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Home My WebLink Aboutoshkosh corporation 7/8/2008SHORT TERM LOANER AGREEMENT July 21, 2008 In consideration of the covenants herein contained, Oshkosh Corporation, owner (hereinafter "Oshkosh "), hereby provides to the undersigned City of Oshkosh, Wisconsin (hereinafter "City "), for use at the Wittman Regional Airport - Oshkosh, Wisconsin (hereinafter "Airport") under the terms and conditions herein set out, the motor vehicle described below (hereinafter "Vehicle "). The vehicle to be utilized under this agreement is a 2008 Oshkosh Striker® 1500 Aircraft Rescue and Fire Fighting (ARFF) Vehicle. It is to be delivered by Oshkosh to the Wittman Regional Airport in the condition described below, and is to be picked up by Oshkosh at the same location and in the same condition, except for reasonable wear and tear resulting from normal use and operation of the Vehicle. At the conclusion of the loan, the parties shall record the returned condition of the Vehicle below. Year 2008 Make Oshkosh Model Striker 1500 Serial Number (VIN) 104302 Vehicle Condition Out In Bod Undercarriage Interior Glass Tires Mileage Hours Checked B - TERMS AND CONDITIONS City acknowledges and agrees to the following terms and conditions concerning the use of the described vehicle and thereby accepts the full responsibilities herein defined. It is agreed that these terms are contractual and that this contract represents the entire contract between Oshkosh and City. TERM. This is a short term loaner agreement (hereinafter "Agreement "), for the purpose of use of the Vehicle at the Airport in its capacity as an ARFF vehicle. The period of the Agreement (hereinafter the "Term ") begins on July 21, 2008, and ends at 5:00 p.m. on August 4, 2008 (the "Return Date "). If City shall fail for any reason to have the Vehicle available for pick -up by Oshkosh by the Return Date, City shall be liable for a late return charge of $100.00 per day until the Vehicle becomes available for pick -up by Oshkosh. LIMITED PURPOSE. The Vehicle is loaned to City for limited use. City shall use the Vehicle only for the following purposes: In its capacity as an aircraft rescue and firefighting vehicle. 3. OPERATION AND MAINTENANCE EXPENSES. City shall provide and pay for all operating expenses, including: a. Fuel and oil, fuel and mileage taxes and permits as necessary during the Agreement. b. License or registration fees relating to use of the Vehicle under this Agreement. c. Occupational and governmental taxes. d. Preventative maintenance as necessary during the Term. City will also be responsible for filling the foam tank with an Aqueous Film Forming Foam at City's expense at the beginning of the Term, and for draining the foam tank at the end of the Term. The dry chemical system shall NOT be filled or used at any time during the Term. The structural fire fighting system shall NOT be used at any time during the Term. 4. REPAIRS. In the event of mechanical breakdown, City shall make no repairs or modifications to the Vehicle without prior authorization from Oshkosh. City shall pay and be liable for all repairs arising out of any negligence of City, its employees or agents. All such repairs shall be done in a workmanlike manner, using first class repairs and materials. 5. INSURANCE. During the Term, City at its expense shall maintain the following insurance on the Vehicle: (a) Comprehensive coverage with not more than a $1,000 deductible: (b) Collision coverage with not more than a $1,000 deductible; (c) Third party liability with a combined single limit of not less than $5,000,000 per occurrence. All such insurance shall include Oshkosh as loss payee and additional insured as their interest may appear. Such coverage shall be written with an insurance company rated no less than A, VIII by A.M. Best. Each policy shall provide at least 30 days written notice of cancellation, material modification or non - renewal. Prior to release of Vehicle, City shall provide Oshkosh with a Certificate of Insurance providing evidence of these coverages and requirements. 6. ACCIDENTS, DAMAGES. City shall promptly notify Oshkosh of each accident involving the Vehicle and shall provide Oshkosh with copies of all reports, charges, or citations prepared or filed by City, its insurer or any governmental authority. City shall promptly repair, or cause to be repaired all such damage. INDEMNITY, HOLD HARMLESS. City shall hold harmless, defend and indemnify Oshkosh against any damage, loss, theft or destruction of the Vehicle, and against any and all losses, damages, injuries, claims, demands, costs and expenses (including legal expenses) of every kind and nature arising out of or connected with the use, condition (including, without limitation, any defect whether or not discoverable and any strict liability of Oshkosh) or operation of the Vehicle during the Term. City also shall advise Oshkosh promptly of any claim or demand involving the Vehicle or Oshkosh. 2 LIMITATION OF LIABILITY The City of Oshkosh agrees to provide liability protection for its officers, employees, and agents while acting within the scope of their employment. Subject to any limitations contained in Section 893.80 and any similar statute of the Wisconsin Statutes, City further agrees to hold Oshkosh harmless from any and all liability, including claims, demands, losses, costs, damages, and expenses of every kind and description (including death), or damages to person or property arising out of or in connection with or occurring during the course of this agreement where such liability is founded upon or grows out of the acts or omission of any of the officers, employees or agents of the City of Oshkosh while acting within the scope of their employment. 9. OTHER RESPONSIBILITIES OF CITY. City accepts complete responsibility for operation of the Vehicle, including: a. The Vehicle shall not be operated except by employees or agents of City who shall first have been adequately trained in such operation by City and who hold a valid Commercial Driver's License. b. The Vehicle shall not be operated with loads in excess of GVW or GCW limits defined for the Vehicle. C. The Vehicle will not be operated in violation of applicable federal, state or municipal law. 10. LOANER ONLY. City has neither legal nor equitable ownership of the Vehicle, but has only the right to use the same as provided by this Agreement. Ownership and title to the Vehicle shall belong at all times to Oshkosh, notwithstanding any documentation given to City to permit its use by City. City shall not in any manner permit or cause the Vehicle to be mortgaged or to be made subject to any lien or security interest. 11. NO CONSEQUENTIAL DAMAGES. In no event shall Oshkosh be liable for any loss or profits, other incidental or consequential damages or inconvenience due to any theft, damage, loss, defect or failure of the Vehicle, or for time consumed in recovering, repairing, servicing or replacing the same, and there shall be no abatement or apportionment of the loan Term during such time. 12. NO ASSIGNMENT OR SUBLEASE. This Agreement may not be assigned. 13. INSPECTION. Oshkosh at any time may inquire of the location of the Vehicle and may inspect the Vehicle during normal business hours of City upon 24 hours' notice. City shall give Oshkosh immediate notice of any levy attempted upon the Vehicle by any third party. 14. TERMINATION. At the option of Oshkosh this loan shall terminate immediately upon occurrence of any of the following: a. Violations by City of any term or covenant to be performed by it under this Agreement. b. Operation of the Vehicle by any person not an employee or agent of City or otherwise authorized by City and not adequately trained in such operation. 3 -Upon termination, City shall cease to operate the Vehicle except for the purpose of preparing for pick up`of the vehicle by Oshkosh in the condition provided by this Agreement. 15. WISCONSIN LAW `The parties intend this Agreement to be executed in and interpreted; construedand enforced in accordance with the laws of the State of W Iscongln W k il 16. DISCLAIMER City disclaims any dealership or distributorship relationship of any kind as a result of the loan of the Vehicle from Oshkosh. Executed by the parties on the date set forth on page 1. City of Oshkosh, Wisconsin Wittman Regional Airport 525 West 20 Avenue Oshkosh, WI 54902 By: g 2 rtPfjrjV ' By: John Fitzpatric6 Title: Aging City Manager Title: 0. �'j o jot*e { < N� APPR ?DIED: {�` e ln �.`. `Lyn Lorens n, Ci tto ney Oshkosh Corporation 2307 Oregon Street Oshkosh, WI 54902 4