Introduction
In consideration of the mutual covenants contained herein, AudioQuest and the undersigned party (“Borrower”), on behalf of itself and its employees, contractors, and agents (collectively, the “Borrower”), hereby agree as follows:
1. EQUIPMENT LOAN
AudioQuest hereby loans to Borrower the personal property described in one or more Equipment Loan Exhibits (the “Equipment”), and Borrower is hereby granted a non-transferable license to use the Equipment upon the terms set forth below. Borrower acknowledges and agrees that it will not transfer or purport to transfer title or possession of the Equipment to any third party.
Borrower acknowledges that the Equipment provided may not match the exact specifications (e.g., cable length, color, connector type, or product version) of the items requested. Loaner products are subject to availability and may be substituted with functionally equivalent models at AudioQuest’s discretion. All substitutions will maintain equivalent performance for demonstration purposes.
AudioQuest retains full ownership of the Equipment at all times. The Equipment is loaned solely for demonstration, evaluation, or promotional use in connection with a HiFi show or agreed-upon event. Borrower shall not sell, lease, lend, or otherwise transfer possession or title of the Equipment to any third party.
2. TERM
This Loan is for the term that begins upon the date on which Borrower takes delivery from the carrier of the Equipment (the “Delivery Date”) and ends on the date on which Borrower releases the Equipment to the carrier for shipment back to AudioQuest, which shall be no later than the return date for that Equipment stated in the Equipment Loan Exhibit (the “Return Date”).
If Borrower fails to return the Equipment by the Return Date without prior written approval from AudioQuest, AudioQuest reserves the right to invoice the Borrower for the full MSRP of the Equipment and/or deny future loan requests.
3. RISK OF LOSS, INSURANCE, MAINTENANCE AND RETURN
Upon acceptance of the Equipment from the carrier and until AudioQuest accepts return shipment of such Equipment, Borrower shall protect it from any damage, and assumes all risk of loss of, or damage to, the Equipment from any cause whatsoever regardless of any insurance purchased by Borrower or AudioQuest. No such loss or damage shall relieve Borrower of any obligations under this Loan except as expressly set forth herein.
Borrower shall bear all shipping and insurance costs unless otherwise agreed in writing. Equipment must be returned in clean, working condition, reasonable wear and tear excepted. AudioQuest reserves the right to charge Borrower for any repair or replacement costs resulting from loss or damage beyond normal use.
4. TERMINATION
Borrower may terminate this Agreement and its right to use the Equipment, at any time and for any reason, by returning the Equipment to AudioQuest in the same condition as received. Equipment must be shipped to AudioQuest’s then-current return address as provided at audioquest.com (the "Return Address").
AudioQuest retains the right to terminate this Agreement immediately and without notice if Borrower breaches any terms herein or is subject to any bankruptcy or insolvency proceedings. AudioQuest may also terminate the Agreement for any reason with five (5) days advance written notice. In all cases of termination, Borrower will promptly return the Equipment to the Return Address in the same condition as received.
Equipment shall not be considered until AudioQuest provides written acknowledgment of receipt. Borrower is responsible for maintaining proof of return (e.g., tracking number and carrier confirmation).
5. MISCELLANEOUS PROVISIONS
All notices hereunder shall be deemed given when delivered. This Agreement contains the full and exclusive understanding between the parties regarding the subject matter and supersedes all prior agreements, communications, or representations. No amendments shall be valid unless made in writing and signed by both parties.
Borrower may not assign this Agreement or its rights or obligations hereunder, in whole or in part, without AudioQuest’s prior written consent. Any such attempted assignment shall be void. AudioQuest may assign this Agreement without Borrower’s consent.
The Equipment is provided “as is” without any warranty, express or implied, including but not limited to warranties of merchantability or fitness for a particular purpose.
Borrower agrees to indemnify, defend, and hold harmless AudioQuest and its officers, employees, and agents from and against any and all claims, damages, losses, or expenses (including attorney’s fees) arising from the use or misuse of the Equipment.
This Agreement shall be governed by and construed in accordance with the laws of the State of California and the United States without regard to conflict of laws principles. Any dispute shall be brought before a court of competent jurisdiction located in California.
