Schedule “A” Additional Terms and Conditions
1. Risk, Repairs and Alterations
1.1 The Equipment shall be at the risk of the Renter from the Start Date until the Owner takes physical possession of the Equipment and, except as hereinafter described, the Renter assumes the risk of liability and shall pay for any loss or damage arising from or pertaining to the possession or operation or use of the Equipment from any cause whatsoever and, without limiting the generality of the foregoing, liability or loss arising from fire, theft, loss or destruction of the equipment or any part thereof.
1.2 In the event that the Equipment or part thereof is damaged, the Renter shall immediately notify the Owner, providing the details of the damage suffered and the operable condition of the Equipment. Upon receipt of such notice, the Owner may, in its sole discretion, require the Renter to do any one or more of the following:
(a) return the Equipment to the Owner for inspection, assessment and repair;
(b) attend to the repair of all or any portion of such damage, as may be directed by the Owner;
all at the Renter’s sole cost and expense.
1.3 Except with the prior written consent of the Owner, the Renter shall not make any modifications or alterations to the Equipment. All modifications, alterations, parts, mechanisms, additions and repairs made by the Renter to the Equipment shall be made at the Renter’s expense and risk and the cost of rectifying them shall be borne by the Renter. The modifications, alterations, parts, mechanisms and repairs, whether conducted with or without the consent of the Owner, shall immediately belong to and become the property of the Owner at no expense or cost whatsoever to the Owner.
2. Renter’s Insurance Coverage
2.1 The Renter agrees to maintain and carry, at its sole cost, throughout the rental period:
(a) Comprehensive liability insurance against claims for bodily injury (including death), personal injury and property damage; and
(b) Legal liability, property damage and casualty insurance for an amount or amounts not less than the full replacement cost of the Equipment, including all risks of loss or damage covered by the standard extended coverage endorsement;
such policies to be in forms and amounts sufficient to cover any loss, damage or liability arising from the handling, transportation, maintenance, operation, use, misuse, or non use of the Equipment. When requested, the Renter shall supply to the Owner proof of such insurance by providing a Certificate of Insurance clearly setting forth the coverage for the Equipment, such insurance and evidence thereof to be in amount and form satisfactory to the Owner.
3. Title to Equipment
3.1 Title to the Equipment shall at all times remain in the name of the Owner. The Renter shall have no right, title or interest in the Equipment other than the right to maintain possession and use the equipment for the Term, subject always to the Renter’s compliance with all terms, covenants, and conditions contained within this Agreement.
4. Renter’s Covenants
4.1 The Renter covenants with the Owner as follows:
(a) to cause the Equipment to be operated in a lawful manner and only by competent, qualified persons;
(b) to cause the Equipment to be used only in a prudent and safe manner and only for the purpose for which it was designed;
(c) to not share the Equipment with any other person, nor lend, rent, lease or sublet the Equipment to any other person or user, without the express written consent or approval of the Owner;
(d) to promptly notify the Owner of any accident, damage, deficiencies or theft related to the Equipment and/or deficiencies in the Equipment;
(e) to at all times and in all respects abide by all laws, bylaws, legislative and regulatory requirements of any governmental or other competent authority relating to the use or misuse of the Equipment.
5. Renter’s Representations and Warranties
5.1 The Renter represents and warrants to the Owner that as of the date of this Agreement:
(a) The Renter has the lawful power and authority to enter this Agreement;
(b) The person(s) signing this Agreement has (have) been duly authorized to do so on the Renter’s behalf;
(c) by entering into this Agreement the Renter will not violate any law or other agreement to which it is a party; and
(d) the Renter is not aware of anything that will have a material negative effect on the Renter’s ability to satisfy its obligations under this Agreement.
6. Default
6.1 Should the Renter in any way fail to perform, observe or keep any provision of this Agreement, the Owner may at its option do any one or more of the following:
(a) Terminate this Agreement;
(b) Declare the entire rent immediately due and payable and commence legal action therefore;
(c) Retake possession of the Equipment, holding the Renter liable for all rental and other charges; or
(d) Pursue any other remedies available by law, in equity or otherwise.
7. Repossession of Equipment
7.1 Without limiting the generality of the previous paragraph, in the event of any actual or anticipatory breach by the Renter, the Owner, its agents or employees, may without notice or legal process, go upon the Renter’s property and take all action reasonably necessary to repossess the Equipment and the Renter waives all claims for damages and losses, physical or pecuniary caused thereby and shall pay all costs and expenses incurred by the Owner in repossessing the Equipment.
8. Waiver and Indemnity
8.1 The Renter hereby:
(a) waives any and all claims, rights or causes of action of every nature and kind at law or equity or under any statute that it has or may have in the future against the Owner, its directors, officers, employees and agents; and
(b) forever releases the Owner, its directors, officers, employees and agents from any and all liability;
related to injury, death, property damage, property loss or any other loss or expense that may be suffered by the Renter or, to the extent legally possible, its employees, next of kin or legal representatives, resulting directly or indirectly from or in any way attributable to the condition of the Equipment and the sufficiency of the instructions or training provided by the owner, or in any way attributable to the transportation, operation, maintenance, repair, use, misuse, or non use of the Equipment by the Renter, its directors, officers, contractors, employees, servants, agents or any other person that handles or uses the Equipment prior to its return to the Owner in accordance with this Agreement.
8.2 The Renter shall be liable for, and shall indemnify and save harmless the Owner, its directors, officers, servants, employees, or agents from any claim, damages, liability, cost, fee, penalty, action, cause of action, demand, liability, cost, fee, penalty, action, cause of action, demand, damage to property, injury to person or death (including, without limitation to, legal fees of the Owner on a solicitor and his own client full indemnity basis), whether in contract or in tort, suffered or incurred by the Owner, its directors, officers, servants, employees or agents or by any other person, firm, partnership, corporation or entity resulting directly or indirectly from, attributable to, by any reason of, arising out of, or in any way related to the transportation, operation, maintenance, repair, use, misuse or non use of the Equipment by the Renter or any other person during the Term, whether or not the Renter has permitted such person to use the Equipment, or from any breach of this Agreement or any other negligent act or omission or willful misconduct of the Renter or any of its directors, officers, servants, agents, contractors or employees.
9. General
9.1 Time is of the essence of this Agreement and each of its provisions.
9.2 This Agreement shall be governed by and construed according to the laws of the Province of Saskatchewan. All legal proceedings arising from this Agreement shall be tried and directed by the court of competent jurisdiction in Saskatchewan.
9.3 The headings to articles, sections and paragraphs of this Agreement are solely for the convenience of the parties and are not an aid in the interpretation of the Agreement.
9.4 This Agreement shall ensure to the benefit of and be binding upon the parties hereto and their respective executors, administrators, successors and permitted assigns.
9.5 The terms and conditions set forth in this Agreement, together with the Schedules, shall constitute all of the terms and conditions of this Agreement, and there are no other terms, conditions, covenants, agreements, representations or warranties, either express or implied arising between the parties hereto except as expressly set forth herein.
9.6 If any term, covenant or condition of this Agreement or the application thereof to any party or circumstance is invalid or unenforceable to any extent, the remainder of this Agreement or application of such term, covenant or condition to a party or circumstance other than those to which it is held invalid or unenforceable shall not be affected thereby and each remaining term, covenant or condition of this Agreement shall be valid and shall be enforceable to the fullest extent provided by law.
9.7 No consent or waiver, express or implied, by the Owner to any breach or default by the Renter in the performance by the Renter of its obligations hereunder shall be deemed or construed to be a consent or waiver to or of any other breach or default in the performance of the obligations hereunder by the Renter. Failure on the part of the Owner to complain of any act or failure to act of the Renter, or to declare the Renter in default, irrespective of how long such failure continues, shall not constitute a waiver by the Owner of its rights hereunder.
9.8 The Renter’s obligations contained in this Agreement shall survive the expiration or termination of this Agreement for any reason whatsoever until satisfied in full, and shall not be merged upon the execution of any other documentation by the parties.
9.9 The Renter agrees that the Limitation of Civil Rights Act, R.S.S. 1978, c. L-16, of the Province of Saskatchewan, or any provision thereof, shall have no application to this Agreement or any agreement or instrument renewing or extending or collateral to this Agreement, or the rights, powers or remedies of any other person under this Agreement, or any such agreement or instrument renewing or extending or collateral to this Agreement.
9.10 Unless otherwise indicated, all dollar amounts referred to in this Agreement are in Canadian Dollars.
9.11 The Renter has read, understood and intends to be bound by this Agreement in its entirety and has executed this Agreement voluntarily.
