GSC Lease LLC Standard Terms and Conditions IMPORTANT LEGAL NOTICE:These Standard Terms and Conditions constitute a legally binding agreement between GSC Lease LLC (“GSC Lease”) and the Lessee.
This Agreement contains:
1. Application of TermsThese Standard Terms and Conditions (“Terms”) apply to all leases, rentals, or use of equipment provided by GSC Lease LLC or any affiliated entity identified in the applicable Equipment Rental Agreement (collectively, “GSC Lease”).
All Equipment Lease Agreements, Short-Term Rental Agreements, Equipment Rental Agreements, National Account Agreements, and related documents are collectively referred to as the “Lease.”
In the event of conflict, these Standard Terms and Conditions control unless expressly modified in writing by an authorized officer of GSC Lease.
2. DefinitionsFor purposes of this Agreement:
Lessee represents that any person acting on its behalf has full authority to bind Lessee.
4. Equipment Condition; Delivery; Return A. Acceptance of ConditionBy taking possession, Lessee acknowledges:
GSC Lease’s inspection upon return shall be conclusive evidence of Equipment condition.
B. Return LocationEquipment must be returned to the designated return location.
If returned elsewhere, Lessee agrees to pay relocation or drop charges not to exceed $2,000 per unit.
Use Charges continue until Equipment is physically returned and accepted by GSC Lease.
5. Payment ObligationsInvoices are due within ten (10) days of issuance.
Late payments accrue interest at the lesser of:
Lessee shall not withhold, offset, or deduct any amounts due for any reason.
6. Maintenance and UseDuring the Lease Term, Lessee:
7. Damage; Casualty LossIf Equipment is destroyed, stolen, or damaged beyond economic repair, Lessee shall immediately pay the Casualty Loss Value, determined in good faith based on then-current market data.
Lessee is responsible for all repair costs unless otherwise agreed in writing.
8. Disclaimer of WarrantiesEquipment is provided strictly “AS IS.”
GSC Lease disclaims all express or implied warranties, including merchantability and fitness for a particular purpose.
Lessee assumes all risks associated with use of the Equipment.
9. IndemnificationLessee shall indemnify, defend, and hold harmless GSC Lease, its affiliates, officers, employees, and agents from any claims, damages, losses, liabilities, fines, penalties, and attorneys’ fees arising from:
11. InsuranceLessee shall maintain:
12. OwnershipAll Equipment remains the sole property of GSC Lease.
Nothing in this Agreement conveys ownership rights to Lessee.
13. Industry Reporting; FreightGuardIn the event of Lessee’s Default or material breach, including non-payment, failure to return Equipment, fraud, misrepresentation, or damage to Equipment, Lessee acknowledges and agrees that GSC Lease and/or its affiliated brokerage entity, VBI Logistics LLC, may report factual information regarding such breach to industry reporting platforms, freight performance databases, risk management systems, credit reporting agencies, and services such as FreightGuard.
Any such reporting shall be limited to truthful, documented, and materially accurate information made in good faith.
Lessee agrees that such reporting does not constitute defamation, disparagement, or interference, provided the information reported is accurate.
14. DefaultLessee is in Default if it:
15. Governing Law; Venue; Jury Trial WaiverThis Agreement is governed by the laws of the State of Missouri.
All disputes shall be brought exclusively in the Circuit Court of St. Louis County, Missouri.
Both parties irrevocably waive the right to trial by jury in any action arising from this Agreement.
16. Electronic TransactionsLessee agrees to conduct business electronically.
Electronic signatures, digital acceptance, and electronic records are valid and enforceable.
17. SurvivalAll provisions relating to payment, indemnification, limitation of liability, industry reporting, venue, jury waiver, and attorneys’ fees survive termination of the Lease.
This Agreement contains:
- A waiver of the right to trial by jury
- A Missouri governing law and exclusive venue provision
- Broad indemnification and limitation of liability provisions
- Industry reporting rights in the event of breach
1. Application of TermsThese Standard Terms and Conditions (“Terms”) apply to all leases, rentals, or use of equipment provided by GSC Lease LLC or any affiliated entity identified in the applicable Equipment Rental Agreement (collectively, “GSC Lease”).
All Equipment Lease Agreements, Short-Term Rental Agreements, Equipment Rental Agreements, National Account Agreements, and related documents are collectively referred to as the “Lease.”
In the event of conflict, these Standard Terms and Conditions control unless expressly modified in writing by an authorized officer of GSC Lease.
2. DefinitionsFor purposes of this Agreement:
- “Equipment” means any trailer, chassis, refrigerated unit, storage trailer, or related equipment leased or rented from GSC Lease.
- “Lease Term” means the rental period identified in the applicable Equipment Rental Agreement.
- “Use Charges” include all rental charges, mileage, refrigeration hours, wear charges, repair charges, administrative fees, taxes, and any other amounts due under the Lease.
- “Default” has the meaning set forth in Section 15.
- Executing a Lease agreement
- Taking possession of Equipment
- Authorizing pickup or return
- Making any payment
- Accepting electronically
Lessee represents that any person acting on its behalf has full authority to bind Lessee.
4. Equipment Condition; Delivery; Return A. Acceptance of ConditionBy taking possession, Lessee acknowledges:
- Equipment is in good working order
- Equipment is suitable for Lessee’s intended use
- Lessee has inspected the Equipment
GSC Lease’s inspection upon return shall be conclusive evidence of Equipment condition.
B. Return LocationEquipment must be returned to the designated return location.
If returned elsewhere, Lessee agrees to pay relocation or drop charges not to exceed $2,000 per unit.
Use Charges continue until Equipment is physically returned and accepted by GSC Lease.
5. Payment ObligationsInvoices are due within ten (10) days of issuance.
Late payments accrue interest at the lesser of:
- 18% per annum; or
- The maximum rate permitted by law.
Lessee shall not withhold, offset, or deduct any amounts due for any reason.
6. Maintenance and UseDuring the Lease Term, Lessee:
- Has exclusive possession and control
- Is responsible for all maintenance and compliance
- Must operate Equipment in compliance with all applicable laws
- May not transport prohibited or hazardous materials without authorization
- May not allow liens to attach to Equipment
7. Damage; Casualty LossIf Equipment is destroyed, stolen, or damaged beyond economic repair, Lessee shall immediately pay the Casualty Loss Value, determined in good faith based on then-current market data.
Lessee is responsible for all repair costs unless otherwise agreed in writing.
8. Disclaimer of WarrantiesEquipment is provided strictly “AS IS.”
GSC Lease disclaims all express or implied warranties, including merchantability and fitness for a particular purpose.
Lessee assumes all risks associated with use of the Equipment.
9. IndemnificationLessee shall indemnify, defend, and hold harmless GSC Lease, its affiliates, officers, employees, and agents from any claims, damages, losses, liabilities, fines, penalties, and attorneys’ fees arising from:
- Use or operation of Equipment
- Injury or property damage
- Cargo loss
- Regulatory violations
- Taxes, tolls, and fines
- Lessee’s breach of the Lease
- Lost profits
- Business interruption
- Consequential or punitive damages
- Cargo loss
11. InsuranceLessee shall maintain:
- Physical damage insurance naming GSC Lease as loss payee
- Commercial auto liability minimum $1,000,000 naming GSC Lease as additional insured
- General liability minimum $1,000,000 per occurrence
12. OwnershipAll Equipment remains the sole property of GSC Lease.
Nothing in this Agreement conveys ownership rights to Lessee.
13. Industry Reporting; FreightGuardIn the event of Lessee’s Default or material breach, including non-payment, failure to return Equipment, fraud, misrepresentation, or damage to Equipment, Lessee acknowledges and agrees that GSC Lease and/or its affiliated brokerage entity, VBI Logistics LLC, may report factual information regarding such breach to industry reporting platforms, freight performance databases, risk management systems, credit reporting agencies, and services such as FreightGuard.
Any such reporting shall be limited to truthful, documented, and materially accurate information made in good faith.
Lessee agrees that such reporting does not constitute defamation, disparagement, or interference, provided the information reported is accurate.
14. DefaultLessee is in Default if it:
- Fails to pay invoices
- Breaches any Lease provision
- Fails to maintain required insurance
- Becomes insolvent or files bankruptcy
- Defaults under any other agreement with GSC Lease
- Accelerate all remaining payments
- Repossess Equipment without notice
- Terminate the Lease
- Recover attorneys’ fees and collection costs
- Seek injunctive relief
15. Governing Law; Venue; Jury Trial WaiverThis Agreement is governed by the laws of the State of Missouri.
All disputes shall be brought exclusively in the Circuit Court of St. Louis County, Missouri.
Both parties irrevocably waive the right to trial by jury in any action arising from this Agreement.
16. Electronic TransactionsLessee agrees to conduct business electronically.
Electronic signatures, digital acceptance, and electronic records are valid and enforceable.
17. SurvivalAll provisions relating to payment, indemnification, limitation of liability, industry reporting, venue, jury waiver, and attorneys’ fees survive termination of the Lease.
STANDARD TERMS AND CONDITIONS
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