STORAGE AND HANDLING AGREEMENT

January 18, 2024

STORAGE AND HANDLING AGREEMENT

THIS AGREEMENT is made as of the …… day of …….. XXX between GEEPX having its
principal office at PO Box …………………………. (“XXX”) and …………………….. having its
principal office at…………………(Vendor)

WITNESSETH:

WHEREAS, the Vendor desires to have certain of its Product, as hereinafter defined, stored and
handled at the GEEPX facility located ……………………………………. (the “FACILITY”) and
GEEPX is willing to provide such storage and handling.

NOW, THEREFORE, in consideration of the foregoing and of the mutual covenants set out
herein, the parties agree as follows:

1. TERM: The initial term of this Agreement shall begin effective from………………. and
shall expire on ………………… This Agreement shal1 automatically renew for an
indefinite number of successive one (1) year renewal terms at the end of the initial term
and each such renewal term unless and until terminated by either GEEPXor VENDOR
upon written notice to the other, effective at the end of the initial term or the then current
renewal term, delivered not less than sixty (60) days before the end of the initial term or
the then current renewal term. The rates, charges and other terms and conditions during
any renewal term shall be the same as the rates, charges and other terms and
conditions during the term immediately proceeding that renewal term, unless otherwise
agreed by GEEPX and VENDOR in writing not less than sixty (60) days before the
beginning of that renewal term.

Notwithstanding any other provision contained herein, in the event at any time Vendor
determines that the service provided by GEEPX does not meet VENDOR’S expected standards,
VENDOR may provide GEEPX with prior written notice of the deficient service. Upon 3 such
written notifications to GEEPX by VENDOR, VENDOR may, at its option, terminate this
Agreement at the end of the current contract year, with no penalties payable by VENDOR.

Upon termination or expiration of this Agreement, VENDOR agrees to remove all of its Product
from the FACILITY. Should VENDOR fail to so remove its Product, GEEPX shall bill and
VENDOR shall pay a fee of …………… per ton per month for each ton of Product remaining.
Such fee shall be in addition to the Handling Rates herein stated.

2. PROVISIONS AND FACILITIES: GEEPX shall provide adequate exclusive, segregated
storage space with a capacity of at least ………………metric tonnes (MT) and another
segregated storage space with a capacity of ………………(MT) which will store the
products (collectively, the “Product”) at the Facility:
GEEPX shall not store VENDOR’S Product at any other location without VENDOR’S prior
written consent. If such consent is provided, such other locations shall be the designated
“Facility” hereunder. GEEPX shall not commingle VENDOR’S Product with any other product
without VENDOR’S prior written consent.

3. STORAGE AND HANDLING: GEEPX shall be responsible for Product from the time it
arrives at the Facility until such time as Product is loaded from the Facility. The parties
will follow the procedure incorporated herein by reference in the storage and handling of
Product.

4. CHARGES: GEEPX shall charge VENDOR for contracted services. Charges for the
storage and handling of Product shall be paid monthly by VENDOR upon receipt by
VENDOR of a proper invoice from GEEPX, based on the original outbound bills of lading
for the preceding month. All undisputed invoices are due and payable within thirty (30)
days following the invoice date. GEEPX shall not assert against VENDOR any right of
retention on VENDOR’s Product stored under this Agreement, except for a right of
retention on Product limited in amount to those accrued undisputed and unpaid charges
owing under this Agreement and invoiced by GEEPX to VENDOR as herein above
provided.

5. ACCESS TO FACILITY: VENDOR and its representatives shall have full access to the
Facility, at reasonable intervals during normal working hours, but must sign in and out
with the office located at the Facility. VENDOR shall also be provided with reasonable
access to GEEPX’S books and records concerning this Agreement so that VENDOR can
verify GEEPX’S compliance with this Agreement.

6. TITLE: With the exception of Product purchased by GEEPX for their own use which has
been invoiced by VENDOR, VENDOR shall retain title to all VENDOR Product received
by GEEPX while the Product is in storage at the Facility. No Product shall be released
from VENDOR’s segregated storage at the Facility until the following shipment sequence
is completed:

A. VENDOR will give written notification of its customer name, Product

– 2 –

Quantity, release numbers and shipment period to the GEEPX and to the customer.

B. VENDOR’s customer will present the release number in writing to the GEEPX
and will be entitled to receive the Product in the amount set out in VENDOR’s
notice.

C. If VENDOR’s customer wishes to maintain Product in storage at the Facility after
the shipment sequence above has been completed, such arrangements shall be
solely between such customer and the GEEPX, provided that any Product owned
by such customer must be physically segregated from VENDOR Product in a
way that VENDOR Product can be clearly identified.

GEEPX shall not remove Product from VENDOR’s segregated storage space in the Facility
without first completing the foregoing shipment sequence.

7. LOADING INSTRUCTIONS: On written instructions from VENDOR, GEEPX shall load
each truck to maximum legal capacity, to gain the minimum tariff rate provided for such
truck. Any costs or penalties associated with overloaded trucks shall be for the account
of GEEPX.
8. INSURANCE: VENDOR agrees to insure its Product stored by GEEPX against all risks
covered by VENDOR’s All Risk Property Insurance. VENDOR’s applicable insurance
policies shall contain a waiver of subrogation rights clause as against GEEPX, such that
GEEPX will not be pursed by the applicable insurance company for any loss that is
covered by VENDOR’s insurance, regardless if GEEPX is at fault for the loss. GEEPX
can also insure the Product. GEEPX shall, at its own expense and during the initial term
and any Renewal term of this Agreement, obtain and maintain the following insurance:
A. Workers’ Compensation Insurance as prescribed by law in the province of
Saskatchewan, and Employer’s Liability Insurance with a limit per accident of not less
than $500,000.
B. Commercial General Liability Insurance covering public liability and property damage
(including goods within the care, custody and control of GEEPX), with respect to the
Facility, including a contractual liability provision to cover the liability assumed by

GEEPX under this Agreement and automobile liability, all with a combined single limit for
bodily injury and property damage liability of not less than ……………with respect to any
one occurrence and Employer’s Liability coverage with limits of …………….per accident.
Limits under A. and B. above may be reduced if an umbrella or excess liability policy is
purchased and limits carried total not less than ……………. per occurrence.
9. GEEPX shall deliver to VENDOR Certificates of Insurance evidencing the issuance of
the requested policies and the fact that they are in force, and stating that such policies
will not be cancelled or materially changed without thirty (30) days prior written notice to
VENDOR. Such insurance policies shall be obtained from insurance companies
satisfactory to GEEPX.
10. SUBCONTRACTOR INSURANCE: If any of GEEPX’s obligations under this Agreement
are, with VENDOR’s prior written consent, subcontracted, GEEPX shall require each
subcontractor to maintain insurance as described in Section 8 and shall provide
VENDOR with evidence of such insurance.
11. NDEMNIFICATION: GEEPX agrees to indemnify, defend and hold harmless VENDOR,
its affiliates, and their respective agents, officers, mandataries, directors, and
employees, from and against any and all liabilities, losses, expenses, damages,
demands, injury to persons (including death), damage or alleged damage to any
property (including VENDOR’s Product stored under this Agreement) which arise or are
alleged to arise out of or in connection with (i) the negligence or willful actions of
GEEPX; (ii) GEEPX’S breach of this Agreement; (iii) WAREHOUSMAN’S failure to
comply with any applicable laws, rules and regulations, including but not limited to any
alleged violation of any environmental, health or safety laws, which shall include
applicable polices and guidelines, provincial or municipal; or (iv) any emissions, deposit,
issuance or discharge of contaminants into the environment resulting from or occurring
in connection with GEEPX’s possession or handling of any Product or other performance
by GEEPX under this Agreement.
12. INDEPENDENT CONTRACTOR: In the performance of this Agreement, GEEPX will not
be under VENDOR’s control as to the persons engaged by GEEPX, or to the means and
methods employed by GEEPX in accomplishing such performance. Payments to all
employees, agents, or other representatives engaged by GEEPX are for GEEPX’S own
account, and at GEEPX’s own expense, and the terms and tenure and hours of their
employment and their wages or salaries shall be under GEEPX’s exclusive control and
direction at all times.
It is further understood and agreed that GEEPX is, and for all purposes shall be
considered, an independent contractor and fully and exclusively liable: (a) for the
payment of any and all taxes now or hereafter imposed by any governmental authority
which are measured by wages, salaries, or commissions paid to persons in its
employment; (b) for any accident to persons or property that may occur at the Facility or
on other premises of GEEPX; and (c) to procure and maintain such workers’
compensation insurance covering its employees as may be required by law.

13. COMPLIANCE WITH LAWS: GEEPX will comply with all applicable laws, statutes,
regulations, by-laws, rules, ordinances, orders, policies and guidelines (including but not
limited to those pertaining to the environment, health and safety). In that regard, should
any fines, penalties or like impositions (herein collectively called “Impositions”) be
imposed by reason of GEEPX failing to fulfill its obligations under this Section 13,
GEEPX shall have sole and complete responsibility for any such Impositions, unless
such failure is caused by VENDOR. GEEPX does hereby release, discharge, indemnify
and agrees to hold VENDOR harmless from and against any such Impositions, unless
such Imposition is caused by the negligence of VENDOR.
14. TAXES AND FEES: All taxes assessed against GEEPX for the operation of its
warehousing business, as well as the cost of any permits and licenses for said business,
shall be for the account of GEEPX. VENDOR shall pay all ad valorem taxes which may
be levied against the Product stored for VENDOR.
15. EXCUSE OF NON-PERFORMANCE: Subject to the final paragraph of this section 15,
neither VENDOR, its affiliates, or any of their respective agents, officers, directors,
mandataries and/or employees, on the one hand, nor GEEPX, its affiliates or their
respective agents, officers, directors, mandataries and/or employees, on the other hand,
shall be responsible to the other for any failure to perform hereunder as a result of any
event of force majeure, being an event that is beyond its reasonable control including,
without limitation, acts of God, fire, explosion, strike or other labor difficulty, or
governmental regulation.
16. Should GEEPX fail to perform or become unable to perform loading or unloading or
storage services for VENDOR as a result of a force majeure event, GEEPX shall use
reasonable commercial efforts to mitigate any damages to VENDOR’s Product resulting
from such force majeure event, and VENDOR will be entitled to an abatement of any
storage and guaranteed throughput charges hereunder, calculated pro rata on the
respective storage or guaranteed throughput charge for the period of the failure. In the
event of a work stoppage at the Facility due to strike or other labor difficulty, GEEPX will
make all reasonable efforts to handle VENDOR’S Product with GEEPX’s supervisory
employees.
17. DEFAULT: Any one or more of the following events shall constitute a default by GEEPX
under this Agreement (a) if GEEPX fails or neglects to perform, keep or observe any
term, provision, condition, covenant, warranty or representation contained in this
Agreement, which term, provision, condition, covenant, warranty or representation is
required to be performed, kept or observed by GEEPX; (b) if any representation,
statement, or warranty made or furnished by or on behalf of GEEPX hereunder is not
true and correct when made; (c)If GEEPX fails to pay when due and payable or declared
due and payable any of its liabilities to VENDOR; (d) if GEEPX’s Facility is attached,
seized, subjected to a writ or a taking in possession, or is levied upon, or comes within
the possession of any creditor or any receiver, trustee, custodian or assignee for the
benefit of creditors; € if the GEEPX ceases to carry on business, becomes insolvent or
bankrupt; (f) if GEEPX shall make an assignment for the benefit of creditors; (g) if any
proceeding is filed or commenced by or against GEEPX for its dissolution or liquidation;

(h) if a notice of claim, lien, levy or assessment is filed with respect to GEEPX’s Facility
by the federal or provincial government or any department, agency or instrumentality
thereof, or by any state, county, municipality or other governmental agency, or if any
taxes or debts owing at any time or times hereafter to any one or more of them becomes
a claim or lien, whether choate or otherwise, upon GEEPX’s Facility; or (i) if a judgment
or other claim becomes a lien or encumbrance upon GEEPX’s Facility; provided,
however, that GEEPX shall not be deemed to be in default under subsections (a)-(c) or
(g)-(i) above if GEEPX remedies the event of default within fifteen (15) days after written
notice from VENDOR of the existence of such event of default.
18. Upon the occurrence of an event of default under this Agreement, VENDOR shall have
the right, at its option, and in addition to any other right or remedy available to VENDOR,
to terminate this Agreement by written notice. In addition, VENDOR shall have the right
to take possession of all Product in which it retains title or other interest hereunder in any
manner permitted by law.
19. Any one or more of the following events shall constitute a default by VENDOR under this
Agreement (a) if VENDOR fails or neglects to perform, keep or observe any term,
provision, condition, covenant, warranty or representation contained in this Agreement,
which term, provision, condition, covenant, warranty or representation is required to be
performed, kept or observed by VENDOR; (b) if any representation, statement, or
warranty made or furnished by or on behalf of VENDOR hereunder is not true and
correct; (c) if VENDOR fails to pay when due and payable or declared due and payable
any of its liabilities to VENDOR; (d) if VENDOR ceases to carry on business, becomes
insolvent or bankrupt; € if VENDOR shall make an assignment for the benefit of
creditors; (f) if any proceeding is filed or commenced by or against VENDOR for its
dissolution or liquidation; provided, however, that VENDOR shall not be deemed to be in
default under subsections (a)-(c) or (f) above if MOSIAC remedies the event of default
within fifteen (15) days after written notice from GEEPX of the existence of such event of
default.
20. Upon the occurrence of an event of default under this Agreement, GEEPX shall have the
right, at its option, and in addition to any other right or remedy available to GEEPX, to
terminate this Agreement by written notice.
21. WAIVER: The waiver by either party of any breach or other default under this Agreement
by the other party shall not be deemed to be a waiver of any subsequent breach of this
Agreement. Each and every right, power and remedy may be exercised from time to
time and so often and in such order as may be deemed expedient by a party, and the
exercise of any such right, power or remedy shall not be deemed a waiver of the right to
exercise at the same time or thereafter, any other right, power or remedy.

22. BINDING EFFECT: This Agreement shall be binding upon and shall inure to the benefit
of the parties hereto and their respective successors and assigns; provided that no party
hereto shall assign or subcontract any of its obligations under this Agreement in whole or

in part without the prior written consent of the other party, which consent shall not be
unreasonably withheld.
23. ENTIRE AGREEMENT: This Agreement constitutes the entire agreement between the
parties relative to the subject matter hereof and supersedes any and all correspondence
or other agreement relating to the subject matter hereof.
24. AMENDMENTS: This Agreement may be amended only by written document signed by
duly authorized representatives or employees of each of the parties; provided, however,
that any printed terms and conditions on warehouse receipts or any other printed forms
used by GEEPX in connection with its performance hereunder shall not have the effect
of amending this Agreement in any respect unless specifically identified and accepted in
writing as an amendment of this Agreement by a duly authorized representative of
VENDOR; provided further that the terms and conditions set forth herein shall be
deemed to supersede language contained in warehouse receipts or any other printed
forms used by GEEPX in connection with its performance hereunder that contradicts or
is in conflict with language in this Agreement.
25. SEGREGATION: GEEPX shall segregate the Product from any other materials being
stored by GEEPX and post signs as provided by VENDOR to clearly identify Product as
belonging to VENDOR.
26. PARAGRAPH HEADINGS: Paragraph headings have been inserted in the Agreement
for convenience. If they conflict with text in the construction of this Agreement, the text
shall control.
27. NOTICES: Any notice, request, demand, statement or consent required or permitted to
be given hereunder shall be in writing, shall be signed by or on behalf of the party giving
notice, and shall be personally delivered or sent by express service facsimile, or certified
or registered mail, return receipt requested, postage prepaid, to the other party to the
respective addresses given below:
To VENDOR:
To GEEPX:
28. GOVERNING LAWS: This Agreement shall be construed in accordance with, and any
and all disputes arising under or out of this Agreement shall be governed by federal laws
of ………………………….. applicable therein.
29. COUNTERPARTS: This Agreement may be executed in counterparts, and may be
executed by facsimile signatures, each of which shall constitute an original and all of
which, when taken together, shall constitute one agreement.
IN WITNESS WHEREOF the parties have caused this Agreement to be duly executed be day
and year first above written;
FOR GEEPX:……………………………………… FOR VENDOR:………………………………

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