Rental Agreement – TERMS AND CONDITIONS

RENTAL PERIOD: Lessor hereby rents the Equipment to Lease for the period commencing on its delivery to Lessee and ending upon its return to Lessor’s premises, subject to charge for minimum rental period. Lessor may terminate rental at any time by written notice to Lessee and/or by retaking the Equipment. Unless otherwise specified, rental is for one day period. No allowance will be made for Sundays, holidays, or time in transit, nor for any period of time the equipment may not be in actual use while in Lessee’s possession.

EXCESS USAGE CHARGE: Rental Rates are for normal and reasonable use of Equipment not exceeding 8 hours per day, five days per week (one shift basis). If Lessee makes greater use, rental rates will be increased on a prorata basis at one-half the one-shift rate.

RECEIPT AND USE OF EQUIPMENT: By accepting delivery, Lessee acknowledges that he has received the Equipment and all devices used to connect and power the Equipment in good working condition. Lessee shall not abuse, harm or improperly operate the Equipment, and shall possess and operate it in conformance with all applicable laws and regulations.

FAILURE OF EQUIPMENT: In the event of any failure of the leased equipment, of any nature whatsoever, Lessee, at its expense, shall immediately return it to Lessor’s premises. Without Lessor’s written authorization, Lessee shall not incur any expense for Lessor’s account for the repair of the equipment.

RETURN OF EQUIPMENT: At the termination of this agreement; Lessee shall return all of the Equipment to Lessor’s premises during Lessor’s regular business hours, in the condition and repair as when delivered to Lessee, subject only to reasonable wear and tear. Lessee shall be liable for all damages to or loss of the Equipment occurring because it was not returned within Lessor’s regular business hours. If Lessor has agreed to deliver the Equipment to Lessee or to pick up the Equipment from Lessee, Lessee shall be responsible for all loss or damage to the Equipment from time of delivery to Lessee and until picked up by Lessor.

DAMAGED EQUIPEMENT; REASONABLE WEAR AND TEAR: If the Equipment is returned in a damaged or excessively worn condition, Lessee shall pay Lessor the reasonable cost of repair and pay rental on the Equipment at one-half the regular rental rate until repairs have been completed. Lessor shall be under no obligation to commence repair work until Lessee has paid. Reasonable wear and tear shall mean only the normal deterioration of the equipment caused by ordinary and reasonable use on a one-shift (eight hours per day, five days per week) basis. The following shall not be deemed reasonable wear and tear; damage resulting from either moisture, water or other liquids spilled on or otherwise coming into contact with the Equipment; damage resulting from lack of servicing or preventative maintenance suggested in the manufacturer’s operation and maintenance manual; damage resulting from any collision, overturning, or improper operation of the equipment; damage in the nature of dents, bending, tearing, staining, and misalignment to the equipment of any part thereof; and wear resulting from use in excess of a one-shift basis; damage resulting from improper storage of the equipment. Repairs to the equipment shall be made to the reasonable satisfaction of Lessor, and in a manner which will not adversely affect the operation or value of the equipment, such as welding instead of replacing a part.

DISCLAIMER OF WARRANTIES; WAIVER OF DAMAGES; LIABILITY FOR DAMAGE TO PERSONS AND PROPERTY: Lessor makes no warranties, express or implied, as to the Equipment’s merchantability or fitness for any particular purpose. Lessee’s sole remedy for any failure of or defect in the Equipment shall be the termination of the rental charges at the time of failure, provided the Equipment is returned to Lessor within 24 hours. Lessor shall not be responsible for any loss, damage or injury to Lessee and Lessee’s property, including incidental, special or consequential damages, in any way connected with the operation of, use of, defect in, or failure of Equipment. Lessee shall indemnify and hold Lessor harmless for any claims of third parties for loss, injury and damages to their persons and property arising out of Lessee’s possession, use, maintenance or return of Equipment, including legal costs incurred in defense of such claims. Lessee shall furnish Lessor with a complete report of any accident involving Equipment, including names and addresses of all persons involved and all witnesses. Except as may be provided for under Damage Waiver if Lessee has agreed to pay for same, Lessee is liable for all damages or loss of the leased equipment arising from any accident or act of any and every nature whatsoever, including particularly any damage caused by the failure of any device or material used in hitching the equipment to a towing vehicle, regardless of whom furnished and regardless of who shall hitch the equipment.

DAMAGE AND THEFT WAIVER: By Lessee accepting DAMAGE AND THEFT WAIVER, provided Lessee takes reasonable precautions to protect Equipment. Lessor assumes on a non-deductible basis risk of direct physical loss of or damage to the leased Equipment except the following risks assumed by Lessee:

A. The first $250.00 or 10% of replacement cost, whichever –is higher of each claim for loss or damage as a result of theft, vandalism, or malicious mischief.

B. Loss or damage resulting from overloading or exceeding the rated capacity of equipment.

C. Loss due to mysterious disappearance, or shortage disclosed- on inventory.

D. Loss or damage caused by infidelity of Lessee, his employees, or persons to whom the equipment is entrusted.

E. Use of the equipment in violation of any of the terms of this agreement.

PAYMENT: The Renter shall pay Soho Computer Services Ltd. all charges incurred in connection with the rental. The Renter gives Soho Computer Services Ltd. irrevocable permission to process an unsigned credit card voucher in his/her name for payment of all charges. The Renter agrees that if the person or company indicated by the Renter to be responsible fails to make payment, the Renter shall, on demand, pay all charges.

If Lessee has insurance covering such loss or damage, Lessee shall exercise all rights available to him under said insurance, take all action necessary to process said claim, and Lessee further agrees to assign said claim and any and all proceeds from such insurance to Lessor. Upon request of Lessor, Lessee shall furnish names of his insurance agent, insurance company, and complete information concerning insurance coverage carried. Lessor’s waiver of claims against Lessee as herein set forth is continegent upon Lessee’s prompt making of and submission to Lessor of copy of police report where applicable.

SUBLETTING AND LOCATION: No item of leased equipment may be sublet or assigned, or removed from the location at which Lessee represented it was intended to be used, or removed from the Province of Lessor’s premises; except by written consent of Lessor.

RETAKING OF EQUIPMENT: If the Equipment is not returned at the termination of the rental or for any reason it becomes necessary for the Lessor to retake the equipment to protect if from loss or damage, Lessee agrees to deliver up the equipment to the Lessor and its agents upon demand and further agrees to allow the Lessor adequate access to any location where the equipment may be. Lessor and its agents may take all action reasonably necessary to retake the equipment and Lessee waives for himself, agents and employees all claims for damage and losses, physical and ecuniary, caused by retaking by the Lessor. Lessee agrees to pay all costs and expenses incurred by Lessor in retaking the equipment.

COMPLIANCE WITH LAW AND SAFETY REGULATION: As Lessor has no control over the use of the Equipment by Lessee, Lessee agrees, at its sole expense, to comply with all applicable laws and regulations. This includes WCB and all other Federal, Provincial, and Municipal laws, regulations, and ordinances which may apply to the equipment’s use, storage, or transport while it is in the Lessee’s possession. Lessee shall indemnify and hold Lessor harmless for any liability or expense, including attorney’s fees, resulting from any actual or asserted violations of such laws, regulations, and ordinances.

ATTORNEYS FEES: Lessee shall pay Lessor’s reasonable attorney fees and court costs incurred in enforcing the terms and conditions hereof.

LOADING AND TRANSPORTATION RELEASE: Where the Company by this document agrees to provide services to the Customer which require moving or lifting goods not owned by the Company, or in assisting in loading or connecting of equipment owned by the Company, it is agreed the Company and/or its employees and/or its representatives assume(s) no responsibility for damage, however caused to the said goods being moved or lifted, loaded or connected. The Customer agrees to indemnify the Company for any liability incurred by the Company in the performance of the said operation