This Pole Vault Pole Rental Agreement (“Agreement”), is entered into by and between Landon Athletics LLC, a Michigan limited liability company, having its principal place of business at 10319 Nashville Hwy, Vermontville MI 49096 (the “Company”), and the following party who shall hereinafter be referred to as the “User”
The Company and User are sometimes referred to collectively herein as the “Parties” and individually each a “Party.”
WHEREAS, the Company is in the business of leasing pole vault poles and related equipment; and
WHEREAS, User desires to lease from the Company, and the Company desires to lease to User the pole vault poles and related equipment more specifically described in this Agreement.
NOW, THEREFORE, in consideration of the mutual covenants, terms, and conditions set forth herein, and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Parties agree as follows:
- Lease. The Company agrees to lease to User, and User agrees to lease from the Company. Only the User shall use the Equipment and no other person. The Company does its best to supply Users with exact Equipment requested in a timely manner but Equipment is on a first-come, first-served basis. Equipment is subject to change from time to time based on availability. The Company will work with User to try and exchange Equipment for similar Equipment of a different size and/or type at any time during the Term, subject to, and based upon, availability Equipment then in stock.
- Release of Liability and Assumption of Risk. User understands that the Equipment is used for pole vaulting related activities and training which is a potentially dangerous activity and involves the risk of serious injury, disability, death and/or property damage. As a condition of entering into this Agreement, the User agrees to enter into that certain Release of Liability and Assumption of Risk form attached hereto as Exhibit B and agrees to all of the terms and conditions and guidelines included therein.
- Equipment Pickup. User shall be responsible for the pickup and return of the Equipment from the Company’s location. User must have a method of transporting and storing the Equipment safely, such as a pole bag, cardboard tube or PVC pipe. The Company shall not be responsible for any transportation of Equipment.
- Maintenance and Operation. User is responsible for the care and maintenance of the Equipment while the Equipment is in User’s possession. User shall use all Equipment only for its intended purpose and follow the Company’s instructions regarding the use and maintenance of the Equipment. User shall at its expense keep and maintain the Equipment in a good state of repair, normal wear and tear excepted. All pole vaulting poles will be used for the purpose of pole vaulting and not for any other purpose. Pole vaulting poles must be stored indoors. A pole bag, cardboard tube or PVC pipe for protection must be used when transporting a pole vaulting pole. Pole vaulting poles shall never be laid flat on the ground and instead should propped up at all times off of the ground to avoid being accidentally stepped on or other damage. User shall not remove or cover over the manufacturer’s weight label or any Company labels affixed to any pole vaulting poles or other Equipment. User shall not tape on or remove any pole wrapping. User shall not hold the pole vaulting poles above the manufacturer’s weight label. If for any reason any pole vaulting poles are damaged, spiked, scratched, chipped, broken, unusable or otherwise determined to be unsafe while in User’s care, then User shall be responsible to replace the pole. The User shall not utilize any pole known to be damaged. The Company reserves the right to take back Equipment that the Company determines is being mistreated in any way.
- Insurance Required for Airline Travel. User shall procure and maintain insurance against claims for damage or Loss which may arise from flying with Equipment. User shall notify the Company in advance if the User is planning to fly with Equipment and User shall procure such insurance sufficient to cover the replacement of the Equipment should it be damaged or lost. User shall provide the Company with evidence of the insurance prior to flying with the Equipment.
- Rent; Payment.
- Rent. User shall pay rent for the Equipment at the rate specified in Schedule A attached hereto (“Rent“). Rent shall be paid for the entire Term in advance on the first day of the Term. Payments shall be in US dollars and made by credit card.
- Equipment Return. To prevent late returns of Equipment there is no grace period to return Equipment by expiration of the Term. If by the expiration of the Term, User does not return the Equipment to Company in the condition and on the terms and conditions hereunder, User shall continue to comply with all the terms and conditions of this Agreement, and User shall continue to pay Rent on a month-to-month basis from the expiration of the Term until the date on which User returns the Equipment to Company in the manner required hereunder (“Holdover Rent“). User authorizes the Company to charge User’s credit card on file with the Company for Holdover Rent. User agrees that no prior notification will be provided in advance of User’s credit card being charged for Holdover Rent. User shall not construe anything contained in this Section, including User’s payment of Holdover Rent, as Company’s (a) waiver of User’s failure to perform any obligation under this Agreement; or (b) assent to any renewal of this Agreement.
- Replacement. The Company shall replace the Equipment with similar Equipment if the Equipment fails to operate in accordance with the manufacturer’s specifications and instructions. Such replacement shall be made as soon as practicable after User returns the non-conforming Equipment. User shall return all non-conforming Equipment at its expense and risk of loss to the Company to the destination specified by the Company. The limited warranty above does not apply where the Equipment has been subjected to abuse, misuse, neglect, negligence, accident, improper testing, improper storage, improper handling, abnormal physical stress, abnormal environmental conditions, or use contrary to any instructions issued by the Company.
OTHER THAN AS SET FORTH ABOVE, COMPANY MAKES NO WARRANTY WHATSOEVER, INCLUDING ANY (a) WARRANTY OF MERCHANTABILITY; (b) WARRANTY OF FITNESS FOR A PARTICULAR PURPOSE; (c) WARRANTY AGAINST INTERFERENCE; OR (d) WARRANTY AGAINST INFRINGEMENT OF ANY PATENT, COPYRIGHT, TRADEMARK, TRADE SECRET, OR OTHER PROPRIETARY RIGHTS OF A THIRD PARTY; WHETHER ARISING BY LAW, COURSE OF DEALING, COURSE OF PERFORMANCE, USAGE OF TRADE, OR OTHERWISE. THE REMEDIES SET FORTH IN THIS SECTION ARE USER’S SOLE AND EXCLUSIVE REMEDIES AND COMPANY’S ENTIRE LIABILITY FOR ANY BREACH OF THE LIMITED WARRANTY SET FORTH HEREIN.
- Title and Risk of Loss. Title to the Equipment remains with the Company throughout the Term, and User shall acquire no right, title, or interest in the Equipment. User shall not pledge or encumber the Equipment in any way. User shall bear all risk of loss, damage, destruction, theft, and condemnation to or of the Equipment from any cause whatsoever (“Loss“) until the Equipment has been returned to the Company. User shall notify the Company in writing within one (1) day of any such Loss.
- Obligation to Return Equipment. User shall, at its risk and expense, no later than the expiration of the Term, return the Equipment by hand delivery or, if otherwise freight prepaid, to the Company’s address set out on the first page of this Agreement by delivering the Equipment to such carrier as the Company may specify. User must inspect the Equipment for damage, including scratches in the wrapping and fiberglass. If there is any damage, User must notify the Company.
- Compliance with Law. User shall (a) comply with all applicable laws, regulations, and ordinances and (b) maintain in effect all the licenses, permissions, authorizations, consents, and permits that it needs to carry out its obligations under this Agreement.
- Indemnification. User shall indemnify, defend, and hold harmless the Company and its members, managers, officers, employees, agents, affiliates, successors, and permitted assigns (collectively, “Indemnified Party“) against any and all losses, damages, liabilities, deficiencies, claims, actions, judgments, settlements, interest, awards, penalties, fines, costs, or, expenses of whatever kind, including reasonable attorneys’ fees, fees and the costs of enforcing any right to indemnification under this Agreement, and the cost of pursuing any insurance providers, incurred by Indemnified Party, relating to any claim of a third party or Company arising out of or occurring in connection with the Equipment or User’s negligence, willful misconduct, or breach of this Agreement. User shall not enter into any settlement without Company’s or Indemnified Party’s prior written consent.
- Term and Termination. The term of this Agreement commences on the date of this Agreement and continues for the monthly period agreed to by the Parties unless and until earlier terminated as provided under this Agreement (the “Term“). Either Party may terminate this Agreement with immediate effect upon notice to the other Party. If User is in default of any of the terms and conditions of this Agreement, Company, and its agents, at User’s risk, cost, and expense may at any time enter User’s premises where the Equipment is stored or used and recover the Equipment.
- Entire Agreement. This Agreement, including and together with any related exhibits constitutes the sole and entire agreement of the Parties with respect to the subject matter contained herein, and supersedes all prior and contemporaneous understandings, agreements, representations, and warranties, both written and oral, regarding such subject matter.
- Survival. Subject to the limitations and other provisions of this Agreement the representations and warranties of the Parties contained herein shall survive the expiration or earlier termination of this Agreement, as well as any other provision that, in order to give proper effect to its intent, should survive such expiration or termination, shall survive the expiration or earlier termination of this Agreement.
- Notices. All notices hereunder must be in writing and addressed to the relevant Party at the address set forth on the first page of this Agreement (or to such other address that may be designated by the receiving Party from time to time).
- Severability. If any term or provision of this Agreement is invalid, illegal, or unenforceable in any jurisdiction, such invalidity, illegality, or unenforceability shall not affect any other term or provision of this Agreement or invalidate or render unenforceable such term or provision in any other jurisdiction.
- Amendments. No amendment to or modification of or rescission, termination, or discharge of this Agreement is effective unless it is in writing, identified as an amendment to or rescission, termination, or discharge of this Agreement and signed by an authorized representative of each Party.
- Waiver. No waiver by any Party of any of the provisions of this Agreement shall be effective unless explicitly set forth in writing and signed by the Party so waiving. Except as otherwise set forth in this Agreement, no failure to exercise, or delay in exercising, any rights, remedy, power, or privilege arising from this Agreement shall operate or be construed as a waiver thereof, nor shall any single or partial exercise of any right, remedy, power, or privilege hereunder preclude any other or further exercise thereof or the exercise of any other right, remedy, power, or privilege.
- Cumulative Remedies. All rights and remedies provided in this Agreement are cumulative and not exclusive, and the exercise by either Party of any right or remedy does not preclude the exercise of any other rights or remedies that may now or subsequently be available at law, in equity, by statute, in any other agreement between the Parties, or otherwise. Notwithstanding the previous sentence, the Parties intend that User’s rights under Section 7 are User’s exclusive remedies for the events specified therein.
- Assignment; Successors and Assigns. User shall not assign any of its rights or obligations under this Agreement without the prior written consent of Company. Any purported assignment or delegation in violation of this Section shall be null and void. No assignment or delegation shall relieve User of any of its obligations hereunder. Company may at any time assign, transfer, or subcontract any or all of its rights or obligations under this Agreement without User’s prior written consent. This Agreement is binding on and inures to the benefit of the Parties to this Agreement and their respective permitted successors and permitted assigns.
- No Third-Party Beneficiaries. This Agreement benefits solely the Parties to this Agreement and their respective permitted successors and assigns and nothing in this Agreement, express or implied, confers on any other person any legal or equitable right, benefit or remedy of any nature whatsoever under or by reason of this Agreement.
- Choice of Law and Choice of Forum. This Agreement and all matters arising out of or relating to this Agreement are governed by, and construed in accordance with, the laws of the State of Illinois, without regard to the conflict of laws provisions of such State. Any legal suit, action, or proceeding arising out of or relating to this Agreement must be instituted in the federal courts of the United States of America or the courts of the State of Illinois, in each case located in the City of Chicago and County of Cook, and each Party irrevocably submits to the exclusive jurisdiction of such courts in any such suit, action, or proceeding. Service of process, summons, notice, or other document by certified mail in accordance with Section 15 will be effective service of process for any suit, action, or other proceeding brought in any such court.
- Waiver of Jury Trial. EACH PARTY ACKNOWLEDGES AND AGREES THAT ANY CONTROVERSY THAT MAY ARISE UNDER THIS AGREEMENT, INCLUDING EXHIBITS, SCHEDULES, ATTACHMENTS, AND APPENDICES ATTACHED TO THIS AGREEMENT, IS LIKELY TO INVOLVE COMPLICATED AND DIFFICULT ISSUES AND, THEREFORE, EACH SUCH PARTY IRREVOCABLY AND UNCONDITIONALLY WAIVES ANY RIGHT IT MAY HAVE TO A TRIAL BY JURY IN RESPECT OF ANY LEGAL ACTION ARISING OUT OF OR RELATING TO THIS AGREEMENT, INCLUDING ANY EXHIBITS, SCHEDULES, ATTACHMENTS, OR APPENDICES ATTACHED TO THIS AGREEMENT, OR THE TRANSACTIONS CONTEMPLATED HEREBY.
- Limitation of Liability. IN NO EVENT SHALL THE COMPANY BE RESPONSIBLE OR LIABLE FOR ANY CONSEQUENTIAL, INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, PUNITIVE, OR ENHANCED DAMAGES, LOST PROFITS OR REVENUES, OR DIMINUTION IN VALUE, ARISING OUT OF OR RELATING TO ANY BREACH OF ANY PROVISION OF THIS AGREEMENT, REGARDLESS OF (A) WHETHER SUCH DAMAGES WERE FORESEEABLE, (B) WHETHER OR NOT THE COMPANY WAS ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, AND (C) THE LEGAL OR EQUITABLE THEORY (CONTRACT, TORT, OR OTHERWISE) UPON WHICH THE CLAIM IS BASED, AND NOTWITHSTANDING THE FAILURE OF ANY AGREED OR OTHER REMEDY OF ITS ESSENTIAL PURPOSE. IN NO EVENT SHALL THE COMPANY’S AGGREGATE LIABILITY UNDER THIS AGREEMENT EXCEED THE TOTAL OF THE AMOUNTS PAID TO THE COMPANY HEREUNDER.
- Counterparts. This Agreement may be executed in counterparts, each of which is deemed an original, but all of which together are deemed to be one and the same agreement. A signed copy of this Agreement delivered by facsimile, email, or other means of electronic transmission is deemed to have the same legal effect as delivery of an original signed copy of this Agreement.
- Headings. Headings in this Agreement are for convenience of reference only, and are not to be used in any interpretation of the agreement between the Parties.
IN WITNESS WHEREOF, the Parties hereto have executed this Agreement as of the date first above written.
|Landon Athletics, LLC
|By: Jerry Sessions
Name: Jerry Sessions
The Company maintains a current list of Equipment available. Equipment is subject to change from time to time based on availability. Pole Vault Pole = $60.00 per month or $25 per four days