TERMS AND CONDITIONS

The rental of any Equipment from West Houston Party Rentals is subject to the following terms and conditions:

Rental. Company hereby agrees to rent to Customer, and Customer hereby agrees to rent from Company, the Equipment. The rent of any Equipment is governed by the terms and conditions of this Agreement, as well as by the terms and conditions set forth in the applicable Supplements. If there is any inconsistency between the provisions of this Agreement and a Supplement, the provisions of the Supplement shall control as to the Equipment rented thereunder.

Title.  The parties intend that this Agreement and each Supplements shall constitute a rental of the Equipment, and shall not create any ownership rights in the Equipment by Customer.  Company has, and shall retain, title to the Equipment at all times. Customer acquires no ownership, title, property, right, equity, or interest in the Equipment other than its right to use the Equipment subject to all the terms and conditions of this Agreement and each Supplement.

No Setoff. Customer's obligation to pay all amounts due and owing hereunder is absolute and unconditional and is not subject to any abatement, counterclaim, defense, deferment, interruption, recoupment, reduction, or setoff for any reason whatsoever.

Rent. In consideration of Customer's right to possess and use the Equipment during the rental term, Customer shall pay Company the applicable rental fee. The rent is due and owing to the Company prior to the installation or tendering of the Equipment to the Customer.

Payment Mechanics. Customer shall pay all amounts due under this Agreement or any Supplement on the applicable due date in US dollars by cash or check.  All checks shall be made out to WHPR LLC.

Taxes.  Tax is not included in the rental price/rate, and will be added to the total amount owed by Customer pursuant to the applicable tax rate.

Deposits.  A deposit may be required at the time of rental.  Deposits will be applied to the total amount of Rent owed by Customer to Company.  Deposits are non-refundable and subject to the cancellations section below.

Cancellations.  The Customer may cancel or reschedule an Equipment rental at least 24-hours prior to a scheduled rental for any reason, however, payment by the Customer is non-refundable.  Cancellations will result in a credit to the Customer for use at a later date within 12 months of the original reservation date.  Failure to use such credit in such time period will result in forfeiture of the rental fee paid.  Cancellations received less than 24-hours prior ot the scheduled rental date will result in a loss of 50% of the amounts paid, including, without limitation, any deposits.  Company is not responsible for bad weather, disruption or electrical service to the Site, or any unfavorable weather conditions that may arise. 

NO WARRANTIES.  COMPANY MAKES NO WARRANTY WHATSOEVER, INCLUDING WITHOUT LIMITATION ANY WARRANTY OF MERCHANTABILITY OR WARRANTY OF FITNESS FOR A PARTICULAR PURPOSE, WHETHER ARISING BY LAW, COURSE OF DEALING, COURSE OF PERFORMANCE, USAGE OF TRADE, OR OTHERWISE.  THE CUSTOMER AGREES TO USE THE EQUIPMENT AT ITS OWN SOLE RISK.

Risk of Loss. Upon the delivery of the Equipment to the Site, the Customer shall bear all risk of loss, damage, destruction, theft, taking, confiscation, or requisition, partial or complete, of or to the Equipment or its use, however caused or occasioned ("Loss"). Customer shall immediately notify the Company upon learning of any such Loss.

Material Impairment. If Company determines in its sole discretion that a Loss has materially impaired the Equipment affected or its use, Customer shall pay, on Company's demand, the following amounts (collectively, "Loss Payment"):

(a) All Rent and other amounts due with respect to the Equipment; plus

(b) The stipulated Loss value of the Equipment of $7,000.00.

Installation.  Company will install the Equipment at the site.  Company is not responsible for striking or damaging any underground utility lines, plumbing, or sprinkler lines, unless Customer has notified Company in writing of the existence of such prior to Company’s installation of the Equipment.

INDEMNITY.Customer shall indemnify, defend, and hold harmless Company, its employees, its successors and assigns, and its Affiliates and their successors and assigns and the respective representatives of Company, its successors and assigns, Company's Affiliates, and their successors and assigns (collectively, "Indemnitees") against any and all losses, injury, personal injury, death, damages, liabilities, claims, deficiencies, legal actions, judgments, interest, awards, penalties, fines, costs, or expenses of whatsoever kind and nature, including, without limitation, reasonable attorneys' fees and the costs, including, without limitation, those related to the attorneys’ fees and costs of enforcing any right to indemnification under this Agreement and the cost of pursuing any insurance providers (“Damages”) incurred by or brought against Indemnitees relating to, arising out of, or in connection with the transactions contemplated by this Agreement and any Supplement, including without limitation:

(a) the selection, design, manufacture, delivery, purchase, acceptance, or rejection of any Equipment or the ownership of any Equipment;

(b) the rental, possession, maintenance, use, condition, repair, return, disposition, operation, storage, or transportation of any Equipment, any parts, or any modifications thereto, including, without limitation, latent and other defects, whether or not discoverable by Company or Customer;

(c) any inaccuracy in or breach of any of the representations of Customer contained in this Agreement or any Supplement;

(d) any breach or non-fulfillment of any covenant, agreement, or obligation to be performed by Customer pursuant to this Agreement or any Supplement; or

(e) any assertion of the infringement of patent, trade secret, trademark, copyright, or other intellectual property rights of third parties.

(f) the use of the Equipment;

(g) the installation of the Equipment;

(h) the maintenance of the Equipment;

(i) the personal injury and/or death to any person using the Equipment or caused by the Equipment, whether the person injured or killed was using the Equipment by invitation of the Customer or otherwise;

(j) the damage to or loss of the Equipment;

Customer's obligation to DEFEND, indemnify, AND HOLD HARMLESS expressly includes any Damages proximately caused by Company, including, without limitation, those caused by the Company’s sole or contributory negligence'sThe intent of this Indemnity section is so that the Customer is fully and solely responsible for any Damages, including, without limitation, any personal injury and/or death of any person using the Equipment.  The defense, indemnity, and hold harmless obligations of Customer under this section shall survive and continue in full force and effect notwithstanding the expiration or earlier termination of this Agreement or any Supplement.

Representations and Covenants of Customer.  The Customer hereby covenants and agrees as follows:

  1. the Customer shall read and review any safety precautions and rules furnished by the Company, if any;
  2. the Customer shall inform the Company of any underground utility lines, plumbing, sewage, or electrical lines located at the Site prior to Company installing the Equipment;
  3. the Customer shall abide by all information, rules, and statements in any Supplement;
  4. the Customer, and its guests, are using the Equipment at their own sole risk and fully understand such risks;
  5. the Company shall have the right to enter the premises of the Site at any time to view the activities surrounding the Equipment, inspect the Equipment, inspect the use of the Equipment, or to repossess the Equipment;
  6. the Customer shall not loan, sub-rent, sub-lease, or otherwise dispose of the Equipment;
  7. the Customer shall not transport the Equipment or use the Equipment anywhere other than the Site;
  8. the Customer agrees to pay in full the replacement costs, including labor, for all damages to the Equipment;
  9. the Customer agrees that all users of the Equipment, including, without limitation, all guardians of the users of the Equipment, read and review all rules and safety precautions furnished by Company, if any; and
  10. the Customer understands and acknowledges that use of the Equipment by the Customer and any of its guests entails both known and unknown risks, including, without limitation, physical injury from falling, slipping, crashing, colliding, emotional injuries, paralysis, distress, damage or death to any person using the Equipment, and that Customer is fully indemnifying the Company for such risks and events in the preceding section of this Agreement.

Obligation to Return Equipment. For each Supplement, if Customer does not in accordance with the terms and conditions thereof exercise any renewal option or purchase option that may be available thereunder, Customer shall, at its sole expense and risk, no later than the expiration or earlier termination of the rental term of such Supplement for the Equipment rented pursuant to it, return such Equipment to a return location that shall be designated by Company in each Supplement.

Condition of Equipment on Return. Customer shall cause the Equipment returned under this Agreement and any Supplement to be in as good condition as when delivered to Customer and complete with all parts, ordinary wear and tear excepted.

Choice of Law. This Agreement and all Supplements and exhibits attached hereto and thereto, and all matters arising out of or relating hereto and thereto, whether sounding in contract, tort, or statute, are governed by, and construed in accordance with, the laws of the State of Texas, without regard to the conflict of laws provisions thereof to the extent such principles or rules would require or permit the application of the laws of any jurisdiction other than those of the State of Texas.

Choice of Forum. Each party irrevocably and unconditionally agrees that it will not commence any action, litigation, or proceeding of any kind whatsoever against the other party in any way arising from or relating to this Agreement or any Supplement or exhibits attached hereto or thereto, or any contemplated transaction, including, but not limited to, contract, equity, tort, fraud, and statutory claims, in any forum other than the state or federal courts located in Harris County, Houston, Texas.  Each party irrevocably and unconditionally submits to the exclusive jurisdiction of such courts and agrees to bring any such action, litigation, or proceeding only in such courts. Each party agrees that a final judgment in any such action, litigation, or proceeding is conclusive and may be enforced in other jurisdictions by suit on the judgment or in any other manner provided by law.

Waiver of Jury Trial. Each party acknowledges and agrees that any controversy that may arise under this Agreement or any Supplement or exhibits attached hereto or thereto 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 or any Supplement or exhibits attached hereto or thereto, or the transactions contemplated hereby and thereby. Each party certifies and acknowledges that such party has considered the implications of this waiver, such party makes this waiver voluntarily, and such party has been induced to enter into this Agreement and the Supplements by, among other things, the mutual waivers and certifications in this section.

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