ARCS RENTAL EQUIPMENT ADDITIONAL TERMS AND CONDITIONS
- TERMS. Customer’s rental of the Equipment is conditioned upon customer’s agreement with the terms of this contract. All of the
terms herein are incorporated into all future contracts between ARCS, Inc. (AKA AS ARCS for purposes of this contract) and
Customer upon Customer’s use of ARCS’s equipment under those contracts without objection, unless subsequently modified in
writing by ARCS. Any reference in Customer’s purchase order or any other Customer document (except for any executed Customer
credit application or additional terms which are required by law) shall be void and deemed rejected. “Customer” is identified on the
Contract and includes any representatives, agents, officers, or employees of Customer and anyone signing the Contract on their behalf.
“Equipment” is the equipment and/or services identified on this Contract, together with all replacements, repairs, additions,
attachments and accessories thereto. Customer represents that the “Site Address” is the location where the Equipment will be located
throughout the Rental Period and is identified on the Contract. “Store” is the ARCS location identified on the Contract. “ARCS” is
ARCS Industries, Ltd. and its affiliated companies, their respective officers, directors, employees, or agents.
- FORCE MAJEURE. ARCS is not liable for any delay or failure to deliver the Equipment due to causes beyond ARCS’s control,
including, but not limited to, acts of God, fires, strikes, lockouts, floods, government laws, regulations, embargoes, shortages of
material, components, or labor disputes, change of design, or discontinuances of manufacture. Any delivery dates stated on the lease
agreement shall be extended by the time resulting from any such delay.
- RENTAL CONTRACT. ARCS hereby rents to Customer and Customer rents from ARCS the Equipment pursuant to this Contract.
Customer shall pay ARCS the rental rates (including any minimum rental identified on the Contract, and other charges described
herein when due, return the Equipment to ARCS as required herein and otherwise comply with the Contract. This Contract is a true
lease. The Equipment is and shall remain the personal property of ARCS. The Equipment shall not be considered affixed to real
property. The Equipment shall be maintained by Customer such that the Equipment may be removed without damaging any building
- PERMITTED USE. Customer agrees that ARCS has no control over the manner in which the Equipment is operated during the
Rental Period by Customer or any third party that Customer implicitly or explicitly permits. Customer warrants that prior to each use
of the Equipment, Customer has or will inspect the Equipment to confirm that the Equipment is in good condition, without defects,
includes readable decals and operating and safety manuals and is suitable for Customer’s intended use. Customer warrants that any
apparent agent at the Site Address is authorized to accept delivery of the Equipment. Customer shall immediately notify ARCS if the
Equipment is lost, damaged, stolen, unsafe, disabled or malfunctioning, defects are discovered, the Equipment is levied upon, or
threatened with seizure, or if an Incident occurs. Customer has received from ARCS all information needed or requested regarding the
operation of the Equipment. ARCS is not responsible for providing operator or other training. Customer can request training from
ARCS and even if ARCS agrees to provide training at either a cost or no charge, ARCS is not responsible for equipment operator’s
competency to use rented equipment and is not responsible if equipment operator causes damage or harm to people, places, and things
while using ARCS equipment. Customer is responsible to obtain all training that Customer desires from third parties if ARCS does
not provide such training, prior to the Equipment Use. Only Authorized individuals, those who are familiar with and properly trained
to use the Equipment, and are not under the influence of drugs or alcohol shall use and operate the Equipment. The Equipment’s use
shall be in a careful manner, in compliance with all operation and safety manuals and other instructions provided on, in or with the
Equipment and all Federal, State, and local laws and licenses, including but not limited to OSHA, as revised. All Equipment shall be
kept in a secure location.
- PROHIBITED USE. Customer shall not alter, disfigure, or cover up numbering, lettering, decals, or insignia on the Equipment or
remove any operation or safety manuals. Customer shall not assign its’ rights under this Contract. Customer shall not move the
Equipment from the Site Address without ARCS written consent of the new location. Customer shall not intentionally damage the
Equipment. Customer shall not use the Equipment in a negligent, reckless, illegal, unauthorized or abusive manner nor allow the
operation of the Equipment for an illegal purpose or by any unauthorized individual. Customer acknowledging that the Equipment
may be dangerous if used improperly or by untrained parties.
- MAINTENANCE. Customer shall perform routine maintenance of the Equipment, including inspections and maintenance of fuel
levels, grease, filters, cooling system, water, batteries, and cleaning in accordance with the manufacturer’s specifications (all other
maintenance or repairs may only be performed by ARCS, but ARCS has no responsibility during the Rental Period to inspect or
perform any maintenance or repairs unless Customer requests a service call). If ARCS determines that repairs to the Equipment are
required, other than Ordinary Wear and Tear, Customer shall pay the full cost of repairs, and rental of the Equipment until the repairs
are completed. “Ordinary Wear and Tear” means normal deterioration considered reasonable in the equipment rental industry for one
shift use. ARCS has the right to enter, inspect, and observe the use of the Equipment, wherever located. Customer has the authority
to and hereby grants ARCS the right to enter the physical location of the Equipment for the purposes set forth herein. ARCS shall be
responsible for repairs needed because of Ordinary Wear and Tear. Customer agrees that repair or replacement of the Equipment is
Customer’s exclusive remedy for ARCS breach of this Contract. Notwithstanding ARCS service commitment, ARCS shall have no
obligation to (a) repair or replace Equipment damaged by Customer’s breach of this Contract or other misuse, abuse or neglect; or (b)
stop the rental period, commence repairs or rent other equipment to Customer until Customer or Customer’s insurance company has
inspected such Equipment and agreed to pay or paid for such costs.
- CUSTOMER LIABILITY FOR DAMAGE AND LOSS. CUSTOMER ASSUMES DURING THE RENTAL PERIOD
(DEFINED BELOW) ALL RISKS ASSOCIATED WITH THE POSESSION, CUSTODY, AND OPERATION OF AND
FULL RESPONSIBILITY FOR, THE EQUIPMENT, INCLUDING BUT NOT LIMITED TO, PERSONAL INJURY,
DEATH, RENTAL CHARGES, LOSSES, DAMAGES AND DESTRUCTION, INCLUDING TRANSPORT, LOADING,
AND UNLOADING. “Incident” is any fine, citation, theft, accident, casualty, loss, injury, death or damage to person or property,
claimed by any person, or may be or appears to have occurred on, in connection with, or around the Equipment. After an incident,
Customer shall (a) immediately notify the police and ARCS; (b) secure and maintain the Equipment and the surrounding premises in
the condition existing at the time of such Incident, until ARCS and/or its designees investigate such Incident (c) immediately after
receipt submit to ARCS copies of all police or other third party reports and notify ARCS of any other reports; and (d) pay ARCS, in
addition to other sums due herein the rental rate for Equipment until the repairs are completed or Equipment replaced plus (i) the
manufacturer’s list price on the date of the loss (“MSLP”) of the lost or destroyed Equipment (“lost” being when Equipment location
is unknown, or Customer in unable to recover for a period of 30 days): or (ii) the full cost of repairs of damaged Equipment. Accrued
rental charges shall not be applied against such additional amounts. ARCS shall have the immediate right, but not obligation, to
reclaim any Equipment involved in any Incident.
- NO WARRANTIES. ARCS disclaims any and all representations and warranties, express or implied, with respect to the Equipment
and its durability, condition, merchantability, or fitness for any particular purpose. Customer acknowledges acceptance of the
Equipment on an “AS IS WHERE IS” basis with “ALL FAULTS” and without any recourse whatsoever against ARCS. Customer
assumes all risks associated with the Equipment and releases ARCS from any and all liabilities and damages (including lost profits,
personal injury, and special and incidental, and consequential damages) in any way connected with the Equipment, its operation or use
or any defect or failure thereof or a breach of ARCS obligations herein.
- RELEASE AND INDEMNIFICATION. To the fullest extent permitted by law, Customer indemnifies, releases, holds ARCS
harmless and at ARCS request, defends (with counsel approved by ARCS) from and against all liabilities, claims, losses, damages,
and expenses (including attorney’s fees and expenses) however arising or incurred, related to any incident, any damage to property,
injury to, or death of any person or any contamination or alleged contamination, or violation of law or regulation caused by or
connected with the use, possession, or control of the Equipment during the rental period or breach of this contract, whether or not
caused by the active or passive negligence or other fault of any party indemnified herein and any of the foregoing arising or imposed
in accordance with the doctrine of strict or absolute liability. Customer’s indemnity obligations shall survive the expiration or
termination of this contract. If any part of this section is determined invalid by a court or competent jurisdiction, customer agrees that
this release and indemnification shall be enforceable to the fullest extent permitted by law.
- INSURANCE. During the Rental Period, Customer shall maintain, at its’ own expense, the following minimum insurance coverage
(a) general liability insurance of not less than $1m per occurrence, including but not limited to, coverage for Customer’s contractual
liabilities herein (including the release and indemnification clause contained in Section 8); (b) property insurance against loss by all
risks to the Equipment, in an amount at least equal to the MSLP thereof; and (c) worker’s compensation insurance as required by law;
and (d) if the Equipment is to be used on any roadway, automobile liability and physical damage insurance (including comprehensive
and collision coverage, a non-owned vehicle and endorsement and uninsured motorist coverage), in the same amounts set forth in
subsections (a) and (b). Such policies shall be primary (and not on an excess basis), on an occurrence basis, name ARCS as an
additional insured and loss payee, and provide for ARCS to receive at least 30 days prior written notice of any cancellation or material
change in such coverage. Customer shall provide ARCS with certificates of insurance evidencing the coverage’s required above prior
to any rental and any time upon ARCS (failure to provide such certificates may constitute a breach of this Contract). The insurance
required herein does not relieve Customer of any of Customer’s responsibilities, indemnification or other obligations herein, or for
which customer may be liable by law or otherwise.
- RENTAL PERIOD. “Rental Period” commences when the Equipment is picked up or delivered to Customer or the Site Address and
continues until the Equipment is picked up or returned to ARCS during normal business hours, provided the Customer has otherwise
complied with this Contract and the Equipment is in the condition required herein. ARCS may terminate this Contract at any time, for
any reason, after the estimated Rental Period identified on the Contract. If Customer elects for ARCS to pick up the Equipment,
Customer must call ARCS and receive a Pick Up Number (defined below). Customer may receive a credit for the rental charges from
the date the Pick Up Number is given (so that the Rental Period ends on the date the Pick Up Number is given), provided Customer
has otherwise complied with this Contract and the Equipment is in the condition required herein.
- RENTAL RATES. The total charges specified in this Contract are: (a) estimated based upon Customer’s representation of the
estimate Rental Period identified on the Contract (rental rates beyond the estimated Rental Period may change); and (b) for the
Equipment’s use for “one shift” being not more than 8 hours per day and 40 hours per week unless otherwise noted. Weekly and
monthly rental rates may or may not be prorated and/or the daily rental rate may apply. Minimum daily or weekly or monthly fees in
the amount of stated rental rates shown on agreement will always apply regardless how long equipment is used. Customer shall notify
ARCS if the Equipment is used in excess of the above number of hours or the estimated Rental Period, and if so used, Customer shall
pay additional fees. In addition to the rental rates and other fees for the Equipment, Customer is responsible for (i) all licenses, fees
and taxes based on Customer’s use of the Equipment; (ii) delivery and pickup costs to and from the store; (iii) maintenance , repairs
and replacements to the Equipment as provided herein; (iv) a cleaning fee if the Equipment is returned unclean; (v) fees for lost keys;
(vi) fuel used during the Rental Period (Customer may either return the Equipment fully fueled or a fuel charge shall be assessed
(designed to cover ARCS direct and indirect costs of refueling the Equipment )); and (vii) an environmental charge (designed to cover
ARCS direct and indirect costs of handling and disposing of wastes and hazardous materials.) The environmental charge is not a
government mandated charge. Payment for all estimated charges is due at the time of rental, in cash or by credit card, unless ARCS
approves Customer’s executed credit application.
- PAYMENT. Customer is liable for and shall pay all rental charge(s) and applicable federal, state and/or local taxes, without offsets,
deductions or claims, in full no later than the end of the Rental Period, or if an approved credit customer, upon receipt of ARCS
invoice within agreed to terms. Customer must notify ARCS in writing of any disputed amounts, including credit card charges, within
15 days of receipt of the invoice/contract or Customer shall be deemed to have irrevocably waived its right to dispute such amounts
and the amounts shall be deemed final and binding. At ARCS discretion, any credit account with a delinquent balance may be placed
on a cash basis, deposits may be required, and the Equipment picked up without notice. Due to the difficulty in fixing actual damages
caused by a late payment, Customer agrees that a service charge equal to the lesser of 1.5% per month or the maximum rate permitted
by law shall be assessed on all delinquent accounts, until paid in full. Deposits are only required to be retuned after all fees and
expenses paid in full. Customer agrees that if a credit card is presented to pay for charges or to guarantee payment, Customer
authorizes ARCS to charge the credit card the estimated charges specified in this Contract, any required security deposit and all
additional charges subsequently incurred by Customer, including but not limited to, loss of or damages to the Equipment. Customer’s
obligations to return and pay for the amounts due herein shall survive the Rental Period and termination of this Contract.
- DEFAULT. Customer shall be in default if Customer: (a) fails to pay sums when due; (b) breaches any provision of this Contract; (c)
becomes a debtor in a bankruptcy proceeding, or goes into receivership; (d) places the Equipment at risk if ARCS, in good faith deems
itself insecure; (e) fails to return Equipment immediately upon ARCS demand; or (f) is in default under any other contract with ARCS.
If a Customer default occurs, ARCS shall have, in addition to all rights and remedies at law, or in equity, the right to enter the Site
Address or wherever the Equipment is located to repossess the Equipment without judicial process or prior notice. Customer shall pay
all of ARCS costs, including reasonable costs of collection, court costs and attorney’s fee incurred in exercising any of its rights or
remedies herein. The use of false identification to obtain Equipment or the failure to return Equipment by the end of the Rental Period
may be considered theft, subject to criminal prosecution and civil liability where permitted, pursuant to applicable laws. Customer
waives any right of action against ARCS for such entry or repossession.
- FINANCING. This contract and all of Customer’s rights in and to the Equipment are subject and subordinate to all rights, title and
interest of all persons (including ARCS secured lenders) who have financed or leased the Equipment or provided financing to ARCS.
- LIMITATION OF ARCS LIABILITY. In consideration of ARCS rental of the Equipment to Customer, Customer agrees that
ARCS liability with respect to his contract, including any liability arising from ARCS or any third party’s comparative, concurrent,
contributory, passive or active negligence or that arises as a result of any strict or absolute liability, shall not exceed the total Rental
Charges paid by Customer under this Contract.
- JURY TRIAL WAIVER. To the extent permitted by law, in any action to enforce or interpret the terms of this Contract, the parties
hereby knowingly, voluntarily and intentionally waive any right they may have to a trial by jury, this waiver being a material
inducement for the parties entering into this Contract.
- COMPLIANCE WITH EXPORT AND IMPORT LAWS. Customer acknowledges and agrees that removal of the Equipment from
the United States is prohibited under this Agreement. If Customer desires to transport or cause the transport of the Equipment from
the United States and /or operate the Equipment outside of the United States, Customer must notify ARCS Soda Blast prior to taking
such action, and subject to agreement by ARCS, a separate Rider to this Agreement shall be executed and the terms of such Rider
shall be incorporated herein. Although prohibited under this Agreement, if Customer exports or re-exports the Equipment, Customer
acknowledges its understanding that the Equipment is subject to export control laws and regulation of the US Government including
but not limited to the Export Administration Regulations, and that Customer is responsible for complying with such laws and
regulations. Customer further acknowledges that it is responsible for (a) determining whether export or re-export licenses or other
authorizations are required; (b) obtaining any required license(s), or documentation prior to exporting or re-exporting the Equipment;
(c) obtaining any required documentation necessary for the return of the Equipment, and; (d) ensuring no unauthorized transfers or
diversions of the Equipment occur. Refer to www.bis.doc.gov for information.
- MISCELLANEOUS. If this Contract identifies any Equipment that is to be purchased by Customer, ARCS sells and delivers such
Equipment to Customer on an “AS IS WHERE IS” basis, with all faults and without any warranties (other than manufacturer
warranties, if any) in consideration for Customer’s payment to ARCS of the full purchase price of the Equipment. ARCS retains title
to the Equipment until Customer has paid in full. This Contract (a) together with any Customer executed credit application constitutes
the entire agreement of the parties regarding the Equipment and may not be modified except by written amendment signed by the
parties’ and (b) shall be governed by the laws of the Commonwealth of Pennsylvania, without regard to any conflicts of law
principles. If any provision of this Contract is prohibited by law in any state, such provision shall, as to such state, be ineffective to
the extent of such prohibition without invalidating the remaining provisions. Headings in this Contract are for convenience only. Any
failure by ARCS to insist upon strict performance of any provision of this Contract shall not be construed as a waiver of the right to
demands strict performance in the future. Customer, and the person signing this Contract, represent that; (i) they both have full
authority to execute, deliver and perform this contract; and (ii) this Contract constitutes a legal, valid, and binding obligation of the
Customer, enforceable in accordance with its terms. When Customer is a buyer of Equipment, they are hereby notified that ARCS has
assigned its rights (but not its obligations) in the agreement to sell the asset(s) described herein to ARCS.
The total charges in this Contract are an estimate based on the estimated rental period provided by customer. Customer assumes all risks
associated with the Equipment during the Rental Period, including injury and damage to persons, property, or the equipment. Customer is
responsible for and shall only permit properly trained, authorized individuals, who are not under the influence of drugs or alcohol, to use the
Equipment. If the Equipment does not operate properly, the Equipment is not suitable for customer’s intended use, the Equipment did not come
with operating and safety instructions or customer has any questions regarding the use of the Equipment, do not operate the Equipment and
contact ARCS immediately. Misuse of the Equipment or using damaged or malfunctioning Equipment may result in serious bodily injury or
death. Customer has received, read, understand and agrees to the estimated charges herein and all the terms and conditions of this contract,
including the Release and Indemnification provision in section 9. Customer must call to request pickup of Equipment, retain Pick Up Number
given by ARCS and is responsible for Equipment until actually retrieved by ARCS.
Customer Signature Date