Outside Storage Agreement

OUTSIDE STORAGE AGREEMENT

This Outside Storage Agreement (the "Agreement") is entered into as of Effective Date: by and between Storage Provider: , located at , and Client / Owner: , located at .

WHEREAS

WHEREAS, Provider operates an outdoor storage facility and has available space for storing certain equipment, vehicles, materials and other property; and

WHEREAS, Client desires to store Client's goods at Provider's outdoor storage area identified as Storage Site: , subject to the terms and conditions set forth herein; and

WHEREAS, the parties wish to set forth their respective rights and obligations with respect to the storage, care, access, insurance and disposition of stored items.

SCOPE OF WORK

Provider shall provide outdoor open-air storage space for items described by Client. Client shall deliver items to the Storage Site at Client's expense unless otherwise agreed in writing. Provider's duties are limited to providing the physical space and basic perimeter security as described in this Agreement.

PAYMENT TERMS

Client shall pay Provider for the storage services in accordance with the following terms.

Provider may invoice Client and payment is due in accordance with the Payment Schedule. Unpaid balances shall accrue the agreed Late Fee from the date due until paid. Client shall also be responsible for reasonable costs of collection, including attorneys' fees, if Provider pursues collection.

TERM AND TERMINATION

This Agreement commences on Start Date: and continues until End Date: unless earlier terminated in accordance with this Agreement.

Either party may terminate this Agreement without cause by providing written notice to the other party not less than days prior to the intended termination date. Provider may terminate immediately for nonpayment, breach of hazardous materials provisions, or other material default by Client.

ACCESS, USE AND CARE OF PREMISES

Client shall have access to the storage space during Provider's regular business hours, subject to prior notice and any access restrictions listed below. Client shall not store items that create unsanitary or unsafe conditions, nor shall Client block aisles or interfere with other stored items.

INSURANCE AND RISK OF LOSS

Client retains title to stored items and bears the risk of loss or damage to Client's property while stored outdoors, except to the extent caused by Provider's gross negligence or willful misconduct. Client shall maintain insurance covering all stored items against loss, theft, fire and other customary perils with minimum coverage of .

Client shall provide a certificate of insurance naming Provider as an additional insured if requested. Provider is not responsible for loss resulting from weather, vandalism, theft where reasonable security measures were in place, or the acts of third parties.

LIEN, SALE AND REMEDIES

Client expressly grants Provider a possessory lien on all property stored under this Agreement to secure payment of storage charges, late fees, enforcement costs and other charges due. If Client fails to pay amounts owed after notice and the expiration of any cure period required by law, Provider may exercise available legal remedies, including sale of the property at a commercially reasonable sale, subject to any statutory notice requirements. Proceeds from sale shall be applied to Provider's charges, costs of sale and any remainder to Client, subject to applicable law.

CONFIDENTIALITY

Each party shall keep confidential all non-public business information and records obtained from the other party in connection with this Agreement. Confidential information shall not include information that is or becomes generally available to the public other than by a breach of this clause, or that is required to be disclosed by law, in which case the disclosing party shall provide prompt notice to the other party where permitted.

INDEMNIFICATION

Client shall indemnify, defend and hold harmless Provider and its agents, employees and contractors from and against any and all claims, damages, losses, liabilities and expenses (including reasonable attorneys' fees) arising out of Client's use of the storage space, Client's breach of this Agreement, or Client's negligence or willful misconduct. Provider shall indemnify Client for Provider's gross negligence or willful misconduct in performance of its obligations hereunder.

HAZARDOUS MATERIALS; COMPLIANCE WITH LAW

Client shall not store any hazardous, flammable, explosive, toxic or otherwise regulated materials unless expressly authorized in writing by Provider. Client shall comply with all laws, ordinances and regulations applicable to the storage, handling and transport of stored items. If any stored material causes contamination to the site, Client shall be fully responsible for remediation and damages.

GOVERNING LAW

This Agreement shall be governed by and construed in accordance with the laws of the State of , without regard to its conflicts of law principles.

ENTIRE AGREEMENT; AMENDMENT

This Agreement, together with any exhibits or written addenda executed by the parties, constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior negotiations, proposals and representations, whether written or oral. No modification or waiver of any provision shall be effective unless in writing and signed by both parties.

NOTICES

All notices under this Agreement shall be in writing and delivered to the addresses set forth below or to such other address as either party may designate in writing. Notices shall be deemed effective upon personal delivery, one business day after deposit with a nationally recognized overnight courier, or three business days after mailed by certified mail, return receipt requested.

MISCELLANEOUS PROVISIONS

If any provision of this Agreement is held invalid or unenforceable, the remaining provisions shall remain in full force and effect. The parties acknowledge that neither party is relying on any representations not expressly set forth in this Agreement. The headings used are for convenience only and do not affect interpretation.

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