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Commercial Equipment Lease Agreement

(With Maintenance Service)

 

This Commercial Equipment Lease Agreement (the “Agreement”) is made and entered on by and between ICELCO – Ice Equipment Lease Company, LLC, a Utah corporation (“Lessor”) and , a <<state of formation>> (“Lessee”) (sometimes separately referred to herein as a “Party” and collectively as the “Parties”).

The Parties agree as follows:

  1. EQUIPMENT: Subject to the terms and conditions of this Agreement, Lessor hereby leases to Lessee, and Lessee hereby accepts and agrees to lease from Lessor, for use in Lessee’s business, the following equipment:

<<Insert description of leased equipment>>

(the “Equipment”).  The Equipment shall be installed and exclusively used at the following location (the “Site”):

<<Insert address where Equipment will be installed>>

Lessee shall not enter into any sublease of the Equipment without Lessor’s prior written consent, which consent may be withheld in Lessor’s sole discretion. No permitted sublease shall relieve Lessee of its obligations under this Agreement.

  1. LEASE TERM; OPTION TO RENEW:
  • Lease Term. The term of this Agreement (the “Lease Term”) will start on , (the “Lease Commencement Date”) and will end on   (the “Lease Expiration Date”).
  • Option to Renew. On or before ninety (90) days prior to the initial Lease Expiration Date, provided there are no uncured events of default by Lessee hereunder, Lessee may extend the Lease Expiration Date for an additional  months by notifying Lessor of such intention in writing (the “Extension Term”). Such Extension Term shall commence at 12:01 a.m. on the first day following the expiration of the immediately preceding period then constituting the Lease Term.  The Extension Term shall be on the same terms and conditions set forth in this Agreement, except that the Rent during the Extension Term shall be determined as set forth in Section 3(b) below.  Following the timely extension of the Lease Expiration Date as provided herein, all references herein to the “Lease Term” shall be deemed to include the Extension Term, unless otherwise expressly provided.  Tenant shall have no additional extension options.
  • Termination. In the event that the Lease Expiration Date occurs and Lessee has not timely exercised the option to renew provided for in Section 2(b) above, the Lease Expiration Date shall be extended on a month-to-month basis thereafter until either Party provides at least fifteen (15) days prior written notice of termination to the other party (“Termination”).

3. LEASE PAYMENTS:

  • Rent During Initial Lease Term. Lessee agrees to pay to Lessor as rent for the Equipment the amount of $  (“Rent”) each month in advance on the first day of each calendar month during the Lease Term at 573 West 2890 South, Salt Lake City, Utah 84115 or at any other address designated by Lessor.  If the Lease Term does not start on the first day of a month or end on the last day of a month, the Rent will be prorated accordingly.  Lessee intends the Rent hereunder to be net to Lessor.
  • Rent During Extension Period. The “Rent” during the Extension Term shall be the sum of

4. LATE CHARGES:

  •  If any amount under this Agreement is more than ten (10) days late, Lessee agrees to pay a late fee of $ .  In addition, any amount not paid when due shall bear interest at the rate of eighteen percent (18%) per annum from the due date until paid.

5. SECURITY DEPOSIT:

  •  Concurrently with the signing of this Agreement and prior to taking possession of the Equipment, Lessee shall deposit with Lessor, a security deposit of $  , which shall be equivalent to the sum of the Rent for the first and last month of the Lease Term, as security for the performance by Lessee of the terms under this Agreement and for any loss or damage to the Equipment during the Lease Term.  Lessor may comingle the security deposit with other funds of Lessor and no interest will be payable to Lessee upon such security deposit.  Lessor may use part or all of the security deposit to replace the Equipment or to repair any damage to Equipment during the Lease Term, whereupon, upon written notice from Lessor, Lessee shall restore the amount of the security deposit to its original amount.  However, Lessor is not just limited to the security deposit amount and Lessee remains liable for any balance.  Lessee shall have no right to apply or deduct any portion of any security deposit from the last or any month’s Rent.  Lessee shall not use or apply any such security deposit at any time in lieu of payment of Rent.  If Lessee breaches any terms or conditions of this Agreement, Lessee shall forfeit any deposit, as permitted by law.

6. DELIVERY

  • Upon execution of this Agreement and on a date mutually agreed to by the Parties, Lessor shall deliver the Equipment to Lessee’s premises to be specified by Lessee (the “Premises”).  Following such Delivery, Lessee shall inspect the Equipment and determine whether the Equipment is acceptable for connection to Lessee’s operations.  Upon Lessee’s determination that such Equipment is suitable for connection, Lessee shall be deemed to have accepted the Equipment.  If Lessee fails to make such determination within thirty (30) days following Lessor’s delivery of the Equipment to the Premises, Lessee shall be deemed to have accepted the Equipment.  Lessee shall be responsible for all expenses and costs: (a) to get the Premises ready for installation of the Equipment, including but not limited to the availability of proper water, power and any necessary drainage systems (including a water softener or reverse osmosis water softening system that at no time, by bypass mechanism or otherwise, allows for the entry of hard water into the Equipment), as well as a suitable pad or area on which to place the Equipment, and (b) any other accommodations necessary for the proper functioning of the Equipment at the

7. DELIVERY

  • INSTALLATION, TRAINING AND MANUALS: Prior to delivery of the Equipment, Lessor shall provide to Lessee (a) operational and other manuals for the Equipment, including specifications for the proper installation of the Equipment on the Premises and (b) training of Lessee’s operators with respect to the installation and operation of the Equipment in accordance with Lessor’s standard operating requirements and practices. The Equipment is and shall remain personal property even if installed in or attached to real property.  Lessee shall provide, at its expense, any required facilities and utilities for the proper installation and operation of the Equipment.  Lessee shall be solely responsible for the installation of the Equipment in accordance with the applicable specifications.

8. EXCLUSION OF WARRANTIES; AS-IS CONDITION: LESSOR, BEING NEITHER THE MANUFACTURER, NOR A SUPPLIER, NOR A DEALER IN THE EQUIPMENT, MAKES NO WARRANTY, EXPRESS OR IMPLIED, TO ANYONE, AS TO FITNESS FOR ORDINARY PURPOSE OR A PARTICULAR PURPOSE, MERCHANTABILITY, DESIGN, CONDITION, CAPACITY, NON-INTERFERENCE, NON-INFRINGEMENT, PERFORMANCE OR ANY OTHER ASPECT OF THE EQUIPMENT OR ITS MATERIAL OR WORKMANSHIP.  LESSOR FURTHER DISCLAIMS ANY LIABILITY FOR LOSS, DAMAGE, OR INJURY TO LESSEE OR THIRD PARTIES AS A RESULT OF ANY DEFECTS, LATENT OR OTHERWISE, IN THE EQUIPMENT WHETHER ARISING FROM LESSOR’S NEGLIGENCE OR APPLICATION OF THE LAWS OF STRICT LIABILITY. AS TO LESSOR, LESSEE LEASES THE EQUIPMENT “AS IS AND WITH ALL FAULTS.”  UNLESS OTHERWISE AGREED TO BY THE PARTIES PURSUANT TO SECTION 13(a), LESSOR SHALL HAVE NO OBLIGATION TO INSTALL, MAINTAIN, ERECT, TEST, ADJUST, OR SERVICE THE EQUIPMENT.  IF THE EQUIPMENT IS UNSATISFACTORY FOR ANY REASON, LESSEE SHALL MAKE CLAIM ON ACCOUNT THEREOF SOLELY AGAINST THE MANUFACTURER, AND SHALL NEVERTHELESS PAY LESSOR ALL RENT PAYABLE HEREUNDER.

9. SURRENDER OF EQUIPMENT: At the expiration of the Lease Term, Lessee shall surrender the Equipment to Lessor by delivering the Equipment to Lessor or Lessor’s agent at a location designated by Lessor, in the same condition and working order, ordinary wear and tear excepted, as it was at the commencement of the Agreement.  Lessee shall bear all costs and expenses related to the cost of removal of the Equipment from the Premises and the shipping of the Equipment back to Lessor at a location specified by Lessor.  The return or repossession of the Equipment shall not in any way affect or diminish the rights and obligations of Lessee hereunder.

10. DEFAULT: Lessee shall be in material default of this Agreement if (a) Lessee fails to perform or fulfill any obligation under this Agreement, including but not limited to the payment of Rent and the Security Deposit, in the manner and at the times required hereunder, (b) any proceeding in bankruptcy or insolvency is instituted by or against Lessee, (c) a receiver or trustee is appointed for all or any portion of Lessee’s property, (d) Lessee makes a general assignment for the benefit of creditors, (e) Lessee makes any attempt to sell, convert or remove the Equipment, or if execution or attachment is levied thereon, (f) the Equipment is encumbered in any way, (g) at any time in Lessor’s judgment the Equipment may become damaged, other than ordinary wear and tear, due to Lessee’s possession, operation, maintenance or lack of maintenance of the Equipment or its rights in the Equipment shall be threatened or rendered insecure or, or (h) Lessee ceases to do business as a going concern.  Except with respect to a default under the immediately foregoing subparts (b), (c), (d) and (h), Lessee shall have seven (7) days from the date of notice of default by Lessor to cure the default. In the event Lessee does not cure a default, Lessor, in addition to its other rights and remedies at law or in equity, may at Lessor’s option exercise one or more of the following remedies:

  • To declare the entire balance of Rent hereunder immediately due and payable and to accelerate the balances under any other leases between Lessor and Lessee without notice or demand.
  • To sue for and recover all Rent and other monies due to the extent permitted by law.
  • To require Lessee to remove the Equipment from the Premises and assemble the Equipment at a place reasonably designated by Lessor, all at Lessee’s expense.
  • To remove any physical obstructions for removal of the Equipment from the place where the Equipment is located and take possession of any or all items of Equipment, without demand or notice, wherever same may be located, disconnecting, and separating all such Equipment from any other property, with or without the court order or pre-taking hearing or other process of law, it being understood that repossession in the event of default is a basis for the financial accommodation reflected by this Agreement. Lessee hereby waives any and all damages occasioned by such retaking. Lessor may, at its option, use, ship, store, repair, or lease all Equipment so removed and sell or otherwise dispose of any such Equipment at a private or public sale.Lessor may exhibit and resell the Equipment at Lessee’s Premises at reasonable business hours without being required to remove the Equipment.  If Lessor takes possession of the Equipment, Lessor shall give Lessee credit against the present value of any Rent that would otherwise have been payable hereunder for any sums received by Lessor from the rental of the Equipment to a third party, after deduction of the expenses of rental and Lessor’s residual interest in the Equipment. Lessee shall also be liable for and shall pay to Lessor (a) all expenses incurred by Lessor in connection with the enforcement of any of Lessor’s remedies, including all expenses of repossessing, storing, shipping, repairing, and selling the Equipment, and (b) reasonable attorney’s fees.All of Lessor’s remedies hereunder are cumulative, are in addition to any other remedies provided for by law, and may, to the extent permitted by law, be exercised concurrently or separately. The exercise of any one remedy shall not be deemed to be an election of such remedy or to preclude the exercise of any other remedy. No failure on the part of the Lessor to exercise and no delay in exercising any right or remedy shall operate as a waiver thereof or modify the terms of this Agreement.

Lessor may, at its option, hold Lessee liable for any difference between the Rent that would have been payable under this Agreement during the balance of the unexpired Lease Term and any rent paid by any successive lessee if the Equipment is re-let minus the cost and expenses of such reletting.  In the event Lessor is unable to re-let the Equipment during any remaining Lease Term, after default by Lessee, Lessor may at its option hold Lessee liable for the balance of the unpaid rent under this Agreement if this Agreement had continued in force.  Lessee shall be liable to Lessor for all costs and expenses (including reasonable attorneys’ fees) incurred in connection with any default by Lessee hereunder.

11. USE OF EQUIPMENT:

  • No marking of any kind shall be placed on the Equipment by Lessee except with the prior written consent of Lessor. Any such marking placed on a Unit by Lessee shall be removed at Lessee’s expense on or before the expiration or earlier termination of the Lease Term. Lessee shall, at Lessee’s expense and to Lessor’s satisfaction, place and maintain on the Equipment any identifying marks required by Lessor.
  • Lessee may not move the Equipment from its location at the Site or make any alterations to the Equipment without Lessor’s prior written consent.
  • The Parties intend that the Equipment shall remain at all times personal property and not a fixture under applicable law, even if the Equipment, or any part thereof, may be or become affixed or attached to real property or any improvements.
  • Lessee shall operate the Equipment exclusively for in connection with its business. Lessee shall not operate or permit the operation of the Equipment in an unsafe or improper manner.
  • Lessor’s employees and agents shall have the right of access to Lessee’s premises to inspect the Equipment on reasonable notice and during regular business hours.
  • Lessee shall only use the Equipment in Lessee’s business in a careful and proper manner and will comply with all manufacturer’s instructions and warranties, laws, rules, ordinances, statutes and orders regarding the use, maintenance of storage of the Equipment. Lessee shall employ and have absolute control and supervision over the installer or installers and operator or operators of the Equipment and will not permit any person to install or operate the Equipment unless such person has been adequately trained to do so.  In the event the Equipment is damaged in any way due to the misuse of the Equipment by, or the negligence of, Lessee or any of its employees or agents, Lessee shall pay Lessor for the costs and expenses it incurs in repairing such damage.

12. CONDITION OF EQUIPMENT AND REPAIR: Except as otherwise provided in Section 6 hereof, Lessee or Lessee’s agent acknowledges that it has inspected the Equipment and agrees that the Equipment is in good repair, mechanical condition and running order. Lessee shall provide, at Lessee’s expense, all accessories Lessee deems necessary to operate the Equipment.

13. SCHEDULED MAINTENANCE; REPAIR, DAMAGE AND LOSS:

  • Scheduled Maintenance. Twice each year during the Lease Term, Lessor agrees to provide the Preventative Maintenance Services identified on Schedule A hereto for the Equipment. Lessee shall allow Lessor to access the Site for the inspection of the Equipment and the performance of such Preventative Maintenance Services. In consideration of such Preventative Maintenance Services, Lessee agrees to pay to Lessor the sum of $, payable in advance annually, with the first such payment due on the Lease Commencement Date and on each anniversary of the Lease Commencement Date.
  • Lessee’s Maintenance Obligations. Except as may be expressly provided for in Section 13(a) above:
  • Lessee agrees to maintain the Equipment in good operating condition at all times during the Lease Term and shall pay all costs and expenses incurred in the periodic repair and maintenance of the Equipment, including without limitation providing replacement parts for the Equipment as necessary. Lessee will notify Lessor immediately if the Equipment is not in good operating condition for a period longer than three (3) business days.  Lessee agrees to perform, at Lessee’s cost, all repairs and maintenance in a timely manner and will follow manufacturer’s suggested maintenance programs.  Lessee is responsible for any and all maintenance and repair costs (i) not covered by the manufacturer’s warranty, or (ii) incurred because of Lessee’s failure to exercise its options under or to comply with the terms of any manufacturer’s warranty.  Lessor shall have no liability for any repair or service to the Equipment.
  • Lessee shall bear all risks of loss and damage to the Equipment from any cause. In the event the Equipment is lost or damaged by the Lessee, the Lessee shall pay to Lessor the repair or replacement cost of the Equipment; in addition, the obligations of this Agreement shall continue in full force and effect through the Lease Term.

14. INSURANCE: Lessee shall procure, at Lessee’s cost and expense, a policy or policies of insurance issued by a company, and with policy limits and coverage, satisfactory to Lessor, with premiums prepaid thereon, insuring against fire, theft, collision, and other such risks as are appropriate and specified by Lessor. Such policy or policies shall be primary (not excess or contributory), name Lessor as loss payee and not as co-insured, shall include a complete waiver of subrogation, and shall be delivered to Lessor simultaneously with or prior to the delivery to Lessee of the Equipment leased hereunder. Lessee shall procure, at Lessee’s cost and expense, a policy of insurance issued by a company satisfactory to Lessor and Lessor’s bank with a limit equal to the full replacement cost of the Equipment that is the subject of this Agreement. This insurance shall provide coverage for “all risks of physical loss” subject to the usual exclusions for flood and earthquake. The insurance shall have a deductible, which is the responsibility of the Lessee, of no more than $5,000.00 per claim. Such policy shall be primary (not excess or contributory), name Lessor and Lessor’s bank as loss payee and include a complete waiver of subrogation in favor of Lessor and Lessor’s bank. A certificate as evidence of this insurance shall be provided simultaneously with or prior to the delivery to Lessee of the equipment leased hereunder.

15. ENCUMBRANCES, TAXES AND OTHER LAWS: Lessee shall keep the Equipment free and clear of any liens or other encumbrances, and shall not permit any act where Lessor’s title or rights may be negatively affected.  Lessee shall be responsible for complying with and conforming to all laws and regulations relating to the possession, use or maintenance of the Equipment.  Lessee shall pay all sales, use, excise, personal property, stamp, documentary and ad valorem taxes, license and registration fees, assessments, fines, penalties and similar charges imposed on the ownership, lease, possession or use of the Equipment during the term of this Agreement, and shall pay all taxes (except Lessor’s Federal or State net income taxes) imposed on Lessor or Lessee with respect to the rental payments hereunder. Lessee shall reimburse Lessor upon demand for all taxes paid by or advanced by Lessor. Lessee shall file all returns required therefor and furnish copies to Lessor.  Lessee shall at its expense protect and defend Lessor’s title against all persons claiming against or through Lessee, at all times keeping the Equipment free from any legal process or encumbrance whatsoever including but not limited to liens, attachments, levies and executions, and shall give Lessor immediate written notice thereof and shall indemnify Lessor from any loss caused thereby.

16. LESSOR’S REPRESENTATIONS: Lessor represents and warrants that it has the right to lease the Equipment as provided in this Agreement.

17. OWNERSHIP: This Agreement creates only a lease of the Equipment and does not constitute a sale thereof or the creation of a security interest therein.  Lessee represents and warrants that this Agreement is not a consumer lease or a finance lease for the purposes of the Utah Uniform Commercial Code (the “UCC”).  Lessor shall at all times remain the sole owner of the Equipment and nothing contained herein or the payment of Rent hereunder shall create or enable Lessee to acquire any right, title or other interest in or to the Equipment other than that of a lessee.  Lessor is hereby authorized by Lessee, at Lessee’s expense and as Lessee’s true and lawful attorney-in-fact, to cause this Agreement, or any statement or other instrument in respect of this Agreement showing the interest of Lessor in the Equipment, including UCC Financing Statements, to be filed or recorded and refiled and re-recorded.  Lessee shall execute and deliver any statement or instrument requested by Lessor for such purpose, and agrees to pay or reimburse Lessor for any searches, filings, recordings or stamp fees or taxes arising from the filing or recording any such instrument or statement.  Lessee shall execute and deliver to Lessor, upon Lessor’s request, such further instruments and assurances as Lessor deems necessary or advisable for the confirmation or perfection of Lessor’s rights hereunder.  The Equipment is, and shall at all times be and remain, personal property notwithstanding that the Equipment or any part thereof may now be, or hereafter become, in any manner affixed of attached to real property or any improvements thereon.

18. RISK OF LOSS.  Lessee hereby assumes and shall bear risk of loss and damage to the Equipment to the extent such loss or damage occurs during the Lease Term and is not the result of (a) ordinary wear, tear or obsolescence; (b) defects in or the condition of the Equipment present as of the Lease Commencement Date; or (c) conditions that Lessee had knowledge of or should have reasonably foreseen.  In the event of loss or damage to the Equipment during the Lease Term of the type that is the responsibility of Lessee under the immediately preceding sentence, Lessee shall, at Lessee’s option and expense (x) place the same in good repair, condition and working order; (y) replace the same with like equipment in good repair, condition and working order; or (z) pay to Lessor the replacement cost of equipment of similar condition, age, model and brand as the Equipment.

19. SEVERABILITY: If any part or parts of this Agreement shall be held unenforceable for any reason, the remainder of this Agreement shall continue in full force and effect.  If any provision of this Agreement is deemed invalid or unenforceable by any court of competent jurisdiction, and if limiting such provision would make the provision valid, then such provision shall be deemed to be construed as so limited.

20. ASSIGNMENT: Neither this Agreement nor Lessee’s rights hereunder are assignable by Lessee except with Lessor’s prior written consent. Lessor may assign all or any part of this Agreement without restriction.

21. BINDING EFFECT; COUNTERPARTS: The covenants and conditions contained in the Agreement shall apply to and bind the Parties and the heirs, legal representatives, successors and permitted assigns of the Parties. This Agreement may be signed in any number of counterparts, the Equipment of which shall be deemed an original but all of which together shall constitute one and the same instrument.

22. GOVERNING LAW; VENUE; ATTORNEY’S FEES: This Agreement shall be governed by and construed in accordance with the laws of the State of Utah,. ANY ACTION OR PROCEEDING ARISING OUT OF OR RELATED TO THIS AGREEMENT SHALL BE EXCLUSIVELY BROUGHT AND MAINTAINED IN THE COURTS LOCATED IN SALT LAKE COUNTY, UTAH. THE PARTIES HEREBY WAIVE TRIAL BY JURY IN ANY ACTION ARISING IN CONNECTION WITH THIS AGREEMENT.  In any legal proceeding is instituted with respect to this Agreement, the successful or prevailing party shall be entitled to recover reasonable attorney’s fees and costs incurred, both before and after judgment, in addition to any other relief to which they may be entitled.

23. NOTICES: Any notice required or otherwise given pursuant to this Agreement shall be in writing and shall be delivered personally, mailed certified return receipt requested, postage prepaid, or delivered by overnight delivery service, to:

 

Lessor: Lessee:
ICELCO – Ice Lease Company LLC Customer Name:
Attn: Owner Attn:
573 West 2890 South Address:
Salt Lake City, Utah 84115 City:  State  Zip

Either party may change such addresses from time to time by providing  notice  as set forth above.  Notices so given by either Party shall be considered upon receipt or the refusal of the Party to accept delivery of such notice.

24. ENTIRE AGREEMENT: This Agreement constitutes the entire agreement between the Parties and supersedes any prior understanding or representation of any kind preceding the date of this Agreement. There are no other promises, conditions, understandings or other agreements, whether oral or written, relating to the subject matter of this Agreement. This Agreement may be modified in writing and must be signed by both Lessor and Lessee.

25. CUMULATIVE RIGHTS: Lessor’s and Lessee’s rights under this Agreement are cumulative, and shall not be construed as exclusive of the Equipment other unless otherwise required by law.

26. WAIVER: Time is of the essence in this Agreement.  The failure of either party to enforce any provisions of this Agreement shall not be deemed a waiver or limitation of that party’s right to subsequently enforce and compel strict compliance with every provision of this Agreement. The acceptance of Rent by Lessor does not waive Lessor’s right to enforce any provisions of this Agreement.

27. INDEMNIFICATION: Except for damages, claims or losses due to Lessor’s gross negligence or willful misconduct, Lessee, to the fullest extent permitted by law, shall indemnify, defend and hold Lessor and Lessor’s property, free and harmless from any losses, claims (including claims for indemnity and/or contribution), fines penalties, actions, proceedings, damages, injuries to or death of any person, including Lessee or its agents or employees, arising out of or relating in any way to the use and possession of the Equipment or from the acts or omissions of any person or persons, including Lessee or its agents or employees, using or possessing the Equipment, or any violation of law.

28. WAIVER. NOTWITHSTANDING ANYTHING SET FORTH TO THE CONTRARY IN THE UCC, LESSEE HEREBY WAIVES CONSEQUENTIAL, INCIDENTAL, SPECIAL AND INDIRECT DAMAGES FOR CLAIMS, DISPUTES OR OTHER MATTERS IN QUESTION ARISING OUT OF OR RELATING TO THIS AGREEMENT.  THIS WAIVER IS APPLICABLE, WITHOUT LIMITATION, TO ALL CONSEQUENTIAL, INCIDENTAL, SPECIAL AND INDIRECT DAMAGES DUE TO EITHER PARTY’S TERMINATION IN ACCORDANCE WITH, OR LESSOR’S DEFAULT UNDER, THIS AGREEMENT.  THIS WAIVER OF CONSEQUENTIAL, INCIDENTAL, SPECIAL AND INDIRECT DAMAGES SHALL INCLUDE, BUT IS NOT LIMITED TO, LOSS OF USE, LOSS OF PROFIT, LOSS OF BUSINESS, LOSS OF INCOME, INABILITY TO PERFORM COLLATERAL CONTRACTS, LOSS OF REPUTATION OR ANY OTHER CONSEQUENTIAL AND INCIDENTAL DAMAGES THAT LESSEE MAY HAVE INCURRED FROM ANY CAUSE OF ACTION INCLUDING, WITHOUT LIMITATION, NEGLIGENCE, STRICT LIABILITY, BREACH OF CONTRACT, STRICT LIABLITY, OR IMPLIED WARRANTY. 

 29. MISCELLENEOUS Neither Party, by this Agreement, in any way or for any purpose, becomes a partner or joint venture of the other Party in the conduct of the other Party’s business or otherwise. The rights and remedies of Lessor shall not be mutually exclusive and the exercise of one or more of the provisions of this Agreement shall not preclude the exercise of any other provisions.  Lessee represents and warrants that the Equipment will be used in connection with Lessee’s business and that this is not a consumer transaction.  Lessee’s obligation to pay all Rent and other amounts under this Agreement is absolute and unconditional and is not subject to any abatement, counterclaim, defense, deferment, interruption, recoupment, reduction, or setoff for any reason whatsoever.

30. ADDITIONAL TERMS & CONDITIONS: (If left blank, there are no additional provisions).

IN WITNESS WHEREOF, the Parties have caused this Agreement to be executed the day and year first above written.

LESSOR:ICELCO – Ice Lease Equipment Company

By:

Wilford E. Fiedler, Owner, Operator

LESSEE:Customer Name:

Commercial Equipment Lease Agreement form

Step 1 of 2

This Commercial Equipment Lease Agreement (the “Agreement”) is made and entered on

MM slash DD slash YYYY

by and between ICELCO – Ice Equipment Lease Company, LLC, a Utah corporation (“Lessor”) and

a

(“Lessee”) (sometimes separately referred to herein as a “Party” and collectively as the “Parties”).

By:
Name:
Title:


Equipment to be installed at the following Site:

Ship to Location:
Ship to Address:
Ship to City State and Zip:
Attn:
Phone:


Schedule A

 Scheduled Maintenance Terms and Conditions

The “Scheduled Maintenance” of the Equipment to be provided by Lessor pursuant to the maintenance agreement provided for in the forgoing Lease is as follows:

1. Preventative Maintenance Services. Lessor will visit the Site of the Equipment twice in the Equipment year during the Lease Term, to provide the following services (the “Preventative Maintenance Services).  Lessee shall make the Equipment available to Lessor during normal business hours during any business day selected by Lessor from time to time:

This obligation is in lieu of all other warranties, express or implied, and of all obligations or liabilities on the part of Lessor for damages, including, but not limited to, consequential damages, arising out of or in connection with the use or performance of the Equipment.

2. Exclusions. Preventive Maintenance Services do not include any:

  • Labor or parts that are covered by a manufacturer’s warranty;
  • Normal wear and tear;
  • Pre-existing conditions;
  • Damage covered by the standard warranty or other service contracts;
  • Damage covered by the manufacturer’s product recall;
  • Unauthorized modifications to the Equipment, including the unauthorized removal, bypass, or disabling of safety features;
  • Unauthorized repairs or alterations;
  • Misuse or abuse of the Equipment;
  • Failure to follow manufacturer’s instructions;
  • Third-party acts, including theft and vandalism;
  • Damage not reported by the Lessee within the specified time in the Lease;
  • Damage to consumable parts such as batteries and filters;
  • Cosmetic damage;
  • The cost of outside labor for reinstallation; or
  • The cost of government permits or licensing for reinstallation.

 

3. Special terms and conditions (if left blank, there are none):