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Terms & Conditions - Rental Agreement
INFRARED GROUP PTY LTD ACN 643 403 365
TRADING AS RED IT SOLUTIONS
This Rental Agreement (“Agreement”) is entered into by and between [Owner’s Name/Company] (“Owner”) and [Renter’s Name] (“Renter”). The Renter hereby acknowledges having received, read, and understood all the terms and conditions set forth in this Agreement. By signing this Agreement, the Renter expresses their unequivocal acceptance of all terms, provisions, and obligations contained herein.
The equipment provided under this Agreement is solely for business or commercial use by the Renter. The Renter agrees to use the equipment exclusively for lawful, authorized purposes pertinent to their business operations. Any use of the equipment for personal, illegal, or unauthorized purposes is strictly prohibited and shall constitute a breach of this Agreement, thereby inviting suitable legal action or penalties, including but not limited to termination of this Agreement.
3. Rent and Other Amounts
The Renter agrees to pay the Owner a rental fee as specified in the Schedule of Payments attached hereto. Payments shall be due on the dates and in the manner stipulated in the Schedule. In addition to the rental fee, the Renter shall be responsible for any applicable taxes, late fees, service charges, or other amounts that may accrue in relation to the rented equipment. The Owner reserves the right to modify the rental fee or introduce additional charges in specific circumstances, subject to prior written notice to the Renter.
4. Use of Equipment
The equipment shall be used by the Renter in a manner consistent with its intended purpose as outlined by the manufacturer. The Renter agrees to adhere to all operating instructions, safety guidelines, and legal requirements pertaining to the equipment’s use. Any modification, alteration, or misuse of the equipment is expressly prohibited. The Renter shall ensure that the equipment is operated by qualified personnel and is used in a manner that does not infringe upon any third-party rights or violate any laws.
The Renter shall obtain and maintain comprehensive insurance coverage for the full duration of this Agreement. The coverage must include, but is not limited to, protection against loss, theft, damage, and third-party liability. The policy should cover the full replacement value of the equipment and provide liability coverage to protect against claims of bodily injury or property damage. The Renter is required to furnish proof of such insurance upon request, and the policy must explicitly name the Owner as an additional insured party.
6. Permitted Exclusions
This Agreement shall outline specific instances where standard terms and conditions may not apply (referred to as “Permitted Exclusions”). These may include, without limitation, situations of Force Majeure, equipment recall by the manufacturer, or as otherwise mutually agreed upon in writing by both parties. In such events, the affected party shall not be deemed to have breached the Agreement, and specific provisions of this Agreement may be suspended or modified as appropriate to the circumstance.
7. Maintenance and Services Charges
The Renter agrees to maintain the equipment in excellent working condition. This obligation includes conducting routine maintenance checks every 6 months, adhering to the manufacturer’s recommended service schedule, and promptly addressing any repair needs. The Renter must inform the Owner of any significant maintenance or repair requirements and obtain approval before undertaking major repairs. The Owner reserves the right to inspect the equipment periodically or upon notice of a maintenance issue.
The Renter shall be solely responsible for any claims, damages, or liabilities arising from the use, operation, or possession of the equipment. This includes any injuries, accidents, or damages to third parties or property caused directly or indirectly by the use of the equipment. The Renter agrees to take all necessary precautions to prevent any such occurrences.
The Renter hereby agrees to indemnify and hold harmless the Owner from any losses, damages, liabilities, claims, legal actions, and expenses (including attorney fees) arising out of or in connection with the use, possession, or operation of the equipment. This indemnity shall survive the termination of this Agreement.
10. Agency and Commissions
If any agency or commission relationship is involved in this Agreement, such relationships and their terms are to be clearly documented. This includes specifying the roles and responsibilities of agents or third parties, any fees or commissions involved, and how these are to be handled and disclosed.
In the event of a default by the Renter, which includes failure to make payments within 30 of the due date or breach of any other terms of this Agreement, the Owner will provide a written notice of default to the Renter. The Renter will have a 30 day grace period to remedy the default. Failure to remedy the default within this period may result in the Owner taking actions including terminating the Agreement, reclaiming the equipment, and pursuing legal remedies. The Owner may also impose a late fee of 10% of the monthly payment for overdue payments.
12. Early Termination by the Renter
If the Renter opts to terminate this Agreement before the agreed end date, they must inform the Owner in writing. The Renter will be responsible for all outstanding payments and may incur additional termination fees as specified in the Agreement. This clause does not limit the Owner’s right to take necessary action, including reclaiming the equipment, in cases of non-payment, breach of contract, or misuse by the Renter. Such actions by the Owner are in accordance with the enforcement of the terms of the Agreement and do not constitute early termination by the Owner.
13. Effect of Termination
Upon the termination of this Agreement, either through completion of the term or early termination, certain obligations are required to be fulfilled by both parties. This includes the return of the equipment in good condition, payment of any outstanding dues, and the completion of any documentation required to formally conclude the agreement. Any rights to use the equipment granted under this Agreement will cease immediately upon termination.
No breach or default under this Agreement shall be deemed waived by either party unless such waiver is in writing and signed by the party granting it. A waiver granted for any particular breach or default shall not be construed as a waiver of any subsequent breach or default. The effectiveness of any waiver is contingent upon adherence to the written and signed requirements as specified herein.
In the event that any term, clause, provision, or component of this Agreement is held to be invalid, illegal, or unenforceable in any respect, such invalidity, illegality, or unenforceability shall not affect any other term, clause, provision, or component of this Agreement. The remainder of the Agreement shall remain enforceable and in effect as if such invalid, illegal, or unenforceable part had never been included. The parties shall negotiate in good faith to replace any such invalid, illegal, or unenforceable provision with a valid and enforceable one that achieves, to the extent possible, the economic, business, and other purposes of the invalid, illegal, or unenforceable provision.
16. End of Term
Upon the expiration or earlier termination of this Agreement, the Renter shall return the equipment to the Owner at the location specified by the Owner, in the same condition as it was at the commencement of the Agreement, subject to normal wear and tear. The Renter shall be responsible for any costs associated with the repair, replacement, or refurbishment of the equipment if returned in a damaged state. Furthermore, all payments and dues outstanding at the time of the termination or expiration of the Agreement must be fully settled by the Renter. Any delay in the return of the equipment or settlement of dues shall attract additional charges as stipulated in this Agreement.
The rights and obligations under this Agreement are personal to the parties. Neither party may assign, delegate, transfer, or sub-contract any of their rights, obligations, or responsibilities under this Agreement without the express written consent of the other party. Any attempt to do so without such consent shall be null and void. The Owner reserves the right to assign this Agreement to any third party without requiring the Renter’s consent, provided that such assignment does not materially affect the Renter’s rights and obligations under the Agreement.
18. Trust Provisions
If either party enters this Agreement as a trustee, they affirm that they have the authority to do so under the trust’s terms. They shall be bound both personally and in their capacity as a trustee. No party shall be relieved of any liability or obligation under this Agreement on the basis that they acted as a trustee.
19. Blanks and Corrections
Any blanks or unintentional errors in this Agreement can be rectified by mutual consent. If any such discrepancies are found, the parties agree to cooperate in good faith to amend the document, ensuring accuracy and maintaining the original intent of the terms.
All formal communications related to this Agreement must be in writing. Notices shall be considered effectively delivered when sent via registered mail, email, or hand-delivered to the addresses specified in this Agreement. A notice will be deemed received on the date of delivery for hand-delivered communications, three business days following mailing for registered mail, or one business day after an email is sent, provided the email is followed up by a confirmation of receipt.
21. Guarantee and Indemnity
The Renter, or their designated guarantor, shall provide a formal guarantee to the Owner for the fulfillment of all financial and contractual obligations under this Agreement. This guarantee includes timely payment of all rents, additional charges, and adherence to all terms and conditions. In the event of default by the Renter, the guarantor will indemnify and hold the Owner harmless against all resultant losses, liabilities, legal claims, damages, and associated costs, including reasonable legal fees.
22. PPS (Personal Property Securities)
This Agreement creates a security interest in the rented equipment in favor of the Owner for securing all of the Renter’s obligations. The Renter agrees to register this interest on the Personal Property Securities Register (PPSR) if required by the Owner and not to grant any other security interest or encumbrance over the equipment that would conflict with the Owner’s rights.
The Renter is responsible for all duties, levies, assessments, and governmental charges that may be levied or assessed in connection with the rental, use, possession, or transportation of the equipment during the term of this Agreement.
Any amendments or variations to the terms of this Agreement must be made in writing and mutually agreed upon by both parties. Such amendments are to be attached to this Agreement and signed by both parties, clearly indicating the date of amendment and the specific terms being amended.
This Agreement includes any additional terms or conditions mutually agreed upon by both parties and not explicitly covered in the preceding clauses. Such terms may include, but are not limited to, specific confidentiality agreements, special handling or usage instructions for the equipment, or any other special conditions that are relevant to this rental arrangement. Any such terms will be documented in writing and annexed to this Agreement as an addendum, duly signed and dated by both parties.
26. GST (Goods and Services Tax)
All prices, fees, and other charges mentioned in this Agreement are exclusive of GST. If GST is applicable to any transaction under this Agreement, the Renter agrees to pay the Owner an additional amount equal to the GST payable on such transaction. The Owner will provide a tax invoice in compliance with the A New Tax System (Goods and Services Tax) Act 1999.
The Renter hereby declares their financial stability at the time of signing this Agreement. In the unfortunate event of the Renter’s insolvency, bankruptcy, or inability to meet financial obligations as they fall due during the rental period, the Renter is obligated to notify the Owner immediately. This situation will be deemed a significant breach of the Agreement, providing grounds for the Owner to terminate the Agreement, reclaim the equipment, and seek compensation for any outstanding dues or damages caused by the breach.
In cases where the rented equipment includes software, the Renter agrees to adhere strictly to the licensing terms provided by the software provider. The Renter is prohibited from unauthorized copying, modification, distribution, or use of the software. Breaches of software license terms will be considered violations of this Agreement and may result in its termination and potential legal action.
29. Data Protection and Privacy
The Renter commits to ensuring compliance with all relevant data protection and privacy laws and regulations applicable to the handling of personal or sensitive data on the rented equipment. This includes implementing appropriate security measures to prevent unauthorized access, data breaches, and ensuring the integrity and confidentiality of the data processed and stored on the equipment.
30. Force Majeure
A Force Majeure event refers to any unforeseeable and uncontrollable act, such as natural disasters, wars, strikes, or governmental actions, that impedes either party’s ability to fulfill their contractual duties. During such events, the affected party’s obligations under this Agreement are temporarily suspended until the event ceases. Both parties will make concerted efforts to minimize the impact of the Force Majeure event and will resume normal contract obligations as soon as possible after the event concludes.
31. Dispute Resolution
In the event of a dispute arising from or related to this Agreement, the parties shall first seek to resolve the issue amicably through direct negotiation. If a resolution cannot be reached, the dispute will be escalated to mediation, where a neutral third party will assist in reaching a settlement. If mediation is unsuccessful, the dispute will proceed to binding arbitration or legal proceedings in accordance with the jurisdiction and laws stated in this Agreement.
32. Governing Law
This Agreement and any disputes arising from it will be governed by and interpreted in accordance with the laws of the jurisdiction where the Owner’s principal place of business is located. This includes adherence to all state and federal laws applicable to the rental, use, and maintenance of the equipment.
33. Electronic Signatures
Signatures on this Agreement, whether electronic or digital, shall be considered as valid and enforceable as traditional handwritten signatures. Both parties agree that digital copies of this Agreement, including signed scanned copies, shall be treated with the same legal force and effect as original documents.
END CLIENT TERMS & CONDITIONS
UPDATED: 1st December 2023