Capitalized words not defined below refer to terms appearing on page 1 of this Lease. “Lessee” includes each Lessee and Co‐Lessee named on page 1 of this Lease. “Lessor” includes the Lessor named on page 1 of this Lease. “Lease” includes this document as well as all schedules, addenda, amendments and ancillary documents, which may be added from time to time.
1. LEASE. The Lessor hereby leases the Equipment described above to the Lessee. THIS LEASE CANNOT BE CANCELLED OR TERMINATED BY THE LESSEE.
2. CONTRACT TERM. This Lease is for an original term set out above and commencing on the Lease Commencement Date.
3. SERVICE PROVIDER. The Lessee acknowledges that in addition to leasing the Equipment from the Lessor, the Lessee may be obtaining software and/or data related services
(collectively the “Service”) from a service provider, that has been chosen solely by the Lessee. The Lessee acknowledge that the Service is being provided by an independent service
provider and not the Lessor, with all applicable terms and conditions with respect to the Service being governed by whatever agreement(s) the Lessee has with the service provider,
including the relevant costs, charges, fees and length of term pertaining to the Service (collectively the “Service Fee”). All issues, questions, obligations and liability in relation to the
Service and Service Fee are between the Lessee and the service provider and are to be directed by the Lessee to them. The Lessee acknowledges that the name ‘branded’ at the top of the first page of the Lease may be that of the Vendor, Service Provider or any combination thereof and not
necessarily that of the Lessor. Regardless of same, the Lessee understands and acknowledge that these parties are independent and arm’s‐length from the Lessor.
4. PRE‐AUTHORIZED PAYMENT PLAN. The Lessee authorizes the Lessor to draw payments periodically or otherwise, as applicable, under a pre‐authorized payment plan from the
Lessee’s bank account to cover the Rental Amount(s) and other amounts due under this Lease, and waive any additional notice for payments due outside of the Rental Amount(s).
Prior to commencement of this Lease, the Lessee shall provide the Lessor with a void cheque for the purposes of the pre‐authorized payment plan. Additionally, the Lessee will
advise the Lessor on an immediate and ongoing basis of any changes to its bank account for the purposes of the pre‐authorized payment plan. The Lessee may revoke its
authorization at any time in writing, but only upon: (1) at least thirty (30) days advance notice to the Lessor; and (2) upon making alternative payment arrangements of its
obligations hereunder in a manner satisfactory to the Lessor in the Lessor’s sole and absolute discretion. The Lessee has certain recourse rights if any debit does not comply with
this agreement. For example, the Lessee has the right to receive reimbursement for any debit that is not authorized or is not consistent with this agreement. To obtain: (1)
more information on the Lessee’s recourse rights; (2) a sample cancellation form; or (3) for more information on the Lessee’s right to cancel this agreement; the Lessee may contact its financial institution or visit www.payments.ca
5. DELIVERY & ACCEPTANCE AND LEASE COMMENCEMENT. The Lessee confirms that: (i) it directed the Lessor to purchase the Equipment; (ii) either (a) the Equipment has been delivered/provided and
installed, where applicable, and the Lessee has inspected it and found it in good working order and satisfactory for its intended use; or (b) despite the Equipment not having been delivered, the Lessee nonetheless authorizes the early commencement of its payments and the coming into force of all terms and conditions of this Lease; (iii) upon the supplier presenting its invoice to the Lessor, the Lessee approves and authorizes the Lessor to pay the full amount of the invoice; and (iv) the
Lessee instructs the Lessor to commence this Lease and acknowledges immediately being subject to its terms and conditions.
6. RENTAL AND OTHER PAYMENTS. The first Rental Payment shall be paid at the time of execution of this Lease by the Lessee and subsequent Rental Payments shall be paid on the
first day of each period during the Term hereof or on any such other date as may be specified by the Lessor from time to time. The Lessee shall pay to the Lessor the Rental Amount
on the first day of each payment period of the Lease Term upon commencement of this Lease. Each Rental Payment is payable in advance, without deduction, discount or setoff,
all such rights being hereby expressly waived and released by the Lessee. The Lessor may apply any Security Deposit as it wishes, at any time, to any amounts due under this
Lease. The Lessee will not earn any interest on any Security Deposit. At the termination date of this Lease, any Security Deposit, net of any arrears, payments or other amounts due,
will be refunded to the Lessee, accordingly. Lessee will pay the Rent during the Term and will also pay partial Rent for the period between the date Lessor pays Equipment supplier
for the Equipment and the due date of the first Rent payment, in an amount pro‐rated to the number of days of such period. Lessee will pay provincial sales tax, goods and services
tax and/or harmonized sales tax and all other taxes applicable to the Equipment and this Agreement. This Lease shall begin on the Lease Commencement Date to be
established by Lessor when they accept the Lease. The Lessee acknowledges that no maintenance or service obligations are included in this Lease.
7. TITLE AND USE. The Lessor has title to and is the owner of the Equipment. The Lessee shall have no right, title, or interest in the Equipment except as provided herein. The Lessee warrants that the Equipment will be used for business or commercial purposes only, and in accordance with the terms of this Lease. The Lessee holds a right of use of the
Equipment and without limitation must maintain the Equipment during the entire term of the Lease. The Equipment shall be located and used at the place designated on page 1 of
this Lease, and shall not be moved without the prior written consent of the Lessor. The Lessee, at its own expense, will maintain the Equipment in good working order and
condition, furnish all parts, accessories and other services necessary for such purpose. No export of the Equipment by Lessee shall be permitted unless Lessee has received a prior
written authorization from Lessor. If Lessor so consents, Lessee shall follow all procedures as required by the Export and Import Permits Act (R.S.C. (1985), c. E‐19) and as required
by any other law and/or regulation related to exportation promulgated and administered by the government of any country having jurisdiction over the parties or the transactions
contemplated herein.
8. LESSOR WARRANTIES. The Lessee acknowledges that the vendor and manufacturer of the Equipment and the Equipment and its specifications were selected by the Lessee for the purpose
of the rental of the Equipment by the Lessor to the Lessee under this Lease. The Lessor makes no warranty, express, implied or statutory including on the condition of the Equipment, its
merchantability or its fitness for any particular purpose and as to the Lessor, the Lessee is renting the Equipment on an AS IS basis. In no event shall the Lessor have any liability for, nor shall the Lessee
have any remedy against the Lessor for, consequential, special, incidental or punitive damages or any loss of profits or savings, loss of use, or any other commercial loss in connection with this Lease
and the Equipment. The Lessee agrees to indemnify the Lessor from any and all claims, actions, suits, proceedings, costs, expenses, damages, liabilities arising out of, connected with or
resulting from the Equipment. If the Equipment is not properly installed, does not operate as represented or warranted by the vendor or manufacturer of the Equipment or is unsatisfactory for any
reason, the Lessee shall make any claim on account thereof solely against the vendor or manufacturer of the Equipment and shall nevertheless pay to the Lessor all amounts payable under this
Lease and waves any set off and compensation rights against the Lessor. The Lessee acknowledges that the Lessor is not an agent of the manufacturer or vendor of the Equipment and that the
vendor and manufacturer of the Equipment are not agents of the Lessor. To the extent that they are assignable, all warranties from the vendor and manufacturer in respect of the Equipment are
hereby assigned to the Lessee.
9. EQUIPMENT TO REMAIN PERSONAL PROPERTY. The Lessor and Lessee hereby agree that the Equipment shall always remain and be deemed personal or moveable property even though the Equipment may hereafter become attached or affixed to realty. The Lessee shall be responsible for the installation and removal of the Equipment and shall
indemnify and save the Lessor harmless from any damage to any real estate, building or structure arising from the installation or removal of the Equipment. The Lessee shall not,
without the prior written consent of the Lessor, make any alterations, additions or improvements to the Equipment. All such alterations, additions and improvements shall become
part of the Equipment and shall be the property of the Lessor. The Lessor shall have access to the Equipment at all reasonable times for the purpose of inspecting the Equipment.
10. LAWS, TAXES AND FEES. The Lessee shall, at its sole expense, comply with all laws, regulations and orders relating to this Lease and the Equipment and agrees to pay when due all
license fees, assessments and all other taxes or penalties and interest now or hereafter imposed in respect of the Equipment, its use or any interest therein, or any rental payments,
including, but not limited to, all federal, provincial or local taxes however designated, levied or assessed, whether upon the Lessee, the Lessor or the Equipment or its sale, ownership, use
or operation (but excluding income and capital taxes of the Lessor). The Lessee shall indemnify and save harmless the Lessor, its agents and servants, officers and directors from and
against any and all actions, claims, liens, costs, disbursements, expenses (including legal expenses), liabilities or taxes whatsoever in any way relating to this Lease and/or the Equipment.
11. RETURN OF EQUIPMENT UPON TERMINATION. Assuming the Lease is in good standing, upon expiration of the Lease Term, the Lessee has the option to: (1) purchase the
Equipment for the applicable purchase option price, if any, plus an applicable selling administration fee of $75.00; or (2) deliver the Equipment, in good working order and repair, to
the Lessor at the Lessee’s expense. If the Lessee does not exercise the purchase option or return the Equipment, the Lessor may, in its sole and absolute discretion: (i)
automatically renew this Lease on a week-to-week basis, for weekly payments equal to the weekly Rental Amount until either the purchase option is exercised or the Equipment
is returned; and/or (ii) enter the premises where the Equipment may be, without legal process, and take possession of the Equipment at Lessee’s expense. The Lessee hereby waives
any claims for damages which it might otherwise have by reason of any such entry, taking or removal, by the Lessor, including claims for trespass.
12. INSURANCE. The Lessee is responsible for the risk of loss or damage to the Equipment. The Lessee agrees to: (1) keep the Equipment insured against all risks of loss in an amount at least
equal to its replacement cost, with a maximum deductible of $1,000; (2) list the Lessor as sole loss payee and additional insured; (3) where the Equipment is a plated trailer, maintain a standard
automobile policy including third party liability with a combined single occurrence limit of at least $1,000,000.00 per event unless a higher limit is required by the Lessor or by Law; and (4) give the Lessor
written proof of the applicable insurance. Evidence of renewal of the expiring policy must be delivered to the Lessor at least thirty (30) days prior to the expiration date. If the Lessor does not receive
such proof, the Lessor shall have the right, but not the obligation, to obtain insurance at the Lessee’s expense. Proceeds of insurance may be applied as the Lessor deems fit, including toward
payment of the Lessee’s obligations hereunder. The Lessee agrees to notify the Lessor forthwith of any loss or damage to the Equipment. The Lessee will, at its own expense, complete all proofs of
loss and take all other steps necessary to assist the Lessor with recovering insurance benefits. If the Equipment should be damaged but is capable of being repaired and the proceeds are insufficient to
pay the cost of the repair, the Lessee agrees that the Equipment will be repaired or replaced and it will be responsible and pay any and all shortfalls between the insurance proceeds and the repair or
replacement costs. Where the Equipment is to be repaired, the Lessor shall not be required to provide the Lessee with replacement equipment, but the Lessee shall continue to pay the Rental
Amount for the Term, uninterrupted. Where the Equipment is lost, stolen, destroyed or otherwise unavailable to the Lessee or, in the opinion of the insurer, the Equipment is damaged beyond
repair, the Lessee agrees to continue to pay the Rental Amount for the Lease Term until a complete and full resolution, as determined by the Lessor, in its sole and absolute discretion, is received by
the Lessor from the insurer and/or the Lessee. All expenses incurred under this paragraph shall be borne by the Lessee. Any shortfall resulting from an insurance indemnity and any expense
incurred by the Lessor under this Lease shall be paid by the Lessee on demand. The Lessee authorizes the Lessor to settle on Lessee’s behalf any insurance claim and to complete any proof in his
name. The Lessee further assigns to the Lessor any benefits from a premium reimbursement or an insurance indemnity and further authorizes Lessor to endorse in the Lessee’s name any cheque
made payable to the Lessee.
13. REPRESENTATIONS AND WARRANTIES. Lessee represents that it has the required capacity, power and authority to enter into this Lease and has obtained all necessary authorizations in
such regard. The execution, delivery and performance by the Lessee of this Lease does not contravene any applicable law or regulation or any order of any governmental authority having
jurisdiction over it, nor with any agreement of the Lessee nor with the provisions of its constating documents, including any shareholders’ agreement. All information supplied to the Lessor
regarding the Lessee and the Lease is true and complete in all material respects. The Lessee is in compliance with all applicable environmental laws and regulations. None of the Lessee or any of
its respective directors, officers, employees or agents is a person listed in any sanctions‐related list of designated persons maintained by the Government of Canada, the Office of Foreign Assets
Control of the U.S Department of Treasury, the U.S Department of State, the United Nations Security Council, the European Union or any EU member state or any person owned or
controlled by any such person. The Lessee shall not, directly or indirectly, engage in or conspire to engage in any activity that may or does cause the Lessor to be in breach of or has the
purpose of evading or avoiding, or attempts to violate any applicable law relating to financial transactions, anti‐money laundering and terrorism, including, but not limited to, Canadian and United
States economic sanctions, the USA Patriot Act, the Criminal Code, the Freezing Assets of Corrupt Foreign Officials Act and the Proceeds of Crime (Money Laundering) and Terrorist
Financing Act. These representations and warranties shall continue to be true and complete for the entire duration of the Lease.
14. EVENTS OF DEFAULT. The occurrence of any one or more of the following by the Lessee shall constitute an Event of Default: (i) failure to pay any amounts payable hereunder; (ii) failure to
perform or observe any covenant, term or condition hereunder; (iii) any material misrepresentation made by the Lessee in seeking or performing this Lease; (iv) the Lessee defaults in
observing, performing or complying with any covenant, undertaking, condition or obligation contained in any other agreement between the Lessee and the Lessor or any affiliate of the Lessor
(v) the Lessee becomes insolvent or commits an act of insolvency, bankruptcy, reorganization, or receivership proceedings are instituted by or against the Lessee; (vi) a writ, judgment, execution, liens,
attachment or process is issued or levied against the Equipment; (vii) movement of the Equipment from the location listed on this Lease without the express written consent of the Lessor; (viii) loss of
control or possession of its business premises and/or the Equipment to the Landlord, any creditor or any other third party; (ix) the Equipment at risk; (x) the Lessee selling its business or assets in bulk or
otherwise disposing of any part of its assets out of the normal course of its business or ceasing all operations. Upon the happening of any Event of Default, the Lessor may, in its sole and absolute
discretion: (i) enter upon the premises where such Equipment is located and take immediate possession thereof, whether it is affixed to real property or not, and remove the same without incurring
liability by reason of such entry or repossession, whether for damage to property or otherwise; (ii) make any Equipment software inoperative through any means, (iii) terminate this Lease and by
written notice to the Lessee and require the Lessee to pay to the Lessor as its financial obligation, the sum of (a) any amounts due and unpaid, including, as a genuine pre‐ estimate of actual damages for
loss of a bargain and not as a penalty, an amount equal to the present value of the aggregate of all remaining weekly payments payable to the expiration of the Lease Term; (b) the amount of any
residual value in the Equipment; (c) interest in accordance with the ‘Collection Charges’ provision of this Lease; (d) all insurance proceeds; and (e) all legal costs incurred by Lessor as a result of the Event
of Default. Lessee understands, acknowledges and accepts that no remedy of the Lessor available in this Lease, in law or in equity, shall be exclusive or dependent on any other such remedy, but any one
or more of such remedies may be exercised independently or in combination.
15. CROSS‐COLLATERAL DEFAULT. A default under this Lease shall be deemed and trigger a default under any other agreement(s) between Lessor (whether Lessor is original Lessor or assignee)
and any or all Lessees that are a party to this Lease. Lessor may elect, in its sole discretion, to forebear enforcement on any other agreement, but in so doing, Lessor shall not be deemed to have
waived its rights under this section. Lessor, for the purposes of this section only, shall be defined to include associated companies.
16. ADDITIONAL COLLATERAL SECURITY. As general and continuing collateral security for the payment and performance of all of Lessee’s present and future debts, obligations and liabilities to
the Lessor, from time to time, including future advances against the Equipment, the Lessee hereby grant a continuing security interest in, and charge and hypothecate all of its right, title and
interest in and to all present and future equipment, vehicles and other assets with regard to which the Lessor has provided or may provide any value, including the Equipment, including without
restriction, for acquisition, lease, use, operation or otherwise together with all proceeds thereof of whatever nature and kind howsoever arising, for all debts, obligations and liabilities owed to
the Lessor running concurrently with this Lease. Lessor, for the purposes of this section, shall be defined to include associated companies. In the Province of Quebec, the security interest is
deemed to be a universal hypothec in the amount of $25,000.00, granted on all movable property and accounts receivables of Lessee.
17. COLLECTION CHARGES. Should the Lessee fail to pay, when due, any amount owing under this Lease, the Lessee shall also pay to the Lessor interest thereon from the date thereof until
paid in full at the annual rate of 26.82% on such amounts, calculated and compounded at the rate of 2% per month. Where a payment is returned for any reason whatsoever, the Lessee agrees
to pay to the Lessor a charge in an amount the greater of $50.00 or the actual bank charge.
18. CREDIT INVESTIGATION & CONSENT TO PERSONAL INFORMATION SHARING. The Lessee consents to the Lessor, and parties designated by the Lessor, to collect, update, use, share and
disclose personal information, financial or otherwise, for the purposes of: (1) credit adjudication; (2) enabling the Lessor, and parties designated by the Lessor, including but not limited to, financial
institutions and other funding sources, to provide leasing services; and (3) any other purpose set out in the Lease or credit application, including enforcement of this Lease and/or any court order
obtained by Lessor in conjunction with this Lease. The Lessee further consents to the Lessor, and parties designated by the Lessor, obtaining information in accordance with this section from
any source (creditor or otherwise), and each source is hereby authorized by Lessee to provide such information to Lessor. The Lessor may share personal information with those third parties
who wish to acquire our company, or any part of our business including without limitation any of our Leases and/or or any person who purchases all or part of our debt portfolio, in which
instance such third party would be the Lessor. Lessor may also share this information with credit bureaus and reporting agencies, businesses and financial institutions with whom the Lessee has
had or may have a financial relationship and third‐party collection agencies engaged for purposes of maintaining the integrity of the credit reporting industry and to assist in the collection of bad
debt. The Lessee is aware of, and consents to, personal information being transmitted between Canada and the United States of America for the purposes herein, and the Lessee further
understands, acknowledges and accepts that personal information, and the privacy protections afforded thereto, are therefore subject to the laws of both Canada and the United States of America.
19. SECURITY INTERESTS. To secure the Lessee’s performance of its obligations hereunder, the Lessee grants the Lessor a continuing security interest in any interest the Lessee has in the Equipment,
in all proceeds thereof (including proceeds of insurance) and in any rental payments receivable on any sublease permitted by the Lessor. The Lessee agrees that the Lessor has all rights of a secured
party under any applicable personal property security legislation and at law and in equity. To the extent this Lease creates a security interest, such security interest is a purchase money security interest
(as the terms “security interest” and “purchase money security interest” are used in the Personal Property Security Act (Ontario) and shall be interpreted with similar effect under analogous legislation
in force in any other relevant jurisdiction. This clause is not applicable in the Province of Quebec.
20. ASSIGNMENT. The Lessee agrees not to transfer, sell, assign, sublet, pledge or encumber either the Equipment or any part of the Equipment or any rights or obligations under this Lease without the prior
written consent of the Lessor and notwithstanding the Lessor’s consent, the Lessee, its heirs, executors, administrators, successors, trustees and assigns and any guarantor shall remain jointly and severally
liable (solidarily in the Province of Quebec) under this Lease. The Lessor may at any time assign all or part of its right, title and interest in this Lease and the Equipment and the Lessor may grant security interests in the Equipment subject to the Lessee’s rights therein as set forth in this Lease and, in such events, all of the provisions of this Lease for the benefit of the Lessor shall inure to the benefit of the Lessor’s assignee but such assignee shall not be liable for or be required to perform any of the Lessor’s obligations to the Lessee. All rental payments due and to become due under this Lease and assigned by the Lessor shall be paid directly to the Lessor’s assignee upon written notice of such assignment to the Lessee and the right of such assignee to the payment of assigned rental payments and the performance of all Lessee’s obligations and to exercise any other rights of the Lessor hereunder shall not be subject to any defence, counterclaim or set‐off which the Lessee may have or assert against the Lessor and the Lessee hereby agrees that it will not assert any such defences, set‐offs or counterclaims and claims against the Lessor’s assignee.
21. GOVERNING LAW. This Lease shall be interpreted and enforced in accordance with the laws of the province wherein the Lease is entered into and the Lessee agrees to attorn to the non‐ exclusive
jurisdiction of the courts of such Province or as the Lessor selects. This Lease shall not be interpreted in accordance with any consumer protection laws as the Equipment is or will be used for business
purposes only. The provisions of The Limitations of Civil Rights Act (Saskatchewan), Sections 19 to 24 of the Sale of Goods on Conditions Act (British Columbia) and Sections 47, 49 and 50 of the Laws of
Property Act (Alberta) are waived by the Lessee. The Lessee waives the right to receive any financing statement, financing change statement or other filings made by the Lessor with respect to this Lease. If
this Contract is concluded in the Province of Quebec, the Lessee acknowledges that this Lease shall be considered a Contract of Leasing, governed by Section 1842 and ss. of the Civil Code of Quebec.
22. FAX/ELECTRONIC COPY AND COUNTERPARTS. The Lessee and Lessor agree that this Lease may be signed in counterparts, each of which shall be deemed to be an original and which
together shall constitute one and the same document. The Lessee and Lessor agree that a fax or electronically transmitted copy of this Lease and the signatures therein, or any counterpart
thereof, shall be sufficient for contractual purposes, with the fax or electronically transmitted copy being deemed to be an original. Notices and other documents required by law may also be
sent by the Lessor electronically or by fax, with the documents being deemed received on the same day of the transmission.
23. MISCELLANEOUS. The Lessee and Lessor agree, acknowledge and accept the following terms are also applicable to this Lease: (1) This Lease be written in the English language. Les parties en présences
conviennent à ce que ce document soit rédigé en anglais; (2) there are no other agreements affecting their rights under this Lease and/or the Equipment except those in writing signed by the relevant
parties; (3) This Lease shall be binding upon the parties hereto and their permitted successors and assigns; (4) Any amendment, addition or schedule to this Lease must be in writing and signed by the
relevant parties; (5) Any notice shall be in writing and shall be deemed to be received when actually received or five (5) business days after mailing to the billing address set out above; (6) Even though
previously signed by the Lessee, the Lessor is authorized to: (i) complete or correct this Lease by the insertion or correction of names, serial numbers, make/model numbers and/or identifying references to
the Equipment; and (ii) by adjustments and/or corrections deemed by the Lessor to be clerical in nature. The Lessee acknowledges and agrees that clerical errors shall not affect the validity of this Lease, and
the Lessor shall be entitled to unilaterally correct same; (7) No waiver by the Lessor of any term of this Lease shall constitute a waiver of any other term of this Lease by the Lessor or waiver of the Lessor’s
rights; (8) If more than one party signs this Lease as Lessee and Co‐Lessee, each party shall be jointly and severally liable (solidarily in the Province of Quebec); (8) The Lessee has received a copy of this
Lease; (9) All indemnities of the Lessor by the Lessee, and where applicable, all obligations of the Lessee as set in this Lease shall survive the completion/termination of this Lease;(10) In the event that any
provisions of this Lease are invalid, illegal or unenforceable, it shall not affect the validity, legality or enforceability of any other provision of this Lease or the Lease as a whole; and (11) The Lessee agrees to
execute such further documents as the Lessor may require, to give effect to this Lease.
