GENERAL TERMS AND CONDITIONS (“T&Cs”) OF THE STANDARD BUSINESS PROGRAM
Definitions. Capitalized terms used but not defined in these T&Cs shall have the meaning ascribed to them in the Rental Contract (defined below).
Additional Authorized Driver shall have the meaning set forth in the applicable Rental Contract and shall also include the employer and any fellow employee(s) of the Eligible Renter so long as they are properly licensed and are using the rental vehicle for Company’s business purposes.
Affiliate means any entity that owns directly or indirectly, is owned by, or is under common ownership with another entity.
Company means entity or person approved by EAN for the Standard Business Program.
Eligible Renter means a Company employee whose rental is for Company’s business purposes and paid for (including through reimbursement), in whole or in part, by Company or its Affiliates.
Location Surcharges means geographic surcharges in addition to the rental rate that vary depending on the originating location of rental, which may be changed or modified in the sole discretion of EAN.
Optional Products means optional products and services selected by the Renter including but not limited to additional equipment, winter tires, towing capability, and diesel exhaust fluid (DEF), drop-off, delivery and pickup services.
Other Charges means applicable taxes, fees, assessments, amounts arising from traffic violations, tolls, parking fines and fees, surcharges (including without limitation vehicle licensing and similar fees and concession and airport access fees), recovery fees, licensing fees, delivery, pickup, youthful driver or additional driver charges, charges for refueling, no show, one-way rentals, or any similar fees and charges related to the rental.
Protection Products means Optional Damage Waiver, Supplemental Liability Protection, Personal Accident Insurance, personal effects coverage, Extended Protection and Roadside Assistance.
Rental Contract means the Contract or any agreement between Company or an Eligible Renter and Renting Entity for the rental of a vehicle, including the Rental Agreement Summary and the Additional Terms and Conditions.
Rates or Rental Rates means the retail rental rates which differ by truck type as may be discounted pursuant to the Standard Business Program.
Renting Entity means the provider of the rental, which is the EAN Affiliate operating the facility where the rental originates, as identified in the Rental Contract and available upon request.
Standard Business Program means the time and mileage rates and terms and conditions assigned to Company by EAN for vehicles rented under an Enterprise Truck Rental business account approved by EAN.
Rental Program and Rental Rates. Each Renting Entity shall make vehicles available to Eligible Renters for rental at the Rental Rates provided in the Program when the Eligible Renter makes an advance reservation, subject to availability. Rental Rates apply to locations operating under the Enterprise Truck Rental brand in the jurisdictions set forth under the Standard Business Program. To be eligible for the Rental Rates, Eligible Renters must be made through an EAN approved booking channel using the Account Number(s) assigned to Company. Location Surcharges apply as set forth in the Rental Contract for the applicable geographic areas, which are determined by EAN in its sole discretion. Rental Rates do not include Other Charges, Optional Products, or Protection Products. Vehicles shall not be driven across the U.S.-Canada border without Renting Entity’s prior written consent.
Renters/Rental Contracts. In order to rent, Eligible Renters must meet the normal renter qualifications of the Renting Entity and shall enter into the applicable Rental Contract of the Renting Entity, which will govern the applicable vehicle rental. Company shall cause its Eligible Renters and Additional Authorized Drivers to hold the valid class license for the rental purpose and according to state/provincial laws. If no Rental Contract is executed but an Eligible Renter (or any other individual authorized by Company or Renter) operates a vehicle, such individual and Company shall be deemed to have entered into the Renting Entity’s standard Rental Contract at the time of the rental. Optional Products and Protection Products, if any, are subject to the terms and conditions of the applicable Rental Contract and any applicable insurance policy. Company is responsible for controlling access to/use of Account Number(s) and booking tools. EAN cannot guarantee the type of rental vehicle, and Renting Entity determines the vehicles within each class.
Renter Qualifications. In addition to the other rental qualifications in these T&Cs and Rental Contract, Eligible Renters must be age 21 or older (or 18 or older if required by law) to rent a vehicle pursuant to these T&Cs and any Additional Authorized Drivers must be age 21 or older (or 18 or older if required by law) to drive a vehicle.
Termination. Either party may terminate the Standard Business Program by providing notice to the other party.
Payment of Rental Rates and Other Rental Charges. Unless paid at the time of rental by an Eligible Renter or another authorized user, Company shall pay and reimburse EAN for any and all Rental Rates, mileage rates, Location Surcharges, Other Charges, Protection Products, Optional Products, or any other amounts owed under any Rental Contract including, without limitation, for vehicle damage and reimbursement for third party demands, claims and losses not covered by any applicable Protection Product, including attorney’s fees. Amounts already paid shall be deducted and Company shall make payment on all outstanding amount(s) within thirty days of receipt of invoice. For amounts not paid by Company within thirty days after the date due, Company shall pay a late charge of 1.5% per month on the unpaid amount not to exceed the maximum legal rate. A valid credit card must be provided at the time of rental for medium duty vehicle rentals.
Governing Law and Venue. The Standard Business Program and its T&Cs, and all claims relating to the foregoing, are governed by the laws of Missouri, without regard to its conflict of laws rules or principles. Rental Contracts are governed by the laws of the jurisdiction where the rental vehicle is picked up by the Eligible Renter, without giving effect to the conflict of laws and/or provisions of such jurisdiction. Except as provided in these T&Cs, the parties shall bring any claim or action arising under the Standard Business Program only in the State or Federal Courts located in St. Louis, Missouri. Notwithstanding the foregoing, a Renting Entity or Company can bring any claim or action arising under a Rental Contract in the jurisdiction set forth in the relevant Rental Contract.
Events of Default and Remedies. The following shall constitute events of default (“Events of Default”) by Company under this Standard Business Program and its T&Cs: (a) if Company fails to pay in full when due any amount due under any Rental Contract and any such failure shall remain unremedied for five (5) business days; or (b) if Company violates any term, condition or provision of this Standard Business Program and/or a Rental Contract applicable to the vehicles and any such failure shall remain unremedied for five (5) business days; or (c) the occurrence of a material adverse change in the financial condition or business of Company, if Company ceases to do business as a going concern or there occurs a substantial change in the direct or indirect management or ownership of Company; or (d) if Company is in default under or fails to comply with any other present or future agreement with or in favor of EAN, its parent or any of its affiliated entities. Upon the occurrence of any Event of Default, EAN, with notice to Company, will have the right to exercise concurrently or separately (and without any election of remedies being deemed made), the following remedies: (1) EAN may demand and receive immediate possession of any or all of the vehicles or any other vehicle on rent to Company, without releasing Company from its obligations under these T&Cs or the Rental Contracts. If Company fails to or fails to cause surrender of possession of these vehicles and all accessories to EAN or representatives of EAN, EAN, or any agent of EAN and any of their respective independent contractors shall have the right to enter upon any premises where the vehicles may be located and remove and repossess the vehicle(s) without legal process or notice; (2) EAN may enforce performance by Company of its obligations under these T&Cs; (3) EAN may recover damages and expenses sustained by EAN, any agent of EAN or any of their respective successors or assigns in attempting or effecting enforcement of EAN’s rights under these T&Cs (including attorney’s fees and costs incurred, whether or not litigation is commenced) and/or in connection with bankruptcy or insolvency proceedings; and/or (4) EAN may exercise any other right or remedy which may be available to EAN under any other applicable law or in equity or under any of its rental contracts or leasing agreements. Any termination or expiration of the Standard Business Program shall not affect Company‘s obligation to pay all amounts due thereunder. All remedies of EAN under the Standard Business Program and its T&Cs or at law or in equity are cumulative.
INDEMNITY OBLIGATIONS. COMPANY HEREBY AGREES TO DEFEND, INDEMNIFY AND HOLD HARMLESS EAN AND ITS MEMBERS, SUBSIDIARIES AND AFFILIATES AND THEIR RESPECTIVE MANAGERS, DIRECTORS, OFFICERS, EMPLOYEES AND AGENTS AND THE SUCCESSORS AND ASSIGNS OF EACH OF THE FOREGOING (INDIVIDUALLY, AN “INDEMNIFIED PARTY” AND COLLECTIVELY, THE “INDEMNIFIED PARTIES”) FROM AND AGAINST ANY AND ALL CLAIMS, DEMANDS, SUITS, SETTLEMENTS, DAMAGES, LOSSES, LIABILITIES, INJURIES, COSTS AND OTHER EXPENSES, INCLUDING, WITHOUT LIMITATION, REASONABLE ATTORNEYS’ FEES, EXPERTS’ FEES, AND EXPENSES, PAID OR INCURRED BY, OR ASSERTED AGAINST, ANY INDEMNIFIED PARTY RELATING TO OR ARISING OUT OF OR IN CONNECTION WITH (I) THE NEGLIGENT, WRONGFUL OR TORTIOUS ACTS OR OMISSIONS OF THE COMPANY OR ANY OF ITS MANAGERS, DIRECTORS, OFFICERS, EMPLOYEES AND/OR AGENTS (INCLUDING ITS DRIVER(S) OR AUTHORIZED PERSONS) IN CONNECTION WITH THE STANDARD BUSINESS PROGRAM, T&CS AND/OR ANY RENTAL CONTRACT AND/OR (II) ANY ACT OR OMISSIONS OF ITS DRIVER(S) IN CONNECTION WITH THE OPERATION OF A RENTAL VEHICLE AND/OR (III) ANY BREACH OF THE STANDARD BUSINESS PROGRAM OR T&CS BY COMPANY AND/OR ANY RENTAL CONTRACT BY RENTER. THE INDEMNIFICATION PROVISIONS SET FORTH IN THIS SECTION SHALL SURVIVE ANY EXPIRATION OR TERMINATION OF THE STANDARD BUSINESS PROGRAM.
Authorization. Unless otherwise indicated, Company hereby authorizes EAN and/or Renting Entity to “re-write” each Rental Contract on behalf of Company every 30 days during which a rental period continues and Company is in possession of a vehicle, and each re-write shall be deemed a new signature by the applicable by Company and the applicable Renter. Company and/or Renter may revoke this authorization for a particular vehicle at any time upon notice to EAN.
Substitute Vehicle. EAN reserves the right to provide Company with a substantially similar truck as a substitute for any rental vehicle at any time and any such substitute truck shall become the rental vehicle for purposes of these T&Cs, and the “Vehicle” for purposes of the applicable Rental Contract.
Daily Inspection and Vehicle Operation. Company is required to and shall perform a daily inspection of each rental vehicle in accordance with DOT and/or local regulatory agencies carrier regulations, including (a) inspecting the rental vehicle to identify any damage or potential safety concern, (b) inspecting headlights, running lights, brake lights and turn signals and ensuring proper operation, (c) checking and maintaining all fluid levels, including the hub oil level if applicable (d) checking tires to ensure proper tread depth and tire wear and (e) checking tire pressure and maintaining tire pressure per the manufacturer’s recommendations. Company agrees that tire failure due to incorrect pressure or damage caused by the driver(s) of the rental vehicle will be the responsibility of Company. Company will not operate or permit the operation of any rental vehicle if there is any concern regarding the safe operation of such rental vehicle or maintenance issues which could cause damage to the rental vehicle. Company is responsible for any and all liability and damages resulting from operating a rental vehicle which should not be operated. Any records, reports, receipts and documentation regarding vehicle maintenance, inspection and repair shall be kept confidential and remain the property of EAN.
Maintenance, Corrective Repairs and Odometer Reading. Company agrees to report an updated vehicle odometer reading to EAN no less than once every fifteen (15) days. Company shall make each rental vehicle available for purposes of inspection and/or maintenance every thirty (30) days and in any case, promptly upon EAN request, especially in the event of a manufacturer issued safety recall. If preventative maintenance, routine maintenance and/or warranty repairs are required (not due to fault of the Company), EAN will schedule a time at one of its preferred vendors to have the repairs completed at EAN’s expense and include a replacement vehicle, if available. If mobile maintenance is requested by Company and approved by EAN, EAN may utilize a mobile services provider for such maintenance or repairs. Mobile maintenance or repairs may be subject to incremental costs and expenses in which case Company shall reimburse EAN for same in all cases.
In the event Company does not timely make the rental vehicle or odometer reading available pursuant to the foregoing provisions, Company shall be responsible for the costs and expenses of all such maintenance and corrective repairs as well as any damages arising from Company’s failure or delay. Company shall cause all operation of a rental vehicle to cease in the event (a) difficulties are encountered with the operation or performance with the rental vehicle or (b) EAN notifies Company that the rental vehicle is the subject of a manufacturer recall, non-compliant with DOT regulations or otherwise due for service. If a rental vehicle is not safely drivable, Company shall have the rental vehicle towed to a location designated by EAN. Company agrees to promptly notify EAN of any and all breakdowns and/or maintenance needs relating to any rental vehicle. Failure to provide such notification may result in repair costs that will be the responsibility of Company.
Company agrees to reimburse EAN for any and all costs related to roadside service, including but not limited to lost keys, lockouts, jump starts, out of fuel and flat tires, with the exception of roadside service resulting from malfunction of a rental vehicle not caused by Company or its drivers. In the event a rental vehicle’s ABS light is illuminated, the hub oil, if applicable, must be immediately checked. In order to obtain an accurate reading of the hub oil level, the rental vehicle must be on level ground with the wheels pointed straight. If, at any time, including during a daily inspection, it is determined that the hub oil is below the minimum level as indicated on the hubcap window or there appears to be a leak, the rental vehicle may not be driven and Company must have it towed to a repair shop designated by EAN. In the event a rental vehicle is towed pursuant to this section, EAN agrees to pay for reasonable towing expenses unless the rental vehicle is towed for damage that arises from Company’s responsibility, negligence or willful misconduct. Company agrees to avoid excessive use of the liftgate while the rental vehicle is not running and to avoid leaving the dome or box light illuminated causing undue battery drain. If a rental vehicle’s batteries die or need to be replaced due to any of the foregoing conditions, the repair expense and any related charges shall be the responsibility of Company. Company agrees to maintain a minimum of a 1/4 tank of fuel in the fuel tank at all times. If Company runs out of fuel and the rental vehicle must be primed, this expense and related charges shall be the responsibility of Company.
Decals, Logos, and Similar Items. Company acknowledges and agrees that it shall have no right to remove any decals or logos placed by EAN on a rental vehicle or to apply any painting, lettering, graphics, decals, logos and/or similar items to a rental vehicle without the prior written approval of EAN. Upon the expiration of a rental, Company shall, at its sole expense, replace any graphics, decals, logos and/or similar items removed by Company from the rental vehicle and remove any lettering, graphics, decals, logos and/or similar items applied by Company to the rental vehicle. If a rental vehicle is not returned in the required condition, Company agrees to pay EAN upon demand, at EAN’s option, the estimated cost to restore such rental vehicle to such condition (as determined by EAN in good faith), or the actual cost of restoration, if the rental vehicle is restored. Company shall not cover any warning or instructive notices on the truck or liftgate.
NOTWITHSTANDING ANY PROVISION CONTAINED IN THESE T&CS TO THE CONTRARY, IN NO EVENT SHALL EAN OR RENTING ENTITY BE LIABLE TO COMPANY OR ANY THIRD PARTY FOR ANY CONSEQUENTIAL, INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, PUNITIVE OR ENHANCED DAMAGES, LOSS OF GOODWILL, LOSS OF REVENUES, LOSS OF SAVINGS AND/OR INTERRUPTIONS OF BUSINESS, OR LOST PROFITS, ARISING OUT OF OR IN CONNECTION WITH THE STANDARD BUSINESS PROGAM OR T&CS, REGARDLESS OF (A) WHETHER SUCH DAMAGES WERE FORESEEABLE, (B) WHETHER OR NOT SUCH PARTY WAS ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, OR (C) THE LEGAL OR EQUITABLE THEORY (CONTRACT, TORT, OR OTHERWISE) UPON WHICH THE CLAIM IS BASED.
Deposit. To account for the Eligible Renter potentially incurring additional amounts owed under the Rental Contract, a deposit may be required at the time of the rental.
Program Changes. EAN may modify, add, or remove any portion of these T&Cs (including documents referenced herein) from time to time, with or without notice. Company’s continued use of the Standard Business Program following the posting of any changes to these T&Cs constitutes Company’s acceptance of those changes. All changes are effective immediately when posted and apply to use of the Standard Business Program thereafter.
