TERMS OF EQUIPMENT RENTAL

Last Updated: October 5, 2021

These terms of production services (“Terms”) govern your rental of our audio, videography, film or other production equipment and related personal property (“Equipment”). We have drafted these Terms, where possible, in plain language, however we note this is a legally binding document.

ARTICLE 1– ACCEPTANCE AND TERM

1.1 Consideration

For good and valuable consideration, including the rental of certain of our Equipment (“Rental”) as specified in the applicable rental form you submit via our website (“Rental Form”) or otherwise request for rental from us (“Rented Equipment”), and the payment of the associated Rental Fees, the sufficiency of which is hereby acknowledged by the Parties, the Parties agree to be bound by these Terms.

1.2 Acceptance

Notwithstanding any rule of law or equity to the contrary, by submitting a Rental Form on our website, accepting these Terms orally or in writing, affixing your signature to these Terms, or otherwise by implication accepting these Terms, including by proceeding with obtaining the Rental Equipment after being given notice of these Terms and, you agree to be bound by these Terms. You may reject these Terms only be declining to obtain the Rental Equipment and delivery of written notice to us that you refuse to accept these Terms within 3 business days of receipt or notice hereof.

ARTICLE 2 – RENTAL PERIOD

2.1 Rental Period

(a) Term. The term of these Terms will commence on the date you complete our Rental Form and will automatically terminate upon return of the Rental Equipment and our satisfactory inspection thereof (“Term”).

(b) Termination. We may terminate these Terms immediately upon delivery of written notice if you breach any term hereof or damage the Rental Equipment. You will be liable for all Fees and out of pocket expenses performed or due and payable on or before the termination date.

(c) Rental Period. The term of rental of the Rental Equipment (“Rental Period”) will be the period of time set out in the Rental Form or such other period as we agree in writing. You will pickup the Rental Equipment between 1:00 p.m. and 5:00 p.m. on the first day of the Rental Period and return the Rental Equipment no later than 12:00 p.m. on the last day of the Rental Period. For greater certainty, the Rental Period shall include transportation of the Rental Equipment if it will be picked up or dropped off by a carrier or other logistics provider that is not the Renter.

2.2 Changes to Rental Period

(a) Authorized Rental Period Extension. You may not pick up or drop off the Rental Equipment outside of the Rental Period without our prior written consent and payment of applicable additional rates, determined and applied in our sole discretion. We are under no obligation to reduce the Rental Fee if the Rental Equipment is picked up later than the first day of the Rental Period or dropped off earlier than the last day of the Rental Period.

(b) Unauthorized Extension of Rental Period Extension. We will not release the Rental Equipment prior to commencement of the Rental Period. If you return the Rental Equipment after expiry of the Rental Period without our prior written consent, you will pay 1.5x the applicable Rental Fee for each day the Rental Equipment is not returned prior to 12:00 p.m. on such day (“Late Fee”). The Parties agree that the Late Fee is a reasonable pre-estimate of damages that we would suffer as a result of your breach of these Terms and not a penalty.

(c) Cancellations. You will provide written cancellation notice no less than 24 hours’ prior to any Rental Period (“Cancellation Period”). If you provide notice of cancellation within the Cancellation Period, you will pay one full day of Rental Fees applicable to the Rental Equipment. We may cancel the Rental on no less than 72 hours’ prior written notice for any reason in our sole discretion without any liability whatsoever to you. We will use commercially reasonable efforts to provide replacement equipment substantially similar to the Equipment upon cancellation on less than 72 hours’ prior written notice.

2.3 Inspection and Acceptance

(a) Inspection. You are solely responsible for inspection of the Rental Equipment at the time of pickup to ensure the Rental Equipment includes such Equipment you wish to rent from us and is in good working order.

(b) Deemed Condition and Acceptance. If you do not inspect the Rental Equipment at the time of pickup, or inspect the Rental Equipment and do not reject it, you will be deemed to have accepted the Rental Equipment in the condition it is in at the time of pickup and the Rental Equipment will be deemed to be in good working order and useable for its intended purpose immediately upon pickup.

(c) No Replacement or Refund. Unless you bring any defect in the Rental Equipment to our attention at the time of pickup, you will not be eligible to receive and we will not be under any obligation to provide any replacement equipment or refund, as available.

(d) Pickup by Representative. We will not release the Equipment to any person other than those authorized representatives listed in the Rental Form, except where you have provided us sufficient written direction to release the Equipment to an alternate representative in advance of pickup and where we have had sufficient opportunity to review and verify such directions.

ARTICLE 3 – PAYMENT

3.1 Rental Fees

(a) Rental Fees. You will pay the fees applicable to the Rental Equipment in advance of pickup, which fees may be amended from time to time and will either be posted on our website or otherwise communicated to you at the time of pickup of the Rental Equipment (“Rental Fees”) plus applicable taxes and disbursements. We accept payment of Rental Fees via Interac E-Transfer, credit card or other payment method we determine in our sole discretion.

(b) Credit Accounts. Notwithstanding section 3.1(a), we may in our sole discretion accept payment of Rental Equipment from you after pickup of the Rental Equipment (“Credit Account”). If you are permitted to pay Rental Fees on a Credit Account basis, we will invoice you periodically, and such invoices will be due and payable on the terms set out in such invoices, or within 30 days of receipt, whichever is sooner, and subject to the interest on outstanding payments set out therein, or 2% per annum compounding monthly, whichever is higher.

(c) Charges. We may charge your credit card on file in such amounts reasonable required to fully cover any: (i) cost of repairing damage to or replacing lost, stolen or otherwise missing Rental Equipment, (ii) Rental Fees due and payable hereunder, (iii) return of the Rental Equipment after expiry of the Rental Period, (iv) indemnity you owe us hereunder, or (v) any amount otherwise due from you to us hereunder.

ARTICLE 4 – ADDITIONAL COVENANTS; REPRESENTATIONS AND WARRANTIES

4.1 Renter Covenants

(a) The Renter will:

(i) not take the Rental Equipment outside of the geographic boundaries of the Metro Vancouver or Fraser Valley areas without our prior written consent, which may be unreasonably and arbitrarily withheld, conditioned or delayed;

(ii) not permit any person other than the Renter and its employees, contractors and other representatives with sufficient training and experience to responsibly use or operate the Rental Equipment to so use or operate the Rental Equipment (“Authorized Representative”);

(iii) not assign, sublicense, or otherwise transfer its rights under this Terms or to use the Rental Equipment to any person other than an Authorized Representative;

(iv) ensure that the Rental Equipment is stored and used in a safe, responsible, and prudent manner, and under the Renter’s or its Authorized Representatives’ immediate care, control, supervision and direction;

(v) not engage in any act or omission which would risk cancellation or non-renewal of any of the Renter’s or Cassiar’s insurance policies applicable to the Rental Equipment; and

(vi) will not permit any lien or other claim to be placed upon the Rental Equipment and to the extent any such lien or claim does arise or is placed on or made against the Rental Equipment, will with due diligence and use best efforts to remove any such lien or claim therefrom.

4.2 Renter Representations and Warranties

You represent and warrant to us:

(a) you and your Authorized Representatives have the requisite skill, knowledge and experience to prudently store, transport, operate and maintain the Rental Equipment;

(b) that you have the right, capacity and authorization to enter into these Terms and perform your obligations hereunder; and

4.3 Signatory Representations and Warranties

If the Renter is not an individual, the individual completing the Rental Form, executing these Terms or otherwise accepting these Terms on the Renter’s behalf represents and warrants to us that they have sufficient right, capacity and authorization to bind you to these Terms.

ARTICLE 5 – LIABILITY, INDEMNITY AND INSURANCE

5.1 Liability Limitation

The Cassiar Parties’ aggregate maximum liability to the Renter Parties for claims or losses of any kind whatsoever, including actions in contract, negligence, tort or any other cause or action whatsoever, is expressly limited to 50% of the Rental Fees.

5.2 Consequential Damages

In no event shall any Cassiar Party be liable to any Renter Party for any lost data or content, lost profits, business interruption or for any indirect, incidental, special, consequential, exemplary or punitive damages arising out of or relating to Rental, even if such Cassiar Party has been advised of the possibility of such damages, and notwithstanding the failure of essential purpose of any limited remedy.

5.3 Indemnity

You indemnify and hold harmless Cassiar and its affiliates and their respective shareholders, directors, officers, employees, agents and other representatives (“Cassiar Parties”) from and against any and all losses caused by, arising from or otherwise relating to: (a) any loss, theft, damage or other harm to the Rental Equipment, or (b) any act or omission of yours or your shareholders, members, directors, officers, employees, contractors, agents or other representatives (“Renter Parties”), as applicable, which constitutes a breach of law, breach of these Terms, negligence or willful misconduct; except and to the extent that any such losses are directly cause by our own gross negligence, willful misconduct, breach of law, or breach of these Terms.

5.4 Insurance and Security

You will either obtain insurance sufficient to cover the full replacement cost of the Equipment, or, at or prior to commencement of the Rental Period, you will provide us such security, including without limitation a credit card pre-authorization, credit card authorization form, credit card information, or security deposit, sufficient to cover the full replacement value of the Equipment.

5.5 Assumption of Risk

The Renter assumes full risk and liability for the repair or replacement value of the Rental Equipment arising from, caused by or relating to theft, loss, damage or other harm whatsoever and howsoever caused during the time such Rental Equipment is in the Renter’s possession, or in transit to or from the Renter regardless of whom arranged for or provided transport thereof.

5.6 Notice of Theft, Damage, Loss and Malfunction

(a) Notice. You will notify us immediately of any theft, damage, loss, or malfunction of any of the Rental Equipment.

(b) No Repair or Replacement. You will not attempt to replace or repair any of the Rental Equipment if such equipment is stolen, damaged, lost, malfunctioning or otherwise harmed.

(c) Theft. You will immediately upon becoming aware of any theft of any Rental Equipment file a police report and provide a copy of the same to Cassiar. Rental Fees will be due and payable until a policy report is filed and delivered to Cassiar.

(d) Repair and Replacement Cost. You will within 10 days of filing a policy report, in the case of theft, or upon becoming aware of any loss, irreparable damage or irreparable damage to any Rental Equipment, deliver to us the full repair or replacement cost including taxes, disbursements, shipping, duty or other related charges for such Rental Equipment. We will as soon as practicably upon receipt of such notice deliver to you an invoice for the amount of the applicable repair or replacement cost. In addition to the replacement cost, as a genuine pre-estimated of damages we would suffer from the disrepair or unavailability of such Rental Equipment, and not as a penalty, pay the applicable Rental Fee for each day of the period of time from the date that we deliver to you an invoice for the applicable repair or replacement cost until the applicable Rental Equipment is repaired or replaced regardless of when the Renter pays the amount of any such invoice.

5.7 No Warranty

(a) State and Suitability of Rental Equipment. Without limiting any other term or condition herein, we make no representation or warranty as to the functionality of the Rental Equipment or that it will be suitable either for its intended purpose or the purpose for which you intend to use the Rental Equipment. You represent and warrant to us that you have used your own due diligence, care and skill in selecting the Rental Equipment for the use you intend. Subject solely to your right to inspect the Rental Equipment pursuant to section 2.3 hereof, you accept the Rental Equipment on an as is, where is basis.

(b) Use of Rental Equipment and Product. You are solely responsible for setup, installation, testing, operation, processing and other use of the Rental Equipment and any resulting materials, content, or other media. We will not provide any training, testing, preparation, installation, instruction manuals, or other support services of any kind whatsoever in relation to the Rental Equipment.

ARTICLE 6 – FORCE MAJEURE

6.1 Force MajeurE

Neither Party shall be responsible for any losses or damages to the other occasioned by delays in the performance or non-performance of any a Party’s obligations when caused by Acts of God, strike, acts of war, inability of supplies or material or labor or any other cause beyond the reasonable control of the said Party at any time for performance of any services or shall be extended by the period of such delay.

ARTICLE 7 – GENERAL

7.1 Joint and Several Liability; Remedies

If there is more than one Renter, the Renters’ obligations are joint and several. All rights and remedies of Cassiar hereunder are cumulative.

7.2 All Terms Covenants

Any term herein which requires a party to do or refrain from doing something are covenants. All covenants herein are material terms hereof.

7.3 References

Headings have been inserted herein as a matter of convenience and for reference only, and in no way define, limit, enlarge, modify, explain, or clarify the scope, meaning, content or interpretation of these Terms.

7.4 Extended Meanings

(a) Any word herein used in the singular form may be read in the plural form if it is allowed in the context and a word in the plural form may be read in the singular form if it is allowed in the context, and any word expressed herein in the masculine gender may be read as feminine gender or neutral gender depending on the context.

(b) The words “include”, “includes”, and “including” are to be read as if they are followed by the phrase “without limitation” whether or not such words or phrases are used in conjunction.

(c) Any reference to the end of these Terms includes an ending by expiration, cancellation, termination, surrender, or mutual agreement.

(d) Any covenant of the Renter will also bind the Renter to ensure compliance herewith of any of its employees, subcontractors, agents, or other representatives under the Renter’s direction or control.

(e) Any reference to a statute or law means the statute or law and any regulations made under them as amended, replaced, enacted, or re-enacted from time to time.

(f) Capitalized and uncapitalized terms herein have the meanings given to them herein, including the below:

(i) “Cassiar”, “we”, “us” and “our” refer to Cassiar Film Co., Inc.

(ii) “Renter”, “you” and “your” refer to the person identified as the Renter in the Rental Form, the person that has affixed their signature hereto, or the person otherwise expressly or impliedly communicated to us as being the contracting party.

(iii) “Parties” means the Renter and Cassiar.

(g) Governing Law. The Terms are governed by the laws of British Columbia, Canada, as applicable hereto and the subject matter herein.

(h) Entire Agreement. These Terms and the schedules hereto, which form part of these Terms, form the entire agreement between the Parties respecting the subject matter herein and supersede and revoke any and all previous discussions, negotiations, arrangements, letters of intent, offers to lease or license, and representations, whether written or oral. There are no covenants, agreements, representations, or warranties between the Parties whatsoever other than those set out in these Terms.

(i) Waiver. No condoning, excusing, or overlooking by a Party of any term hereof in such Party’s favour will operate as a waiver of, or otherwise affect the rights of such Party in respect of enforcing such term after such action. No waiver is enforceable unless express and in writing.

(j) Severability. If any part of these Terms is declared or held invalid for any reason, the invalidity of that part will not affect the validity of the remainder of these Terms, which will continue in full force and effect and be construed as if these Terms had been executed without the invalid part. Notwithstanding any rule of law or equity to the contrary, if any part of these Terms is declared or held invalid for any reason, the provision will only be read down, declared or held invalid to the extent of the invalidity.

(k) Survival. If any part of these Terms states that it survives the ending of these Terms, then the survival of that part is only to the extent required for the performance of any obligations to which the term pertains.

(l) Time is of the Essence. Except as expressly set out herein, time is of the essence in this Agreement and will remain so notwithstanding any extension or grant of additional time beyond the timelines set out herein by any Party.

(m) Independent Advice and Opportunity to Review. The Renter has had an opportunity to seek and obtain legal advice or has waived their opportunity to obtain legal advice. The Renter has reviewed and understands this Agreement.

(n) Notices. Any notice, demand, request or other instrument which may be or is required to be given under these Terms, shall be delivered in person or sent by email, registered mail postage prepaid or by courier or by facsimile and shall be addressed as follows:

If to Cassiar:

Cassiar Film Co., Inc.

Address: 2543 Montrose Avenue #4, Abbotsford, BC V2S 3T4

Phone: (778) 241-0118

Email: hello@cassiar.co

If to the Renter, at the address, phone number, email, fax or other contact information provided by the Renter in the Rental Form.

Any such notice, demand, request or consent shall be conclusively deemed to have been given or made on the day upon which such notice, demand, request or consent is emailed, hand delivered, or if mailed, then on the third business date following the date of the mailing as the case may be, and either Party may at any time give notice in writing to the other of any change of address of the Party giving such notice and from and after the giving of such notice, the address therein specified shall be deemed to be the address of such party for the giving of notices hereunder, provided that in the case of interruption in the ordinary postal service, any notice, demand, request or consent given hereunder shall by delivered and not mailed.

(o) Counterparts. To the extent these Terms are accepted by written signature affixed to these Terms, these Terms may be executed in counterparts in the same form and such parts so executed shall together form one original document and be read and construed as if one copy of these Terms had been executed. Execution and delivery of these Terms by email or fax transmission shall constitute legal and binding execution and delivery of these Terms.

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