Transparent Equipment LLC (“Broker” or “Transparent Equipment”) Colorado Springs, Colorado

Customer: The entity or individual submitting a rental request (“Customer”)

Sourcing Yard: The third-party equipment owner or provider selected by Broker to fulfill the rental (“Sourcing Yard”)

Effective Date: The date the Final Invoice is paid and/or a signed Rental Confirmation is returned to Broker.

1. Scope of Services – Brokerage Only

Transparent Equipment LLC operates exclusively as an equipment rental brokerage. We do not own, lease, maintain, or operate the equipment. Our role is limited to:

• Sourcing suitable equipment from third-party Sourcing Yards in our network
• Negotiating competitive rates on your behalf
• Facilitating logistics, coordination, and communication between you and the Sourcing Yard

The actual rental contract is formed directly between Customer and the Sourcing Yard. Broker acts solely as an intermediary and is not a party to the underlying rental agreement with the Sourcing Yard.

2. Zero-Checkout & Pricing Transparency

2.1 Any submission through our online portal or other request method constitutes a Request for Service, not a binding reservation. 2.2 All pricing displayed or quoted is representative only. Final rates, including equipment rental, freight, fuel, taxes, delivery/pickup fees, and any other charges, will be confirmed in a Final Invoice issued by Broker. 2.3 A binding agreement for the specific rental is formed only upon: (a) Customer’s payment of the Final Invoice in full, and (b) return of a signed Rental Confirmation (if requested). Broker reserves the right to cancel any request if the Sourcing Yard cannot fulfill the terms or if credit/insurance requirements are not met.

3. Insurance Requirements and Damage Deposit

3.1 Insurance Requirement: Prior to equipment release, Customer must provide a valid Certificate of Insurance (COI) naming both Transparent Equipment LLC and the Sourcing Yard as Additional Insured and Loss Payee on Customer’s commercial general liability and property damage policies. Minimum limits will be specified in the Final Invoice or Rental Confirmation.

3.2 Damage Deposit (If Not Insured): If Customer does not provide an acceptable Certificate of Insurance, Broker or the Sourcing Yard may require a Damage Deposit. The amount of the deposit will be stated in the Final Invoice and must be paid prior to equipment release.

3.3 The Damage Deposit will be refunded (less any valid deductions for damage, cleaning, or other charges) once the equipment is returned in acceptable condition and all final invoices are settled. Broker will provide supporting documentation for any deductions.

4. Logistics, Yard Selection, and Transportation

4.1 Broker will select the most suitable Sourcing Yard based on equipment availability, location, pricing, and the job site address provided by Customer. 4.2 Delivery: If delivery is selected, Customer must ensure the job site is safe and accessible for the delivery vehicle and equipment. Failure to accept delivery due to site conditions will result in “dry-run” freight charges billed to Customer. 4.3 Pickup: If Customer elects to pick up the equipment, the exact yard location and address will be disclosed only after full payment of the Final Invoice. Customer is responsible for all transportation, loading, and unloading.

5. Pass-Through Charges and Post-Rental Billing

Customer is fully responsible for all charges assessed by the Sourcing Yard, including (but not limited to):

• Fuel refill and environmental fees
• Excessive cleaning or decontamination charges
• Overtime engine hours (beyond standard daily allowance, typically 8 hours)
• Late return fees or early pickup penalties
• Repair or replacement costs for damage beyond normal wear and tear

Customer authorizes Broker to retain a payment method on file and to charge it for any post-rental invoices or yard-assessed fees upon providing reasonable supporting documentation from the Sourcing Yard. Broker will pass through such charges with full transparency.

6. Inspection and Acceptance of Equipment

Customer must inspect the equipment immediately upon receipt (or prior to loading in the case of pickup). Any pre-existing damage, defects, or issues must be documented with clear photographs and reported to Broker within two (2) hours of delivery or pickup. Failure to timely report constitutes Customer’s acceptance of the equipment in “as-is” condition and good working order.

7. Customer Obligations – Use, Maintenance, and Return

• Customer shall use the equipment only for its intended purpose, in a safe and lawful manner, and in compliance with all manufacturer guidelines and applicable laws.
• Customer is responsible for daily maintenance, including fluid levels, lubrication, cleaning, and minor adjustments.
• Customer shall not make any modifications to the equipment without prior written approval from Broker and the Sourcing Yard.
• Equipment must be returned in the same condition as received, normal wear and tear excepted, and on or before the agreed return date. Late returns will incur additional rental charges at the daily rate plus any yard penalties.

8. Limitation of Liability – The Broker Shield

To the maximum extent permitted by law, Broker provides all services and facilitates equipment “AS-IS” and with no warranties, express or implied, including warranties of merchantability or fitness for a particular purpose.

Broker shall not be liable for any indirect, consequential, incidental, or punitive damages, including lost profits, downtime, labor costs, or project delays arising from equipment failure, delay in delivery, or any act or omission of the Sourcing Yard or its agents. Sourcing Yards and their drivers are independent contractors; Broker is not responsible for their negligence or misconduct.

9. Indemnification

Customer agrees to defend, indemnify, and hold harmless Transparent Equipment LLC, its officers, employees, and agents from and against any and all claims, damages, losses, liabilities, costs, and expenses (including reasonable attorneys’ fees) arising out of or related to:

• Customer’s use, operation, or possession of the equipment
• Any personal injury, property damage, or third-party claims involving the equipment
• Any breach of this Agreement by Customer
• Any liability the Sourcing Yard seeks to impose on Broker as a result of Customer’s actions or omissions

10. Security Deposit

A security deposit may be required if mandated by the Sourcing Yard. Any deposit will be held by Broker or the Sourcing Yard and refunded (less any valid deductions) once the equipment is returned in acceptable condition and all charges are settled.

11. Termination and Default

Broker may terminate this Agreement or any rental immediately if Customer breaches any term, fails to make payment, or provides false information. Upon termination or default, all outstanding amounts become immediately due, and Customer must return the equipment at its own expense.

12. Independent Contractor Status

Broker and Customer are independent contracting parties. Nothing in this Agreement creates a partnership, joint venture, employment, or agency relationship. Broker has no authority to bind the Sourcing Yard or Customer beyond facilitating the rental transaction.

13. Governing Law, Venue, and Dispute Resolution

This Agreement shall be governed by the laws of the State of Colorado, without regard to conflict of laws principles. Any disputes arising under this Agreement shall be resolved exclusively in the state or federal courts located in El Paso County, Colorado. The prevailing party in any litigation shall be entitled to recover its reasonable attorneys’ fees and costs.

14. Entire Agreement, Amendments, and Severability

This Agreement, together with the Final Invoice and any Rental Confirmation, constitutes the entire understanding between the parties and supersedes all prior agreements. Amendments must be in writing and signed by both parties. If any provision is held invalid, the remainder of the Agreement shall remain in full force and effect.

15. Notices

All notices shall be in writing and delivered by email to the address provided by Customer or to Broker at [email protected].

By submitting a rental request, paying the Final Invoice, or signing a Rental Confirmation, Customer acknowledges that they have read, understood, and agree to be bound by this Master Equipment Rental Brokerage Agreement.