LAST UPDATED: February 7, 2025
EQUIPMENT RENTAL AGREEMENT
These Equipment Rental Terms & Conditions (“Terms”) govern the rental of equipment from Hyper Rabbit Media LLC (“Studio”, “we”, “us”, or “our”). By submitting an Order Form or signing a Rental Confirmation Form, the individual or entity renting equipment (“Renter”, “you”, or “your”) agrees to be bound to these Terms. If you do not agree to these Terms, you may not rent equipment from the Studio.
1. SCOPE
A. Equipment. Studio offers rentals of professional-grade equipment (“Units”) for multimedia production. By submitting an Order Form or signing a Rental Confirmation Form, Renter agrees to lease the Units from Studio under these Terms.
B. Ownership & Lease Structure. All rentals are true leases under applicable law. Studio shall always retain full ownership of the Units. Renter does not acquire any ownership, title, property, right, equity, or interest in the Units beyond the temporary right to use them as specified herein.
C. Security Interest. If, under applicable law, the lease is characterized as a secured financing arrangement, Renter grants Studio a first-priority security interest in the Units and all proceeds thereof to secure all payment obligations. Renter agrees to execute any documents necessary to perfect Studio’s security interest, including but not limited to UCC filings.
D. Net Lease. This is a net lease, meaning Renter assumes full responsibility for all costs associated with the Units, including but not limited to taxes, insurance, and maintenance.
E. No Setoff. Renter’s payment obligations are absolute and unconditional, and Renter may not withhold or deduct any amounts for any reason, including disputes, counterclaims, or offsets.
F. Exclusion of Warranties. STUDIO MAKES NO WARRANTY WHATSOEVER, INCLUDING BUT NOT LIMITED TO: (i) MERCHANTABILITY; (ii) FITNESS FOR A PARTICULAR PURPOSE; (iii) NON-INFRINGEMENT OF INTELLECTUAL PRPERTY; OR (iv) FREEDOM FROM INTERFERENCE. All Units are rented “as-is” and at Renter’s own risk.
2. RENTAL & RENEWAL PERIODS
A. Rental Period. The “Rental Period” begins on the start date and continues until the expiration date, as specified in the Order Form, unless terminated earlier in accordance with these Terms. Renter must cease use of the Units and return them to Studio no later than 11:00 AM PST on the expiration date. Any extension must be requested in writing and approved by Studio in advance. Unauthorized use of the Units beyond the expiration date will incur late charges as detailed herein.
B. Renewal Option. If Renter is in full compliance with these Terms and has not defaulted on any obligations, Renter may request to extend the Rental Period (“Renewal Option”). If approved, the rental will continue for an additional period (“Renewal Period”), equal to half the duration of the initial Rental Period or as otherwise mutually agreed in writing. Renter must submit a renewal request at least thirty (30) days before the expiration date. Failure to provide such notice forfeits the right to renewal.
C. Renewal Pricing. If the Renewal Option is exercised, Studio will determine the Rental Fee for the Renewal Period at its sole discretion. Unless expressly modified herein, all other terms and conditions herein will remain in effect during the Renewal Period.
3. PAYMENT
A. Rental Fee. Renter shall pay Studio the rental fee specified in the Order Form (“Rental Fee”) for the Rental Period and any approved Renewal Period. The Rental Fee is due in advance on the first day of each month and must be paid as outlined in these Terms. The obligation to pay the Rental Fee continues until the later of the Expiration Date or the date the Unit is returned to and accepted by Studio in the condition required under these Terms.
B. Payment Method. All payments must be made in U.S. dollars by wire transfer, ACH, or other method as specified by Studio. Renter is solely responsible for all applicable taxes, fees, and charges associated with the rental.
C. Late Payments. If Renter fails to make any payment within fifteen (15) days after the due date, a late fee shall apply, calculated as the lower of (i) the maximum amount allowed by law; or (ii) the greater of (1) 10% of the late payment amount or (2) $100 for each day payment is overdue (up to a maximum of $1,000 per month). Late fees do not excuse Renter from payment obligations or prevent Studio from exercising additional remedies, including termination of these Terms or repossession of the Units.
4. RENTER'S REPRESENTATIONS & COVENANTS
A. Renter’s Representations. By submitting an Order Form or signing a Rental Confirmation Form, Renter represents and warrants that, as of the start of the Rental Period: (i) Renter is duly organized, validly existing, in good standing, and duly licensed and qualified to conduct business under applicable law; (ii) Renter has the legal authority to enter into these Terms, fulfill its obligations hereunder, and consummate the transactions contemplated hereby. These Terms have been duly executed and delivered by Renter and constitutes a legal, valid, and binding obligation enforceable against Renter in accordance with its terms; (iii) The execution, delivery, and performance of these Terms by Renter will not (1) require the consent of any third party; (2) result in any lien on any Unit; or (3) conflict with Renter’s organizational documents, any provision of applicable law, or any instrument binding upon Renter; (iv) There are no actions pending or threatened against or by Renter that challenge the transactions contemplated by these Terms, nor are there circumstances that would reasonably give rise to such an action; (v) As of the Effective Date, Renter has provided Studio with accurate insurance certificates evidencing compliance with the insurance requirements under these Terms; (vi) If not publicly available, Renter has delivered to Studio complete and accurate copies of Renter’s audited financial statements for its most recent fiscal year and any additional financial information reasonably requested by Studio, all of which fairly represent Renter’s financial condition and operations as of their respective dates.
B. Renter's Covenants. Until all amounts payable under these Terms are fully paid and all obligations hereunder are fully performed, Renter covenants as follows: (i) Renter shall comply with all applicable laws and regulations; (ii) Renter shall maintain in full force and effect all permits necessary to conduct its business and to lease and use each Unit as contemplated under these Terms; (iii) Renter shall pay, and indemnify and hold Studio harmless from, all assessments, license fees, and sales, use, property, excise, or other taxes and charges (excluding Studio’s gross or net income taxes) arising out of or related to these Terms, including the shipment, possession, ownership, use, delivery, or operation of any Unit; (iv) Renter shall ensure that all Units remain free and clear of liens at all times; and (v) Renter shall not sublease any Unit without Studio’s prior written consent, which may be withheld at Studio’s sole discretion. Any permitted sublease shall not relieve Renter of its obligations under these Terms.
5. RENTER'S USE OF EQUIPMENT
A. Marking & Identification. Renter shall not add, remove, or alter any markings, labels, or identifying features on any Unit without prior written consent from Studio. If Studio requires, Renter shall apply and maintain identifying marks at its own expense. Any permitted markings must be removed by Renter at its own expense before returning the Unit.
B. Personal Property. The Units remain personal property of Studio at all times, even if affixed to real estate, structures, or other equipment. Renter has no ownership rights in the Units beyond the permitted use specified herein.
C. Operation Status. Renter shall operate each Unit solely for lawful business purposes and in accordance with industry standards and manufacturer guidelines. Renter must not operate or permit the operation of any Unit in an unsafe, reckless, or improper manner.
D. Record Maintenance. Renter shall maintain accurate records of Units use, maintenance, and any modifications (“Records”) at its own expense. Records must meet industry standards and be available to Studio upon reasonable written request.
E. Inspection Rights. Studio may, upon reasonable notice, inspect the Units and related Records at Renter’s premises during normal business hours. Renter shall not interfere with Studio’s access for inspection or verification of compliance with these Terms.
6. MAINTENANCE & MANDATORY MODIFICATIONS
A. General Maintenance. Renter, at its sole expense, shall maintain, service, and repair each Unit to ensure it remains fully operable and in good condition. Such maintenance must comply with (i) standard industry practices for similar equipment; (ii) Renter's maintenance practices for its other comparable equipment; and (iii) manufacturer specifications, insurance requirements, and applicable laws. Each Unit must be free of broken, damaged, or missing parts and suitable for its intended commercial use. All servicing and repairs shall meet professional standards, using components of equal or better quality than those replaced.
B. Replacement Parts. If any part of a Unit is lost, stolen, or damaged beyond repair, Renter, at its sole expense, shall promptly replace the component. The replacement component must restore the Unit to a condition as good as or better than before the loss or damage and have equal or greater value, lifespan, and functionality than the original component.
C. Mandatory Modifications. Renter, at its sole expense, shall perform any modifications, upgrades, or component replacements that are required by Studio or necessary to comply with applicable law. Renter shall notify Studio within fifteen (15) days of becoming aware of any legal requirement mandating a modification.
D. Title and Liens on Incorporated Components. Any component installed, incorporated, or attached to a Unit (i) automatically becomes part of the Unit as though originally included; (ii) immediately transfers ownership to Studio at no additional cost; and (iii) remains subject to these Terms, with no separate claim of ownership by Renter. Renter must ensure all parts are free of any liens, claims, or third-party interests.
7. LOSS
A. Renter's Risk of Loss. From the moment the Unit is picked up, shipped, or otherwise transferred to Renter’s possession, and throughout the entire Rental Period until the Unit is returned to Studio, Renter assumes all risk of loss, damage, destruction, theft, confiscation, or requisition of the Unit, regardless of cause (“Loss”). This includes but is not limited to: (i) accidents, negligence, misuse, or third-party actions; (ii) acts of nature, vandalism, or governmental seizure; and (iii) loss during shipping or transport, unless explicitly stated otherwise in writing by Studio. Renter must notify Studio in writing within fifteen (15) days of becoming aware of any Loss.
B. Material Impairment. If Studio determines, in its sole discretion, that a Loss has materially impaired a Unit or its usability, Renter shall pay a “Loss Payment” within thirty (30) days of receiving notice from Studio of such determination (“Loss Payment Date”). The Loss Payment shall include (i) all outstanding Rental Fees for the Unit as of the Loss Payment Date; and (ii) the full replacement cost of the Unit, as determined by Studio. Upon full receipt of the Loss Payment, these Terms shall terminate with respect to the impaired Unit, and Renter assumes ownership of the damaged Unit in “as-is” condition.
D. Non-Material Impairment. If Studio determines, in its sole discretion, that a Loss has not materially impaired a Unit or its usability, these Terms remain in full effect, and Renter shall (i) repair or restore the Unit at its sole expense to the condition required herein; and (ii) complete all necessary repairs within thirty (30) days of Studio’s written notice. No rent reduction or credit will be provided for any period the Unit is out of operation for maintenance, repairs, or mandatory modifications related to a Loss.
8. RETURN OF UNITS
A. Timing & Location. Renter shall return each Unit to the location designated by Studio no later than the expiration date or the earlier termination of the Rental Period. Any alternative return arrangements must be approved by Studio in writing before the expiration date.
B. Unit Condition. Each Unit must be returned in the same condition as when received, excluding normal wear and tear. Renter’s obligations include: (i) removal of any markings, labels, or attachments added by Renter; (ii) return of all parts, accessories, and components in proper working order; and (iii) complete any necessary repairs or replacements, at Renter’s sole expense, to restore the Unit to its original condition, including repairs required due to specific misuse or specific deterioration while in Renter's possession.
C. Return Documentation. Upon return of any Unit, Renter shall provide Studio with all Records related to its operation and maintenance, including maintenance logs, certificates, and other data as required by law or these Terms.
D. Failure to Timely Return. If Renter fails to return a Unit by the expiration date or earlier termination of the Rental Period, Renter must continue to comply with all terms and conditions of these Terms. Renter shall pay “Holdover Rent” calculated at 125% of the prorated daily rent for each day the Unit is late. Payment of Holdover Rent does not: (i) waive Renter's obligation to return the Unit; nor (ii) grant Renter any ownership or extended use rights.
9. INSURANCE
A. Liability Insurance (If Required). If specified in the Order Form, Renter must maintain commercial general liability insurance (“Liability Insurance”) in an amount no less than $250,000 USD, or as otherwise required for similar rentals. If required, Liability Insurance must: (i) be in a form, and with insurers, reasonably satisfactory to Studio; (ii) be primary and non-contributory with any insurance carried by Studio; (iii) name Studio as an additional insured at no expense to Studio; and (iv) require the insurer to provide Studio thirty (30) days' prior written notice before cancellation or material change.
B. Proof of Insurance. If insurance is required, Renter must provide Studio with a certificate of insurance before the Rental Period begins and provide updated proof upon renewal. Failure to maintain insurance does not limit Renter’s liability for loss, damage, or claims arising from the rental.
10. DEFAULT
A. Event of Default. Each of the following events is an “Event of Default” under these Terms: (i) Renter fails to pay any rent or any other amount under these Terms when due; (ii) Renter violates any other obligation under these Terms and does not remedy the breach within fifteen (15) days of Studio’s written notice; (iii) Renter attempts to sell, assign, transfer, or encumber any rights herein without Studio’s written consent; (v) Renter sells, transfers, or disposes of all or substantially all of its assets or the property of its business, or merges or consolidates with any other entity; or (vi) any material statement, document, or representation made by Renter proves to be false or misleading when made.
B. Studio Remedies. If an Event of Default occurs, Studio may, in its sole discretion, exercise one or more of the following remedies: (i) declare these Terms in default and terminate the Order Form; (ii) demand immediate return of the Units; (iii) take possession of, or render unusable, any Unit wherever located, without demand or notice, without any court order or other process of law, and without liability to Renter for any damages occasioned by such action; (iv) charge Holdover Rent at 125% of the prorated daily rent for each day until the Unit is returned in the required condition; (v) proceed by court action to recover unpaid Rental Fees, damages, and costs related to the default, including legal fees, collection costs, and enforcement expenses; (vi) sell, lease, or otherwise dispose of the Units as Studio sees fit without compensating Renter, applying any net proceed to amounts owed; and (vii) exercise any other right or remedy available at law, in equity, by statute, or otherwise.
C. Studio's Performance of Renter's Obligations. If Renter is in default or an Event of Default has occurred and is continuing, Studio may, at its sole discretion, make any payment, perform any obligation, or take any action it deems necessary to preserve the Units or Studio’s interests. Such action does not waive Studio’s rights or release Renter from its obligations. Renter shall reimburse Studio immediately for any sums paid or expenses incurred by Studio in connection with such actions, including legal fees.
11. INDEMNITY
A. Renter Indemnification. Renter shall indemnify, defend, and hold harmless Studio, its affiliates, successors, and assigns, and their respective directors, officers, employees, agents, and representatives (collectively, “Indemnitees”) against any and all losses, injury, damages, liabilities, claims, judgments, penalties, fines, costs, and expenses, including attorneys' fees and enforcement costs related to (i) the selection, design, manufacture, delivery, acceptance, use, operation, maintenance, repair, storage, transportation, or return of any Unit, including any defects whether or not discoverable by Studio or Renter; (ii) Renter’s possession or lease of the Units, including any third-party claims to damage, injury, or loss; (iii) any false representation, breach of warranty, or failure to perform any obligation herein; and (iv) any claim that Renter’s use of the Units infringes upon the intellectual property rights of third parties.
12. MISCELLANEOUS
A. Survival. Subject to any limitations and other provisions, all representations, covenants, and agreements of Renter contained herein, including without limitation Renter's obligations these Terms, survive indefinitely or for the period explicitly specified therein.
B. Notice. All notices will be deemed to have been given immediately if made by electronic mail to the email address designated herein by the receiving Party. If sent to the physical address designated herein, notice by any other means will be deemed given when deposited in the mail, return receipt requested. Each Party may specify other addresses for notices by giving written notice in accordance with this Section.
C. Interpretation. The Parties desire that these Terms be construed fairly, according to its terms, in plain English, without constructive presumptions against the drafting Party. Headings are for convenience only and do not affect interpretation. The terms “including,” “include,” “e.g.,” and “such as” mean “including without limitation.” Singular terms include the plural, and vice versa, unless the context requires otherwise.
D. Severability. If any provision of these Terms is held to be illegal, invalid, or unenforceable by a court of competent jurisdiction, then the remainder of the provision will be enforced so as to affect the intention of the Parties, and the validity and enforceability of all other provisions herein will not be affected or impaired.
E. Entire Agreement. These Terms, together with all related exhibits, constitutes the sole and entire agreement of the Parties hereto with respect to the subject matter contained herein, and supersedes all prior and contemporaneous understandings, agreements, representations, and warranties, both written and oral, with respect to such subject matter.
F. Amendments. No amendment to these Terms is effective unless it is in writing and signed by an authorized representative of each Party to these Terms.
G. No General Waiver. No waiver under these Terms is effective unless it is in writing, identified as a waiver under these Terms and signed by an authorized representative of the Party waiving its right. Any waiver authorized on one occasion is effective only in that instance and only for the purpose stated and does not operate as a waiver on any future occasion. Neither any failure or delay in exercising any right, remedy, power, or privilege, or in enforcing any condition under these Terms, nor any act, omission, or course of dealing between the Parties constitutes a waiver or estoppel with respect to any right, remedy, power, privilege, or condition arising from these Terms.
H. Cumulative Remedies. All rights and remedies of Studio provided in these Terms are cumulative and not exclusive, and the exercise by Studio of any right or remedy does not preclude the exercise by Studio of any other rights or remedies that may now or subsequently be available to Studio at law, in equity, by statute, in any other agreement between the Parties, or otherwise.
I. Equitable Relief. Renter acknowledges that a breach or threatened breach by Renter of any of its obligations under these Terms would give rise to irreparable harm to Studio for which monetary damages would not be an adequate remedy and hereby agrees that in the event of a breach or a threatened breach by Renter of any such obligations, Studio will, in addition to any and all other rights and remedies that may be available to Studio in respect of such breach, be entitled to equitable relief, including a temporary restraining order, an injunction, specific performance, and any other relief that may be available from a court of competent jurisdiction (without any requirement to post bond).
J. Assignment Restrictions. Renter may not assign any of its rights or delegate any of its obligations under these Terms without the prior written consent of Studio. Any purported assignment or delegation in violation of this Section is null and void. No assignment or delegation relieves Renter of any of its obligations under these Terms.
K. Successors & Assigns. These Terms are binding on and inures to the benefit of the Parties hereto and their respective successors and permitted assigns.
L. Third-Party Beneficiaries. Subject to the final sentence of this Section, these Terms benefits solely the Parties and their respective successors and permitted assigns and nothing in these Terms, express or implied, confers on any other party any legal or equitable right, benefit, or remedy of any nature whatsoever under or by reason hereof. The Parties hereby designate the Indemnitees other than Studio as third-party beneficiaries, having the right to enforce these Terms.
M. Governing Law. These Terms and all exhibits attached hereto, and all matters arising out of or relating hereto, whether sounding in contract, tort, or statute, are governed by, and construed in accordance with, the laws of the State of California, United States of America, 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 California.
N. Exclusive Jurisdiction. 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 these Terms or any exhibits attached hereto, or any contemplated transaction, in the courts of the State of California sitting in Los Angeles County, and any appellate court from any thereof. 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 the courts of the State of California sitting in Los Angeles County. 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.
O. Waiver of Jury Trial. EACH PARTY ACKNOWLEDGES AND AGREES THAT ANY CONTROVERSY THAT MAY ARISE UNDER THESE TERMS OR ANY EXHIBITS ATTACHED HERETO 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 THESE TERMS OR ANY EXHIBITS ATTACHED HERETO, OR THE TRANSACTIONS CONTEMPLATED HEREBY.
P. Counterparts. These Terms may be executed in counterparts, each of which is deemed an original, but all of which together are deemed to be one and the same agreement. A signed copy of these Terms delivered by email or other means of electronic transmission is deemed to have the same legal effect as delivery of an original signed copy of these Terms.
Q. Force Majeure. No Party shall be liable or responsible to the other Party, or be deemed to have defaulted under or breached these Terms, for any failure or delay in fulfilling or performing any term of these Terms (except for any obligations of Renter to make payments to Studio hereunder), when and to the extent such failure or delay is caused by or results from acts beyond the impacted party's (“Impacted Party”) reasonable control, including, without limitation, the following force majeure events (“Force Majeure Event(s)”): (i) acts of God; (ii) flood, fire, earthquake, zombie apocalypse, or explosion; (iii) war, invasion, hostilities (whether war is declared or not), terrorist threats or acts, riot or other civil unrest; (iv) government order, law, or action; (v) embargoes or blockades in effect on or after the date of these Terms; (vi) national or regional emergency; (vii) strikes, labor stoppages or slowdowns or other industrial disturbances; (viii) telecommunication breakdowns, power outages or shortages, lack of warehouse or storage space, inadequate transportation services, or inability or delay in obtaining supplies of adequate or suitable materials; and (ix) other events beyond the reasonable control of the Impacted Party. The Impacted Party shall give notice within thirty (30) days of the Force Majeure Event to the other Party, stating the period of time the occurrence is expected to continue. The Impacted Party shall use diligent efforts to end the failure or delay and ensure the effects of such Force Majeure Event are minimized. The Impacted Party shall resume the performance of its obligations as soon as reasonably practicable after the removal of the cause. In the event that the Impacted Party's failure or delay remains uncured for a period of sixty (60) consecutive days following written notice given by it under this Section, the other party may thereafter terminate these Terms upon thirty (30) days' written notice.
R. Further Assurances. Renter agrees to execute, acknowledge, deliver, file, and record, or cause to be executed, acknowledged, delivered, filed, and recorded, such further documents or other papers and to do all such things and acts as Studio may reasonably request in furtherance of the provisions and purposes of these Terms and the transactions contemplated hereby.
S. Controlling Language. The original language of these Terms is English, even if they are made available in other languages. By submitting an Order Form or signing a Rental Confirmation Form, you confirm that you have reviewed and accepted these Terms in full. If you cannot access these Terms, you must refrain from placing an order or using the rented equipment until you have done so. In the event of any discrepancy or dispute arising from these Terms, the English version shall control. The most current version of these Terms is available at https://www.hyperrpg.com/rental-terms.