This BROOKLYN CAMERA COLLECTIVE, INC. STANDARD RENTAL AGREEMENT (the “Agreement”), made effective upon the date executed by Customer below (the “Effective Date”), is by and between BROOKLYN CAMERA COLLECTIVE, INC., a New York Domestic Business Corporation (“Brooklyn Camera Collective” or the (“Rental Agent”), and "Customer" (as listed at the top of the first page of this document). Each signatory hereto is also a “Party,” and collectively, the “Parties”.
RECITALS: WHEREAS, BROOKLYN CAMERA COLLECTIVE, INC. provides (i) professional equipment for rentals, leases, and purchases, (ii) skilled labor, (iii) vehicles, and (iv) drivers of the vehicles (collectively, the “Services”) for the film, photo, event and television industries (collectively, the “Industry”) in New York City and surrounding areas, and WHEREAS, Customer desires to engage the Services of BROOKLYN CAMERA COLLECTIVE, INC. in strict accordance with the terms and conditions set forth in this Agreement.
NOW, THEREFORE, for the good and valuable consideration of the mutual covenants, warranties and representations, and conditions set forth below, the sufficiency of which is hereby acknowledged, the Parties agree as follows:
1. Inspection: Customer has inspected and tested all of the equipment being leased hereunder. Customer agrees that such equipment is in good working condition, acceptable to Customer, and free from damage or defect. Customer assumes all risks inherent in inspection and testing and shall be liable for all damage caused to equipment, property, or persons during inspection and testing.
2. No Warranty; Limitation of Liability: Customer acknowledges and agrees that all equipment is being leased AS IS, without warranty or guarantee of any kind, expressed or implied, including, without limitation, the warranties of merchantability and fitness for a particular purpose, and that BROOKLYN CAMERA COLLECTIVE, INC. (“BROOKLYN CAMERA COLLECTIVE”) assumes no responsibility, implied in fact or law, for the performance or non-performance of said equipment. BROOKLYN CAMERA COLLECTIVE shall not be liable for any loss or damage of any kind, whether caused by negligence or otherwise, resulting from any delay, detention, late-delivery, non-delivery, defect, or deficiency in leased equipment or other materials supplied, stored, repaired, transported, received, or processed, or the services of technicians, drivers, or any other personnel or service provided by or through BROOKLYN CAMERA COLLECTIVE. Customer agrees not to institute any legal action or proceeding against BROOKLYN CAMERA COLLECTIVE seeking damages from, or to impose liability on, BROOKLYN CAMERA COLLECTIVE in contravention of the preceding sentence. Customer agrees to assign to BROOKLYN CAMERA COLLECTIVE, prior to execution thereon, the amount of any judgment obtained by Customer against BROOKLYN CAMERA COLLECTIVE in connection with this Agreement which exceeds the actual amount of money paid by Customer to BROOKLYN CAMERA COLLECTIVE under this Agreement.
3. Equipment Pick-up & Return: Customer must pick-up and return equipment at BROOKLYN CAMERA COLLECTIVE’S business premises during normal business hours. Customer is deemed to have taken delivery of the equipment, and therefore assumes all risk of loss thereof, from the time that the equipment is set aside from BROOKLYN CAMERA COLLECTIVE’S general rental inventory for Customer’s use. BROOKLYN CAMERA COLLECTIVE will not ship equipment to Customer, nor do we allow Customer to ship equipment to our business premises. BROOKLYN CAMERA COLLECTIVE shall not be responsible for any damages or losses arising from any attempts by customers to ship equipment to our business. Equipment will not be deemed to have been returned until all of the following conditions have been met: (i) equipment has been returned to BROOKLYN CAMERA COLLECTIVE’S premises during normal business hours; (ii) an inventory has been completed and a list of any missing or damaged equipment has been compiled; and (iii) the scheduled term of Customer’s lease agreement for the equipment has expired.
4. Rates, Charges, etc.: Rates and terms of payment are based upon credit information at the time of rental. Should there be any change in such information, Customer agrees that BROOKLYN CAMERA COLLECTIVE may revise the same without further notice. The first rental day shall be the day of delivery to Customer. The last rental day shall be the day of return if such return is after 10 A.M. Equipment rented at the daily rate will be charged for Sundays and Holidays if the equipment is actually used on such days. A $50 administrative charge and interest will be added to accounts not paid when due. The amount of interest will be equal to 10% of the balance due and will be added for each 30-day period which elapses from and after the due date of such account. Customer agrees to pay BROOKLYN CAMERA COLLECTIVE upon demand reasonable compensation, not to exceed the scheduled lease payments, for any losses BROOKLYN CAMERA COLLECTIVE may sustain because of Customer’s cancellation of all or part of an order. Customer agrees to pay all taxes, transportation charges, duties, broker fees, bond fees, and all other costs imposed upon the leasing or use of the equipment. In no event, shall interest accrue or be payable by BROOKLYN CAMERA COLLECTIVE with respect to any Customer deposit or prepaid rent.
5. Equipment Location: The equipment, or any part thereof, may not be removed from the United without the prior written consent of BROOKLYN CAMERA COLLECTIVE. Customers who receive BROOKLYN CAMERA COLLECTIVE’S prior written consent to move equipment outside the United States will only be allowed to ship such equipment through an established customs broker contracted by Customer. Prior to any equipment leaving the United States, said customs broker must register the equipment with United States Customs, using United States Customs Form 4455 (or its successor or replacement form), or obtain an ATA Carnet covering the equipment. A certified copy of the registration form or a copy of the ATA Carnet must be provided to BROOKLYN CAMERA COLLECTIVE promptly after shipment.
6. Authorized Users: Customer agrees to keep all equipment leased hereunder in Customer's sole custody and control and will not sublet or assign any equipment without the prior written consent of BROOKLYN CAMERA COLLECTIVE. Customer will only allow Customer’s duly qualified employees and/or agents to use the equipment and will not use any equipment in violation of any applicable law, rule, or regulation, including, without limitation, foreign, federal, state, and municipal laws, rules, and regulations.
7. Damaged/Unreturned Equipment: If any item of equipment is returned in an irreparably damaged condition or, for any reason (including, but not limited to, destruction, confiscation, theft or act of God), is not returned, Customer shall pay BROOKLYN CAMERA COLLECTIVE the monetary value of such item. Customer specifically agrees that the monetary value of each item of leased equipment is as per the list posted in BROOKLYN CAMERA COLLECTIVE’S office, a copy of which will be furnished to Customer upon request. If any item is returned in a damaged, but repairable condition, Customer shall pay to BROOKLYN CAMERA COLLECTIVE the cost of such repairs as determined by BROOKLYN CAMERA COLLECTIVE. In determining whether equipment shall be replaced or repaired, BROOKLYN CAMERA COLLECTIVE’S judgment shall be conclusive upon Customer. In addition to Customer’s liability for the replacement or repair cost of damaged or unreturned equipment, Customer also agrees to pay rent on such damaged or unreturned equipment at the rate of three times the daily rental rate until the equipment has actually been repaired or replaced and returned to BROOKLYN CAMERA COLLECTIVE’S rental inventory. Customer agrees to pay any amounts owing for damaged or unreturned equipment within 10 days of BROOKLYN CAMERA COLLECTIVE’S invoice or written demand therefor. Accrued rental fees are not applicable to, nor may they be used as an offset against, any amounts owing hereunder for damaged or unreturned equipment. In no event shall BROOKLYN CAMERA COLLECTIVE’S acceptance of returned equipment be deemed a waiver by BROOKLYN CAMERA COLLECTIVE of any claims that it may have against Customer, including, without limitation, any claim for latent or patent damage to the equipment. 8. Equipment Damage Hazards: Customers are strictly prohibited from exposing the Equipment to water, sand, dirt, debris, damp areas, areas with lasers, party lights, strong magnets or any other potentially harmful environment. In the event that the Equipment is exposed to any of these conditions, the customer will be held liable for any damages and/or repair costs incurred. BROOKLYN CAMERA COLLECTIVE reserves the right to terminate the rental agreement and charge the customer for any damages caused by negligence or intentional misuse of the equipment.
9. Title and Ownership: Customer specifically acknowledges and agrees that Customer is only leasing the equipment, with no option or right to purchase the equipment, and that all title to and ownership of the equipment remains with BROOKLYN CAMERA COLLECTIVE. Customer shall keep the equipment free of all liens, levies, and encumbrances. Customer agrees not to remove, alter, or conceal any tag, nameplate, marking, serial number, or other evidence of BROOKLYN CAMERA COLLECTIVE’S ownership on or affixed to the equipment.
10. Insurance: At all times from and after the delivery of equipment to Customer, Customer shall maintain property damage insurance, at Customer’s expense, in amounts and with insurance companies satisfactory to BROOKLYN CAMERA COLLECTIVE, protecting BROOKLYN CAMERA COLLECTIVE as additional insured and loss payee and providing for 30 days' written notice to BROOKLYN CAMERA COLLECTIVE before any policy shall be modified or canceled. Prior to pick up of rental equipment, Customer shall deliver a complete copy of such insurance policy to BROOKLYN CAMERA COLLECTIVE. The insurance policy shall include a waiver of subrogation in favor of BROOKLYN CAMERA COLLECTIVE and shall indicate that the coverage is primary and non-contributory. If total replacement cost of leased or rented equipment is greater than $150,000, Customer must also maintain Commercial General Liability insurance with a minimum limit of $1,000,000 per occurrence; Bodily injury & Property Damage. Primary & not contributory. BROOKLYN CAMERA COLLECTIVE must be listed as additional insured and loss payee in respects to Commercial General Liability coverage. The insurance policy shall include a waiver of subrogation in favor of BROOKLYN CAMERA COLLECTIVE and shall indicate that the coverage is primary and non-contributory.
11. Indemnity; Collection Costs: Customer agrees to indemnify BROOKLYN CAMERA COLLECTIVE and to hold BROOKLYN CAMERA COLLECTIVE harmless from and against any and all claims, actions, suits, proceedings, costs, expenses, damages and liabilities (collectively, “Damages”), including, without limitation, attorney's fees, court costs and collection agency costs, arising out of, connected with, or resulting from: (i) any equipment or services provided hereunder or in connection herewith, including, without limitation, Damages arising out of, connected with, or resulting from the manufacture, selection, delivery, possession, use, operation, conduct, or return of said equipment; and (ii) the breach by Customer or any covenant, agreement, representation or warranty made herein. If BROOKLYN CAMERA COLLECTIVE places Customer’s account in the hands of an attorney or collection agency for collection, Customer agrees to pay all attorneys’ fees, collection agency fees and commissions, and court costs incurred in connection therewith.
12. Right of Entry and Inspection: BROOKLYN CAMERA COLLECTIVE shall have the right to inspect the Property at any time during the rental term. Customer shall make any and all arrangements necessary to permit a qualified representative of BROOKLYN CAMERA COLLECTIVE’S access to the location of the Property. If a breach of any of the provisions of the Rental Agreement occurs, BROOKLYN CAMERA COLLECTIVE has the right to remove all of the Property without liability to Customer, and without prejudice to BROOKLYN CAMERA COLLECTIVE’S right to receive rent due or accrued, up to and including the date of removal of the Property.
13. Screen Credits: If any of the equipment is used in the filming or photography, whether in whole or in part, of any theatrical, television or home video motion picture or program, Customer agrees that BROOKLYN CAMERA COLLECTIVE shall receive on-screen credit in the end credits in substantially the following form: “Camera and Lenses furnished by BROOKLYN CAMERA COLLECTIVE CAMERA, INC.” BROOKLYN CAMERA COLLECTIVE shall not have any right to injunctive or equitable relief if Customer breaches this provision; however, upon receipt of written notice from BROOKLYN CAMERA COLLECTIVE, Customer shall endeavor in good faith to prospectively cure any omission or failure to provide the above-specified credit.
14. Signer Authority/Liability: If Customer is a corporation, limited liability company or other entity, the person signing this Agreement on behalf of such entity hereby warrants that he/she has full authority from such entity to sign this Agreement on behalf of the entity.
15. Review of Agreement: Customer hereby acknowledges that, prior to execution hereof, Customer read this Agreement and fully understands all of its provisions.
16. Miscellaneous: This Agreement and the term sheet printed on the reverse side or attached hereto constitute the entire agreement between the parties hereto with respect to the subject matter hereof and cannot be modified, supplemented, or amended except by a written instrument executed by the parties hereto. If any provision of this Agreement is illegal or contrary to public policy, such provision shall be curtailed, limited, or eliminated to the extent necessary to remove such illegality or conflict and, as so modified, this Agreement shall continue in full force and effect. No waiver by one party of a breach or default by the other party shall be deemed to be a waiver of any preceding, continuing, or succeeding breach of the same or any other provision of this Agreement. This Agreement shall be subject to and construed in accordance with the laws of the State of New York without reference to its conflict of law rules. The venue and jurisdiction of any litigation related to, arising out of, or connected with this Agreement, shall be exclusively in a state or federal court located in New York, and the prevailing party in such litigation shall be awarded its attorneys’ fees and costs incurred therein, including any on appeal. This Agreement shall be binding upon and inure to the benefit of the parties and their respective heirs, successors, licensees, and permitted assigns.