1. TERMS ACCEPTANCE: These General Rental Terms and Conditions and any supplementary terms and conditions set out in the Contract (together the “Agreement”) exclusively govern the rental of Equipment by High Reach Inc. (“High Reach”) to the Lessee and any ancillary matters. By accepting the Contract or by taking possession of the Equipment, the Lessee agrees to be bound by the Agreement.
2. DEFINITIONS:
   
   1. “Authorized Individuals” means a person who is proficient in using the Equipment, holds all valid certifications and licenses required by law to operate the equipment, is not less than 18 years of age, is not under the influence of drugs or alcohol, and is in no other way impaired.
   2. “Equipment” means all equipment, components, associated tools, and accessories provided by High Reach to the Lessee.
   3. “RV” Stands for the Equipment’s replacement value estimated around the date of the Incident concerning the Equipment, added to any administrative costs.
   4. “Incident” means any event involving a fire, theft, accident, damage, injury, or any unforeseen circumstance associated with the Equipment.
   5. “Intended Use” means use that strictly adheres to all manufacturer’s guidelines, relevant laws, regulations, and safety instructions, regardless of whether such directives have been disclosed by High Reach to the Lessee.
   6. “Lessee” means the party renting the Equipment.
   7. “Lost” Pertains to Equipment that is stolen, untraceable, or unrecovered for 30 days.
   8. “One Shift” Represents no more than 5 hours per day, 25 hours per week, and 100 hours every four-week period. Equipment with hour meters may have variations based on shifts.
   9. “Ordinary Wear and Tear” Indicates the standard wear considered acceptable in the equipment rental industry for One Shift usage.
   10. “Contract” means the contract prepared by High Reach.
   11. “Rental Period” commences when the Lessee takes possession of the Equipment and continues until the Lessee returns the Equipment to High Reach. If High Reach has been contracted to deliver the Equipment, possession by a third-party delivery service shall be deemed to be possession by the Lessee for the purpose of establishing the Rental Period.
   12. “Specified Location” means the location disclosed by the Lessee to High Reach as the intended location where the Equipment will be used.
3. RENTAL: During the Rental Period, the Lessee may use the Equipment as permitted by this Agreement.
4. PERMITTED USE OF EQUIPMENT: The Lessee shall permit the Equipment to be used only by Authorized Individuals and only for the Equipment’s Intended Use. The Lessee shall operate, maintain, and store the Equipment safely and securely at the Specified Location and shall not move the Equipment from the Specified Location without High Reach’s written consent. Lessee shall not alter or cover up any decals or insignia on the Equipment, remove any operating or safety equipment or instructions, alter or tamper with the Equipment, publicize use of the Equipment in any manner or use the Equipment in a negligent, illegal, unauthorized or abusive manner. The Lessee shall inspect the Equipment before each use, ensuring it is defect-free and suitable for use. Daily routine checks, including fuel and oil levels, cooling systems, battery health, tire conditions, and cleaning, are the responsibility of the Lessee. All significant repairs, outside of Ordinary Wear and Tear, shall be exclusively performed by High Reach.
5. INSPECTION: Lessee may inspect the Equipment prior to taking possession. The Lessee shall, immediately upon taking possession, advise High Reach of any deficiencies. Absent notice of deficiencies, the Equipment is presumed to be in good, operational condition upon possession by Lessee. High Reach reserves the right to inspect the Equipment at any time during the Rental Period and retake possession without notice or legal procedure if High Reach is unsatisfied with its care or condition.
6. RETURN OF EQUIPMENT: The Lessee shall return the Equipment to High Reach on the date set out in the Contract for its return or as otherwise agreed in writing, or immediately upon termination pursuant to section 13. The Lessee shall return the Equipment to High Reach in good working order and, in any event, in no worse condition than that in which Lessee took possession, excepting only Ordinary Wear and Tear. High Reach’s confirmation of possession of returned Equipment does not indicate High Reach’s satisfaction with the Equipment’s condition. If High Reach was contracted to deliver the Equipment, it is the Lessee’s duty to notify High Reach for pick-up. If High Reach was not contracted to deliver the Equipment, Lessee shall return the Equipment to the original location of pickup during normal business hours. If the Lessee returns the Equipment with less fuel than when the Lessee took possession, High Reach will charge a refuelling fee. Without prejudice to any right or remedy High Reach may have against Lessee, High Reach will continue to apply its daily rental fees on Equipment that is returned late. If High Reach assesses in its sole discretion that Lessee is unable or unwilling to return the Equipment as required hereunder, High Reach or its agents may immediately without notice or legal procedure repossess the Equipment, the costs of such repossession to be borne by the Lessee.
7. PAYMENT AND RENTAL CHARGES: Lessee shall pay for the rental of Equipment and any other services identified in the Contract and all other amounts due, without any offsets, in full, in advance at the time of rental unless pre-approved for credit by High Reach. Approved credit customers must promptly pay upon invoice receipt. Payments may be in cash, cheque, debit, credit card, or ACH. Lessee must notify High Reach in writing of any disputed amounts, including credit card charges, within 15 days after the receipt of the contract/invoice or Lessee shall be deemed to have irrevocably waived its right to dispute such amounts. Delinquent accounts may incur a service charge of 24% per annum. Collection costs, including legal fees, will be charged to the Lessee. NSF cheques will result in a $75 fee. Presenting a credit or debit card authorizes charges per this Agreement, including any subsequent charges related to Equipment loss, damage and destruction, or extension of the Rental Period.
8. ACTS INCONSISTENT WITH TITLE: Lessee shall not take, or abstain from taking, any action that impairs High Reach’s ownership and title of the Equipment. This includes, but is not limited to, permitting any third party to obtain any interest, lien, encumbrance, or right of possession concerning the Equipment. No repairs, modifications, or acts that might place a lien on the Equipment are permitted without High Reach’s written consent. The Lessee agrees not to pledge, or in any way encumber, the Equipment and shall not allow the Equipment to be annexed or incorporated into its or a third party’s property.
9. LESSEE’S LIABILITY: FOR THE DURATION OF THE RENTAL PERIOD, LESSEE ASSUMES ALL RISK ASSOCIATED WITH THE POSSESSION, CONTROL OR USE OF THE EQUIPMENT, INCLUDING BUT NOT LIMITED TO, PERSONAL INJURY, DEATH, RENTAL CHARGES, THEFT, LOSS, DAMAGES AND DESTRUCTION, INCLUDING DURING TRANSPORTATION AND DELIVERY, LOADING AND UNLOADING WHETHER OR NOT LESSEE IS AT FAULT. After an Incident, Lessee shall (a) immediately notify High Reach, the police, if necessary, and Lessee’s insurance carriers; (b) secure and maintain the Equipment and the surrounding premises in the condition existing at the time of such Incident until High Reach or its agents investigate; (c) immediately submit copies of all police or other third party reports to High Reach and (d) as applicable, pay High Reach, in addition to other sums due herein, the rental rate for the Equipment until repairs are completed or Equipment is replaced plus either (i) the RV or (ii) the full charges of recovery and repairs of damaged Equipment. Accrued rental charges shall not be applied against these amounts. High Reach shall have the immediate right, but not the obligation, to reclaim any Equipment involved in any Incident. For additional certainty, any third party using the Equipment does so under the Lessee’s discretion and responsibility.
10. DISCLAIMER OF WARRANTIES: HIGH REACH DISCLAIMS ALL REPRESENTATIONS AND WARRANTIES, EXPRESS OR IMPLIED, WITH RESPECT TO THE EQUIPMENT, ITS DURABILITY, CONDITION, MERCHANTABILITY, NON-INFRINGEMENT, OR FITNESS FOR ANY PARTICULAR PURPOSE. LESSEE ACCKNOLWEDGES ACCEPTANCE OF THE EQUIPMENT ON AN “AS IS, WHERE IS” BASIS, WITH “ALL FAULTS” AND WITHOUT ANY RECOURSE WHATSOEVER AGAINST HIGH REACH. HIGH REACH PROVIDES NO OPERATOR TRAINING REGARDING THE USE OF THE EQUIPMENT AND THE LESSEE ASSUMES ALL RESPONSIBLILTY THEREFORE.
11. LIMITATION OF LIABILITY. HIGH REACH’S MAXIMUM LIABILITY FOR ANY ACTION ARISING UNDER THIS AGREEMENT OR RESULTING FROM THE RENTAL OF EQUIPMENT, REGARDLESS OF THE FORM OF ACTION AND WHETHER IN TORT, CONTRACT OR OTHER FORM OF LIABILITY, SHALL IN NO EVENT EXCEED THE FEES PAID BY LESSEE TO HIGH REACH. IN ANY EVENT, HIGH REACH SHALL NOT BE LIABLE FOR INDIRECT, SPECIAL, INCIDENTAL, OR CONSEQUENTIAL DAMAGES OF ANY KIND, INCLUDING WITHOUT LIMITATION, LOST PROFITS, OPPORTUNITIES OR CONTRIBUTIONS, LOSS OF USE, GOODWILL, BUSINESS INTERRUPTION, COST OF COVER, OR OTHER PECUNIARY OR NON-PECUNIARY LOSS, HOWEVER ARISING, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
12. INDEMNIFICATION: The Lessee agrees to indemnify, defend, and hold High Reach and its directors, officers, employees, agents, successors and assigns harmless against any claims, demands, actions, losses, liabilities, damages, fines, penalties, judgments or expenses, including reasonable legal fees, arising out of or in relation to:

1. 1. Any breach of this Agreement by the Lessee;
   2. Injury or death of any person, damage to property, or contamination resulting from or in connection with the use, operation, or possession of the Equipment;
   3. Any claims brought by third parties regarding the Equipment;
   4. Enforcement actions undertaken by High Reach in response to any breach of this Agreement by Lessee;
   5. The Lessee’s failure to adhere to applicable laws and regulations related to the Equipment’s use or possession.

13. TERMINATION: Without prejudice to any right or remedy High Reach may have against Lessee, High Reach may terminate this Agreement if (a) the Lessee is in uncured breach of any provision of this Agreement after 24 hrs written notice; (b) immediately and without notice if High Reach assesses in its sole discretion that the Lessee is using the Equipment unsafely or in a manner that risks loss or damage to the Equipment; (c) immediately with notice if Lessee ceases to conduct business in the ordinary course for a period of ten (10) consecutive days, becomes insolvent or commits an act of bankruptcy or becomes bankrupt, makes a general assignment for the benefit of creditors, becomes involved in voluntary or involuntary wind-up procedures, or if a receiver is appointed for the Lessee’s business. Upon termination, all amounts payable to High Reach by the Lessee shall be immediately due. The Lessee’s obligations at sections 6, 7, 8, 9 and 12 survive termination.

14. INSURANCE: During the Rental Period, Lessee shall maintain, at its own expense, the following minimum insurance coverage (a) general liability insurance of not less than $2,000,000 per occurrence, including coverage for Lessee’s contractual liabilities herein such as the liability and indemnification clauses contained at section 9 and 12; (b) property insurance against loss by all risks to the Equipment, in an amount at least equal to the RV thereof; (c) worker’s compensation insurance as required by law; and (d) automobile liability insurance (including comprehensive and collision coverage, and uninsured/underinsured motorist coverage), in the same amounts set forth in (a) and (b) above, if the Equipment is to be used on any roadway. Policies shall be primary, non-contributory, on an occurrence basis, contain a waiver of subrogation, name High Reach and its agents as an additional insured (including an additional insured endorsement) and loss payee, and provide for High Reach to receive at least 30 days prior written notice of any cancellation or material change. Coverage shall not exclude boom damage or overturns. Lessee will provide certificates evidencing the insurance required by this section to High Reach prior to rental being delivered.

15. PRIVACY: Lessee consents to the collection, use, and retention of data, including personal information, voluntarily provided by Lessee to High Reach, in accordance with High Reach’s privacy policy as published on its website https://www.highreachinc.com/ from time to time.

16. MISCELLANEOUS: This Agreement constitutes the entire agreement between the parties and no amendment may be made to it except in writing signed by the parties. High Reach shall not be liable to Lessee for any failure or delay in fulfilling or performing any obligation under this Agreement to the extent caused or resulting from acts beyond High Reach’s control such as acts of God, flood, fire, earthquake, epidemics, pandemics or explosion, war, invasion, terrorism, civil unrest, government order, shutdowns or actions, embargoes or blockades, national or regional emergency, strikes and labour stoppages and shortage of power or utilities. In the event of a discrepancy between the Rental General Terms and Conditions and any supplementary terms and conditions set out in the Contract, the provisions of the supplementary terms and conditions set out in the Contract shall govern. If any provision of this Agreement is found to be illegal or unenforceable, it will be deemed to have been severed, and the remainder will continue in force. High Reach’s forbearance in insisting upon strict execution of any provision is not a waiver of any of High Reach’s rights. This Agreement binds both parties, their heirs, successors, permitted assigns, and is governed by the laws of the Province of Ontario and the laws of Canada applicable therein. Nothing in this Agreement confers on any other person any legal or equitable right, benefit, or remedy of any nature whatsoever. THE LESSEE WAIVES ANY STATUTORY PROVISIONS WHICH CONFLICT WITH THE TERMS OF THIS CONTRACT. The parties irrevocably attorn to the exclusive jurisdiction of the Courts of the Province of Ontario seated at Milton, Ontario for all disputes arising in connection with this Agreement and the rental of equipment. No rights under this Agreement may be assigned by the Lessee without the written consent of High Reach. High Reach may assign its rights under this Agreement with written notice to the Lessee.