to the agreement. Variations will only be effective if agreed in writing, signed by all parties and recorded.

• Force Majeure
  • For this agreement, “Force Majeure” means an event which a diligent party could not have reasonably avoided in the circumstances, which is beyond the reasonable control of a party and which makes a party’s performance of its responsibilities hereunder impossible or so impractical as reasonably to be considered impossible in the circumstances and includes, but is not limited to, war, riots, civil disorder, earthquake, storm, flood or adverse weather conditions, strikes, lockouts or other industrial action, terrorist acts, confiscation or any other action by government agencies.
  • A Party’s failure to fulfill its obligations due to Force Majeure, to shall not be considered as breach of this agreement, provided that the affected party has taken all reasonable precautions, due care, and reasonable alternative measures, all to carry out the terms of this agreement.
  • A Party affected by Force Majeure shall take all reasonable measures to remove the inability to fulfill their obligations with minimum delay and minimize the consequence of Force Majeure.
  • A Party affected by an event of Force Majeure shall notify the other party in writing of such event as soon as possible, and in any event not later than five (5) days following the occurrence of such event, providing evidence of the nature and cause of such event, and shall similarly give written notice of the restoration of normal conditions as soon as possible.
  • Not later than fourteen (14) days after a Party, as a result of Force Majeure, has become unable to discharge its obligations, the Parties shall consult with each other to agree on appropriate measures to be taken in the circumstances.

1. NO WAIVER

Except where this agreement provides otherwise, the rights and remedies contained in it are cumulative and not exclusive to rights or remedies provided by law.  Failure by either party to enforce any of the terms or conditions of this agreement shall not be a waiver of their right to enforce the terms and conditions of this agreement.

1. SEVERABILITY

Suppose any provision of this agreement is declared by any judicial or other competent body to be void, voidable, illegal, or otherwise unenforceable, parties may amend that provision or severe it from this agreement. The remaining provisions of this agreement shall remain in full force and effect.

1. NOTICES

The Parties shall be served through the following addresses (including email) for all purposes arising out of or in connection with this agreement.

THE COMPANY:                                                    ___________________________________________

                                                                ___________________________________________

___________________________________________

___________________________________________

THE CLIENT:                                                         ___________________________________________

                                                                ___________________________________________

                                                                ___________________________________________

                                                                ___________________________________________

                                                                ___________________________________________

                                                                ___________________________________________

                                                                ___________________________________________

                                                                ___________________________________________

                                                                ___________________________________________

                                                                ___________________________________________

1. CHANGE OF ADDRESS

Either party may provide changes in the above addressees by reasonable notice in writing given to the other party as aforesaid.

1. COSTS

Each party shall bear its costs incurred in the negotiation, preparation, and execution of this agreement.

1. GOVERNING LAW

The construction, validity, and performance of this agreement shall be governed in all respects by the Missouri State Laws.

IN WITNESS WHEREOF, each of the Parties has executed this agreement, all Parties by their duly authorized officer, as of the day and year set forth below.