- EQUIPMENT LEASE -
This Equipment Lease Agreement is entered into as of May 16, 2014 between New Mexico Film Rentals, Inc. ("Lessor"), at 709 5th Street N.E., Rio Rancho, NM 87124 and
Woodridge Productions, Inc. ("Lessee"), at Albuquerque Studios, 5650 University Blvd, S.E., Building A, First Floor, Albuquerque, NM 87106. This Lease is made in connection with the production tentatively titled “Better Call Saul” (“The Project”) and states the agreement of the parties as follows:
1.Lease Term. This Lease shall commence as of June 2, 2014 and end as of
September 30, 2014 unless extended by the Lessor’s prior approval.
2.Conditions. This Lease is only valid and binding upon satisfaction of the following conditions:
a)Execution of Lease by Lessor’s and Lesee’s authorized signatories and
b)Lessee’s delivery to Lessor of the Certificates Of Insurance as required under paragraph 3 below
3.Insurance. Lessee shall, at its own cost and expense, secure and maintain insurance covering the Equipment (including equipment, tools and incidentals supplied with the equipment, trucks, and other vehicles used to transport the equipment) on an “all risk” basis from loss, theft and/or damage, and commercial general liability. Lessee agrees to insure technicians as per paragraph 5 below.
4.Delivery and Return. Lessee will arrange for delivery, installation and return of the Equipment and Lessee will pay Lessor for all charges and other expenses associated with the delivery, removal and return of the Equipment. Lessee agrees to bear all risk of loss or damage to the equipment, which may occur during the period from delivery of the Equipment to the return of the Equipment to Lessor’s place of business. Delivery of the Equipment, for the purposes of this Lease, shall be deemed to have taken place at Lessor’s place of business when the vehicle or carrier transporting the equipment departs from Lessor’s place of business. Return of the equipment to Lessor’s place of business shall be deemed to have taken place when the equipment has been returned to Lessor’s place of business or another location designated by Lessor. Lessor shall provide the Equipment in satisfactory working order and lessee shall return the Equipment in satisfactory working order.
5.Technicians. Lessee acknowledges that the use, operation maintenance, and repair of the equipment requires trained and competent technicians. Lessee shall not hire or retain the services of any technician to use, operate, maintain or repair the equipment without Lessor’s prior approval. Lessee agrees to employ and compensate said technicians directly on its own payroll and maintain Workers’ Compensation coverage for such technicians. Such technicians shall be deemed to be Lessee’s employees and agents and Lessee agrees that Lessor has no responsibility or liability whatsoever for any of their acts or omissions.
6.Charges. Lessee agrees to pay Lessor for the lease of the Equipment in accordance with the rental rates set forth on the Equipment Rental Quote attached hereto and which is incorporated herein by this reference. The rent shall be due in United States currency within thirty (30) days of
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Lessor’s written request. Past due balances shall bear interest at a rate of one and one-half percent (1.5%) per month, or the maximum interest rate allowable under New Mexico law.
7.Loss, Theft, or Damage. While the equipment is in the Lessee’s possession or control, Lessee assumes the entire risk of loss, theft, damage, or destruction of the Equipment whether or not covered by insurance and whether or not such loss, theft, damage, or destruction is due to the Lessee’s fault or negligence. In the event of loss, theft, damage, or destruction of the Equipment, whether in whole or in part, while in Lessee’s possession or control, Lessee shall immediately notify Lessor and Lessee shall be responsible for and pay to Lessor within a reasonable period of time a) the cost of repairing such Equipment and b) rent at the same rate per week or per day as set forth on the Equipment Rental Quote until such time as the Equipment is fully repaired. If, in the Lessor’s opinion, the Equipment cannot be repaired, or if it is lost or stolen or otherwise disappears, Lessee will pay a) the full replacement cost of such Equipment or closest comparably equipped model at current retail price, including sales tax, without deduction for depreciation ifrepaired or replaced within one year of loss and b) the same rate per week or per day as set forth on the Equipment Rental Quote until such time as the Equipment is replacedor full replacement cost is received by Lessor.
8.Indemnity. Lessee agrees to indemnify, defend, and hold Lessor, it’s officers, employees, and agents harmless from and against any and all claims, actions, suits, proceedings, costs, expenses, damages and liabilities, including reasonable outside attorney’s fee’s, arising out of, or connected with, or resulting from this agreement, or from the Equipment, including, without limitation, the manufacture, selection, delivery, possession, use, operation, conduct, condition, or return of said Equipment or personnel, save and except damages or injuries resulting from the sole negligence and/or willful misconduct of Lessor. This indemnification shall continue in full force and effect during and after the term of this lease for causes arising during the term of this lease.
9.Cancellation: Lessee’s execution of this Lease creates an obligation for Lessee to pay Lessor the full rent required for the entire term. 24 hour cancellation notice is required should the Lessee seek to cancel the use of the equipment. In the event that the Lessee does not notify the Lessor of its desire to cancel or earlier terminate this Lease, Lessor shall use reasonable efforts to lease the equipment to a third party. If Lessor is able to lease the equipment to a third party, then Lessor will release Lessee from its obligation to pay the rent for the days remaining under the Lease.Technicians will be paid full rate if 24 hour cancellation notice is not provided.
- Remedies: The rights and remedies of Lessor in the event of any breach by Lessee of this lease shall be limited to Lessor’s right to recover damages, if any, in an action at law. In no event shall Lessor be entitled to terminate or rescind lease or any right granted to Lessee hereunder, or to enjoin or restrain or otherwise impair in any manner the production, distribution, or exploitation of the Project, or any parts or elements thereof, or the use, publication of dissemination of any advertising, publicity or promotion in connection therewith.
11. Dispute Resolution: Any controversy or claim arising out of or relating to this Agreement, its enforcement, arbitrability or interpretation shall be submitted to final and binding arbitration, to be held in Los Angeles County, California, before a single arbitrator, in accordance with California Code of Civil Procedure § 1280 et seq. The arbitrator shall be selected by mutual agreement of the parties or, if the parties cannot agree, then by striking from a list of arbitrators supplied by JAMS. The arbitration shall be a confidential proceeding, closed to the general public. The arbitrator shall issue a written opinion stating the essential findings and conclusions upon which the arbitrator’s award is based. The parties will share equally in payment of the arbitrator’s fees and arbitration expenses and any other costs unique to the arbitration hearing (recognizing that each side bears its own deposition, witness, expert and attorneys’ fees and other expenses to the same extent as if the matter were being heard in court). Nothing in this paragraph shall affect either party’s ability to seek from a court injunctive or equitable relief at any time to the extent same is not precluded by another provision of this Agreement.
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AGREED AND ACCEPTED
NEW MEXICO FILM RENTALS, INC. / WOODRIDGE PRODUCTIONS, INC.(“Lessor”) / (“Lessee”)
By: / By:
(Signature) / (Signature)
Name: / Linda Shaughnessy / Name:
Title: / Authorized Signatory / Title
Date: / Date:
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