This Vendor Agreement (“Agreement”) is made by and between Rent Almost Anything, LLC (“Company”) and the company or individual signing up as a “Vendor” or “Advertiser” with Company (“Vendor”).

  1. Scope of Services. Company provides a website, www.rentalmostanything.com (the “Website”), as a rental marketplace for third-party consumers (“Consumers”) to search for, review and hire vendors of various rental equipment, such as Vendor. Subject to the terms and conditions of this Agreement, Company will provide Vendor a non-exclusive, non-transferable right to access and use space on the Website dedicated to Vendor to use and promote its rental items. The total number of listing pages occupied by the vendor are dependent on the listings package level selected by Vendor. Company’s services include ongoing site maintenance; reasonable requests for site updates; manned telephone support; monitored email and chat support; Onsite and Offsite SEO services, etc.
  2. Compensation. At Vendor Setup, Vendor will be charged a $5 setup fee and recurring subscription fee (“Subscription Fee”) dependent on the account level selected by Vendor. The Subscription Fee will be charged to Vendor each month on the same day of the month as the Vendor Setup (or next calendar day, as applicable). Vendor shall have at all times a valid credit card or checking account on its payment profile. Vendor is responsible for all taxes applicable to payments made to Company by Vendor other than taxes imposed on Company’s income.
  3. Term. This Agreement begins on the date that Vendor accepts the terms of this Agreement during Company’s vendor setup process (“Vendor Setup”) and will continue until terminated by either party as permitted in this Agreement.
  4. Vendor Material. Vendor warrants and represents it owns or has obtained the rights to use all material that it uses for its item listings and that all such material complies with Company’s Terms of Use. Company reserves the right to remove any such material if Company reasonably believes that such material violates this Agreement.
  5. Terms of Use and Privacy Policy. Company’s Terms of Use and Privacy Policy are incorporated by reference into this Agreement. Vendor agrees to comply with the terms of the Terms of Use and Privacy Policy and acknowledges that a breach of those terms is a breach of this Agreement.
  6. Termination. Vendor may cancel this Agreement at any time by completing the “Deactivate Account” process in Vendor’s account page. Upon termination, Vendor will not be charged a subsequent Subscription Fee. Termination or cancellation of an account will commence upon the last day of the previous billing cycle. Company will maintain Vendor’s account page and item listings in an offline state for a period of six (6) months following termination (the “Holding Period”). During the Holding Period, Vendor may reactivate its account by logging back into its account page and processing payment of the Subscription Fee. If Vendor reactivates its account and makes the appropriate payment during the Holding Period, then Company will promptly reinstate Vendor’s account page and item listings as they existed at termination. Any later reactivation will require Vendor to create new item listings. Vendor shall not hold Company liable for failing to maintain Vendor’s material beyond termination. Company may terminate this Agreement immediately if Vendor is in violation of any of its terms or upon thirty (30) days’ notice for any reason.
  7. Money-Back Guarantee. Company offers Vendor a one-time, money-back guarantee. If Vendor terminates this Agreement within the first six (6) months of the term, then Company will refund the Subscription Fees that Vendor paid to Company prior to termination. As a condition to receiving the refund, Vendor must request the refund from Company at termination and provide its reasons for discontinuing using Company’s services. Vendor acknowledges that Company will require Vendor to repay any refund to Company prior to reinstating any services in the future.
  8. Limited Warranty. Company warrants that its services will conform the scope provided in Section 1. However, Company does not make any representations or guarantees regarding uptime or availability of its services. Except for the limited warranty expressed in this Section, Company disclaims all warranties, whether express, implied, statutory, or otherwise, to the fullest extent allowed by law, including but not limited to, implied warranties of merchantability, fitness for a particular purpose, title, and non-infringement, and all warranties arising from course of dealing, usage, or trade practice.
  9. Limitation of Liability. In no event will Company be liable under or in connection with this Agreement under any legal or equitable theory, including breach of contract, tort (including negligence), strict liability, and otherwise, for any: (a) consequential, incidental, indirect, exemplary, special, enhanced, or punitive damages; (b) increased costs, diminution in value or lost business, production, revenues, or profits; (c) loss of goodwill or reputation; (d) use, inability to use, loss, interruption, delay, or recovery of any data, or breach of data or system security; or (e) cost of replacement goods or services, in each case regardless of whether Company was advised of the possibility of such losses or damages or such losses or damages were otherwise foreseeable. In no event will Company’s aggregate liability arising out of or related to this Agreement under any legal or equitable theory, including breach of contract, tort (including negligence), strict liability, and otherwise exceed the total amounts paid to Company under this agreement in the six (6) month period immediately preceding the event giving rise to the claim.
  10. Indemnity. Vendor shall indemnify, hold harmless, and defend Company from and against any and all losses, damages, liabilities, costs, including attorneys’ fees and other litigation expenses, resulting from any claim relating to (i) a Consumer complaint regarding Vendor’s offer or provision of its goods or services; (ii) infringement or misappropriation of intellectual property rights relating to Vendor’s material; (iii) negligence or willful misconduct of Vendor or its agents; (iv) Vendor’s use of the Company’s services in a manner not authorized by this Agreement or (v) Vendor’s violation of applicable law; provided that Vendor may not settle any such claims against Company unless Company consents to such settlement, and further provided that Company will have the right, at its option, to defend itself against any such claim or to participate in the defense thereof by counsel of its own choice.
  11. Miscellaneous.
    1. Entire Agreement. This Agreement constitutes the sole and entire agreement of the parties with respect to the subject matter of this Agreement and supersedes all prior and contemporaneous understandings, agreements, and representations and warranties, both written and oral, with respect to such subject matter.
    2. Force Majeure. In no event shall Company be liable to Vendor, or be deemed to have breached this Agreement, for any failure or delay in performing its obligations under this Agreement, if and to the extent such failure or delay is caused by any circumstances beyond Company’s reasonable control, including but not limited to acts of God, flood, fire, earthquake, epidemic, pandemic, explosion, war, terrorism, invasion, riot or other civil unrest, strikes, labor stoppages or slowdowns or other industrial disturbances, or passage of law or any action taken by a governmental or public authority or sudden losses of power.
    3. Amendment and Modification; Waiver. Company may amend this Agreement upon providing notice to Vendor a minimum of 30 days in advance of any changes to take place. No failure to exercise, or delay in exercising, any rights, remedy, power, or privilege arising from this Agreement will operate or be construed as a waiver thereof, and (ii) no single or partial exercise of any right, remedy, power, or privilege hereunder will preclude any other or further exercise thereof or the exercise of any other right, remedy, power, or privilege.
    4. Severability. If any provision of this Agreement is invalid, illegal, or unenforceable in any jurisdiction, such invalidity, illegality, or unenforceability will not affect any other term or provision of this Agreement or invalidate or render unenforceable such term or provision in any other jurisdiction.
    5. Assignment. Vendor may not assign any of its rights or delegate any of its obligations hereunder, in each case whether voluntarily, involuntarily, by operation of law or otherwise, without the prior written consent of Company. Any purported assignment or delegation in violation of this Section will be null and void. No assignment or delegation will relieve Vendor of any of its obligations hereunder. This Agreement is binding upon and inures to the benefit of the parties and their respective permitted successors and assigns.
    6. Governing Law; Jurisdiction. This Agreement is governed by and construed in accordance with the internal laws of the State of Delaware without giving effect to any choice or conflict of law provision or rule that would require or permit the application of the laws of any jurisdiction other than those of the State of Delaware. Any legal suit, action, or proceeding arising out of or related to this Agreement shall be instituted exclusively in the federal or state courts located in the State of Delaware, although Company retains the right to bring any such suit, action, or proceeding against Vendor in any other jurisdiction in which Vendor is located or does business. Vendor waives any and all objections to the exercise of jurisdiction over Vendor by such courts and to venue in such courts.