This is a Rental Agreement. It shall not be construed as a purchase and sale agreement for the Rental Equipment or provide Customer with any option to purchase the Rental Equipment. The terms and conditions of this Rental Agreement also fully apply to any parts and/or products purchased for use with the Equipment rented. For the purpose of this Rental Agreement, "Peterson" shall mean Peterson Power Systems, its owners, officers, directors, shareholders, and employees, and "Customer" shall mean Customer, its agents and/or employees. Customer agrees to be bound by and to comply with all of the terms of this Rental Agreement upon (i) Customer’s acceptance of the rental equipment, (ii) the delivery of the rental equipment by Peterson or a third party, (iii) Customer’s use of the rental equipment, or (iv) Customer’s signature hereto, whichever occurs first. In consideration of renting of the Equipment (herein the "Rental Equipment or Equipment") described on the front of this Rental Agreement it is agreed as follows:

  1. INDEMNITY/HOLD HARMLESS. Customer will take all necessary precautions regarding the Equipment rented and use of the Equipment, and protect all persons and property from injury or damage. Peterson shall not be liable for injury or damage of any kind whatsoever, whether to person(s) and/or Equipment and/or loss of time, and/or for any other loss, arising from the use of, or in any way connected with, said Equipment or any part thereof, from whatever cause arising. To the maximum extent permitted by law, Customer agrees to indemnify and hold Peterson free and harmless against all claims, loss, damage, liability, expense (including attorney's fees) and penalty arising or resulting from any loss or damage to property, personal injury, bodily injury, sickness or disease, including death, howsoever arising, directly or indirectly, from or incident to the ownership, maintenance, operation, use, or storage of the Equipment, or its handling or transportation during the rental period or while in transit, and whether such injury or death to person(s) be of agents or employees of Customer or a third party. Customer further agrees to indemnify and hold Peterson harmless from any and all claims, actions, expenses, damages, costs and liabilities arising from exposure of the Equipment to hazardous material or waste. This indemnification survives and continues after the term of this lease or rental.
  2. ASSUMPTION OF RISK/RELEASE-DISCHARGE OF LIABILITY. Customer is fully aware and acknowledges there is a risk of injury or damage arising out of the use or operation of the Equipment rented hereunder and hereby elects to voluntarily enter into this Rental Agreement and assume all risks of injury or damage. Customer agrees to release and discharge Peterson from any and all responsibility or liability for such injury or damage arising out of the use, maintenance, instruction, operation, possession or rental of the Equipment being rented and Customer further agrees to waive, release and discharge any and all claims for injury or damage against Peterson which Customer otherwise may be entitled to assert.
  3. OPERATORS. Customer shall employ competent, qualified operators to attend and operate the Equipment, and who shall follow all operating and maintenance instructions and procedures as per Equipment manufacturer's requirements. The Equipment shall not be used in violation of any federal, state or municipal statute, ordinance or regulation, and shall be used only in connection with the Customer's business. Customer agrees to keep said Equipment, during the full period Customer is renting same from Peterson, in Customer's custody and at the place specified herein, and not to remove and/or sublease or re-rent same without Peterson's consent in writing first obtained. Customer's rights under this lease are not assignable without Peterson's written permission. Customer shall not undertake any alterations, modifications or repairs to Equipment without prior written consent of Peterson. Any accessories, parts, or devices attached to or installed in the Equipment by Customer with said consent of Peterson, shall become the property of Peterson and shall not be removed by Customer without prior written consent of Peterson, and if said consent is granted, the Equipment shall be placed in the same condition as prior to the attachment or installation.
  4. ACCIDENT REPORTING. In the event of an occurrence in connection with the Equipment which causes damage to the Equipment, or any other property damage or personal injury, Customer shall immediately stop using said Equipment, secure it to maintain its condition as it was at the time of occurrence, and shall immediately inform Peterson of the occurrence. Customer shall cooperate with Peterson in obtaining names of witnesses of the occurrence and such other information pertinent therein.
  5. RECEIPT/INSPECTION OF EQUIPMENT. Customer rents the Equipment on an "as is" basis. Customer acknowledges that he has, or will, personally inspect the Equipment prior to its use and finds it suitable for the Customer's needs. Customer acknowledges receipt of all items listed in this Rental Agreement and that the Equipment is in good working order and repair and that Customer understands (without further instructions) its proper operation and use. The Service Meter Reading (SMR) or Hour Meter of the Equipment at the time of delivery to Customer is as set forth in the service meter log section of the contract. Customer agrees that if the service meter supplied with the Equipment is broken or becomes inoperative during the term of the rental, then Peterson has the right to determine conclusively in it sole discretion, the total hours of use.
  6. POSSESSION/TITLE. Customer's right to possession of the equipment begins upon equipment leaving Peterson and terminates on the return of the Equipment to Peterson as provided for herein. Customer shall provide adequate, customary security for said Equipment while in Customer's possession. Time is of the essence of this Rental Agreement. Title to the Equipment is and shall remain at Peterson. If the Equipment is not returned and/or is levied upon for any reason whatsoever, Peterson may retake said Equipment without further notice or legal process and use whatever force is reasonably necessary to do so. Customer hereby agrees to indemnify, defend and hold Peterson harmless from any and all claims and costs arising from such retaking and/or levy. If Equipment is levied upon, Customer shall notify Peterson immediately.
  7. RENTAL PERIOD/RATE/PAYMENT. The Rental Period is for a minimum of seventy-two (72) hours unless a shorter term is specified in the Rental Agreement Agreed Return Date on the front of this Rental Agreement. Rental rates are based upon single shift usage (eight hours per day, five days per week). If Customer makes greater use of the Equipment, it is agreed that the additional usage will be charged. For the purpose of this Rental Agreement, "Rental Price" shall equal the rental rate described on the front of this Rental Agreement multiplied by the Rental Period as described in this section. Rental charges begin immediately upon Equipment leaving Peterson. Rental charges end upon return of the Equipment to Peterson in an acceptable condition. No allowance will be made for Saturdays, Sundays, Holidays, or time in transit, for any period of time the Equipment may not be in actual use while in Customer's possession. If the Equipment is returned prior to the end of the minimum rental period, the rental due shall be for the entire minimum rental period. Peterson may terminate this rental at anytime and retake the Equipment without further notice in case of violation by Customer of any terms or conditions of this Rental Agreement, including failure to pay any sum due under this Rental Agreement. When due, Customer agrees to pay any collection costs and attorney fees incurred in collection of this account or any dispute arising out of this Rental Agreement. Customer agrees to pay a monthly service charge on all unpaid balances of one and one half percent (1.5%) per month, eighteen percent (18%) per year on overdue balances until paid. Customer agrees to pay Peterson a fee for environmental compliance.
  8. USE OF EQUIPMENT. Equipment shall be used solely in Customer's business and kept only at its place of business or job site (except that Equipment may be moved in the normal course of Customer's business), and shall not be removed without prior written consent of Peterson. At no time shall the Equipment ever be used in or near salt water. In any event, the Equipment shall not be removed from the continental United States without Peterson's consent in writing first obtained. Customer shall notify Peterson, prior to moving Equipment from its place of business or the job site as set forth in this Agreement, of the location, and project to which the Equipment is relocated and the date(s) the Equipment is removed or placed on any job site. Customer shall promptly respond to all requests by Peterson concerning the job site (including, but not limited to, the identity of the property owner, general contractor, surety, if any, and legal description of premises).
  9. CUSTOMER HAS RISK OF LOSS/ORDINARY WEAR AND TEAR. From the date and time Customer shall take possession of each item of Equipment, and until such item shall be returned to Peterson, Customer shall bear all risk of loss of or damage to the Equipment resulting from all causes. Customer shall be responsible for all damage not caused from ordinary wear and tear. "Ordinary wear and tear" shall mean only the normal deterioration of the Equipment caused by ordinary, reasonable and proper use of the Equipment. Damage which is not "ordinary wear and tear" includes, but is not limited to: damage due to overturning, overloading or exceeding rated capacities; breakage, improper use, abuse; lack of cleaning, dirtying of Equipment by paint, mud, plaster, concrete, rosin or any other material; corrosion due to harsh environments; fire; or unclean or improper fuel or lubricants. An item of Equipment shall be "lost" when the cost of repair equals or exceeds the amount necessary to replace the item with a new item of Equipment equivalent in the discretion of Peterson, with the item which was lost (the "Replacement Cost"). "Lost" shall also mean total loss, either by destruction, theft, misplacement, or other means. If an item of Equipment is lost, Customer shall, on demand, pay to Peterson funds equivalent to the replacement cost of the item which was lost. If an item is damaged to an extent that the item has not been "lost", Customer shall on demand, pay to Peterson all repair charges, including parts and labor, at Peterson's standard rates or the rates charged by any other repair shop selected by Peterson, should Peterson elect to have the item repaired elsewhere. In either event, whether an item be lost or damaged, Customer shall notify Peterson within twenty-four (24) hours after such loss or damage. In the case of a lost item, the rental charges shall continue to accrue until full payment as required herein is made by Customer, where Equipment has been damaged, the rental charges shall continue to accrue until all repairs have been completed by Peterson or by another repair shop selected by Peterson. Customer is responsible for any repair or replacement of tires due to loss or damage beyond normal wear inherent in the use of the Equipment. This will include up to the full replacement cost of said tires or tubes.
  10. INSURANCE REQUIREMENTS. Customer shall cause each item of Equipment rented from Peterson to be covered by a property casualty insurance policy issued by an insurance company with a rating of A or better in Best's Insurance Guide. Said policy shall be sufficient to fund the obligations of Customer under Section 9 to pay for damage to any item should an item be damaged and to pay for the replacement cost of the item should an item be lost. Customer shall also maintain a Commercial General Liability Policy in an amount not less than $1,000,000.00 per occurrence/$2,000,000.00 general aggregate against claims for bodily injury, death or property damage arising in connection with the Equipment rented by Peterson to Customer. Peterson Power Systems, its owners, officers, directors, shareholders, and employees must be named as Additional Insured on a form equivalent to CG2028 and it must state the insurance is primary and non-contributory with any insurance carried by Peterson. Customer shall also provide certificates or other evidence showing an Equipment Floater including coverage for Equipment Rented From Others with Peterson named as Loss Payee with respect to Equipment rented. Customer is required to carry physical damage insurance on a replacement cost basis for the Equipment being rented. Customer shall notify Peterson promptly of any cancellation or expiration of insurance policies.
  11. COMPLIANCE WITH LAWS/USE OF EQUIPMENT. Customer agrees not to use or allow anyone to use the Equipment for any illegal purpose for any illegal manner or in an unsafe manner. Customer agrees at his sole cost and expense to comply with all municipal, county, state, and federal laws, ordinances and regulations which may apply to the use of the Equipment during the rental period. Customer further agrees to pay all licenses, fines, fees, permits, or taxes arising from his/her use of the Equipment, including any subsequently determined to be due. Customer shall not: allow any person to use or operate the Equipment when it is in need of repair or when it is in an unsafe condition or situation; modify, misuse, harm or abuse the Equipment; permit any repairs to the Equipment without Peterson's prior permission; or allow a lien to be placed upon the Equipment. Customer at his own expense agrees to check filters, oil, fluid levels, and air pressure, clean and visually inspect the Equipment at least daily and to immediately discontinue use and notify Peterson when Equipment is found to need repair or maintenance or when it is not properly functioning. Customer acknowledges that Peterson has no responsibility to inspect the Equipment while it is in Customer's possession.
  12. RETURN OF EQUIPMENT. Customer agrees to return to Peterson the equipment in as good a condition as when received, ordinary wear and tear excepted by the Rental Agreement Agreed Return Date. Customer agrees to pay to have the fuel tanks be returned to 3/4 full at the conclusion of the rental. Customer shall be liable for all damages to or loss of the Equipment and liability incurred prior to Equipment's return to Peterson. Customer shall be responsible for all costs incurred by Peterson recovering and returning damaged Equipment to Peterson's premises. If Equipment is to be "picked-up" by Peterson, Customer agrees to provide a secure storage location and Customer accepts all risk including damage to and liability relative to Equipment until the Equipment is picked-up by Peterson.
  13. DISCLAIMER OF WARRANTIES. Peterson makes no warranty of merchantability or fitness for any particular use or purpose, either expressed or implied. There is no warranty or representation that the Equipment is fit for Customer's particular intended use, or that it is free of latent defects. Peterson shall not be responsible for any defect or failure unknown to Peterson. Customer's sole remedy for any failure of or defect in the Equipment shall be termination of the rental charges at the time of failure provided that Customer notifies Peterson immediately of such failure and returns the Equipment to Peterson within twenty-four (24) hours of such failure.
  14. PURCHASE ORDERS. The use of Customer's purchase order number on this Rental Agreement is for Customer's convenience and identification only and does not alter, modify or nullify any of the terms and conditions of this Rental Agreement.
  15. PETERSON'S RIGHT TO INSPECTION AND REMOVE EQUIPMENT. Peterson shall have the right, at any time during business hours, to enter the Customer's premises for the purpose of inspecting the Equipment and making any repairs and adjustments necessary to the proper and safe operation thereof. Peterson also reserves the right in its sole discretion, to remove the Equipment covered by this Agreement and to replace the same with similar Equipment at any time during the term hereof. Furthermore, if, for any reason, it becomes necessary for Peterson to retake the Equipment, Customer authorizes Peterson to retake the Equipment without further notice or further legal process and agrees that Peterson shall not be liable for any claims for damage or trespass arising out of the removal of the Equipment.
  16. LEGAL FEES. In the event an attorney is retained to enforce any provision of this Rental Agreement, the prevailing party in the dispute shall be entitled to recover reasonable attorney's fees and court costs in such action, or proceeding, in an amount to be determined by the court.
  17. ENVIRONMENTAL FEE. If an Environmental Fee is charged, it is a recovery by Peterson to offset its expenses and costs, including its overhead, for handling, managing, and/or disposing of waste materials associated with the rented equipment that contain hazardous substances, such as motor oil, grease, and/or hydraulic fluid, as well as related administrative cost.
  18. NOTICE OF NON-WAIVER/SEVERABILITY. Any failure of Peterson to insist upon strict performance by Customer as regards to any provision of this Rental Agreement shall not be interpreted as a waiver of Peterson's right to demand strict compliance with all other provisions of this Rental Agreement against Customer or any other person. The provisions of this Rental Agreement shall be severable so that the enforceability, invalidity or waiver of any provision shall not reflect any other provision.
  19. GENERAL PROVISIONS. This Agreement shall be binding on, and inure to the benefit of Peterson and Customer and their respective successors and assigns (it being understood, however, that Customer shall not assign its rights under this Agreement without the prior express written consent of Peterson). The indemnities and assumptions of liabilities and obligations by Customer under this Agreement shall continue in full force and effect not withstanding the return of the Equipment. Neither Peterson nor Customer is bound by any understanding with regard to the rental of said Equipment not expressly set forth in this Agreement. The failure of Peterson to enforce any of its rights hereunder shall not constitute a waiver of those rights. If any provision of this Agreement shall be unenforceable, for any reason whatsoever, this Agreement shall remain in full force and effect and shall be enforceable in accordance with its terms as if the unenforceable provision were not included herein.
  20. HAZARDOUS MATERIAL. Customer shall not expose the Equipment to any HAZARDOUS MATERIAL OR WASTE. In the event the Equipment is exposed to any hazardous material or waste, Customer shall immediately (1) notify Peterson, (2) remove the Equipment from such exposure and (3) completely clean and decontaminate the Equipment. If the Equipment cannot be completely cleaned, decontaminated and otherwise discharged from all adverse effects of such exposure, Customer agrees to pay Peterson the full value of the Equipment, together with interest at the rate of eighteen percent (18%) per annum from that date until the said sum is paid in full.
  21. ADDITIONAL TERMS FOR RENTALS OUTSIDE THE CONTINENTAL U.S. Customer shall be importer of record. As the importer of record, Customer shall be liable for all governmental, broker and or any and all 3rd party filings registrations and importer proceedings. In addition, as the importer of record, the Customer shall pay any import tariffs, customs, duties, port fees, value added or other taxes and charges as a result of importation or exportation/return of any and all equipment or property under this rental agreement. The term equipment is meant to include all rental equipment delivered to Customer, related appurtenances, spare parts, replacement parts, emergency repair parts, and special tooling shipped at any time during the contract term. If any government agency assesses Peterson or any of its affiliates for any of such import tariffs, customs, duties or other taxes, Customer shall reimburse Peterson immediately upon presentation of assessment/notification. The reimbursement shall be for the amounts due as well as for reasonable expenses incurred to address the matter. This may also include reasonable professional fees to the extent incurred by Peterson. Taxes shall be defined as any type of tax based upon income, withholding, gross receipts, property (personal and real), value added, sales/use or any other type. Customer shall also pay or reimburse Peterson for any employment related taxes assessed upon Peterson employees when performing services related to such rental agreement outside of the United States. Employment taxes are defined as income, payroll, unemployment or any other type of assessments as a result of the services performed outside of the United States. Customer shall be responsible for all withholding taxes assessed on or required to be withheld on rental or service payments paid to Peterson. As a result, Customer shall gross up all payments to the Peterson to account for such taxes, such that the Peterson is paid a net amount agreed to in this rental agreement. If Peterson is later able to avail itself of a Foreign Tax Credit for any withholding taxes on its United States Income Tax Return, it will refund such excess payments to the Customer. In addition, if Peterson is able to receive a refund of such withholding from the foreign taxing authorities, it will remit the refunds to the Customer upon receipt, less the cost of applying for such refunds. These costs include reasonable professional services fees necessary to prepare the necessary filings.
  22. CONTRACT ACCEPTANCE. This Rental Agreement may be executed or delivered by facsimile or electronic mail transmission. If a specific contract is not signed, payment of invoice and/or use of Equipment will be deemed as acceptance of all terms and conditions herein. Customer further agrees that the signing of this agreement by any person(s) taking possession of or receiving the Equipment on behalf of Customer constitutes full agreement by Customer of all terms and conditions contained herein.
  23. CUSTOMER DELIVERY OF RESALE CERTIFICATES. Customers must provide Peterson with resale certificate prior to taking possession of equipment on non-taxable transactions.
  24. GOVERNING LAW. This agreement and any attachments or related documents shall be governed by the laws of the State of California for all rentals and services provided in that state, by the laws of the State of Oregon for all rentals and other services provided in that state, and by the laws of the State of Washington for all rentals and services provided in that state. Peterson also has the right to choose the venue and jurisdiction of any court action or dispute resolution proceeding.
  25. OREGON HEAVY EQUIPMENT RENTAL TAX, EFFECTIVE 1/1/2019. All qualifying heavy equipment rentals in Oregon, Peterson shall collect from Customer a Heavy Equipment Rental Tax as imposed by Oregon Laws 2018, Chapter 64. The tax collected shall equal 2% of the Equipment Rental Price due from Customer under this Rental Agreement on all "qualified heavy equipment", as that term is defined under Oregon law. For more information go to https://www.oregon.gov/DOR/programs/businesses/Pages/hert.aspx