1. EXCLUSIVE CONSIGNMENT

Consignor gives Discount Forklift the exclusive right to market and sell the Equipment during the term of this Agreement. Consignor will not independently advertise, negotiate, sell, transfer, or otherwise dispose of the Equipment while it is under consignment. Any buyer or lead received by Consignor shall be referred to Discount Forklift.

Discount Forklift does not guarantee a sale, sale price, or time of sale.

2. OWNERSHIP AND LIENS

• Consignor owns the Equipment or has full authority to consign and sell it;
• The Equipment is not stolen;
• All liens, leases, security interests, and ownership claims have been disclosed to Discount Forklift;
• Consignor has authority to enter into this Agreement; and

• All information provided concerning the Equipment is accurate to the best of Consignor's knowledge.

Discount Forklift may require proof of ownership, lien releases, lender consent, UCC information, or other documentation before accepting or selling the Equipment. Consignor is responsible for any claim, loss, or expense resulting from undisclosed ownership interests, liens, or encumbrances.

3. POSSESSION AND AUTHORIZED USE

While the Equipment is in Discount Forklift's possession, Discount Forklift may:

• Inspect and test it;
• Operate it;
• Demonstrate it;
• Permit prospective purchasers to operate it;
• Rent it to customers;
• Transport it;
• Move it between facilities or customer locations;
• Load and unload it; and
• Use it as reasonably necessary to market, rent, maintain, demonstrate, or sell it.

Consignor understands that operating hours may increase and that ordinary wear and tear may occur. Rental revenue belongs to Discount Forklift unless otherwise agreed in writing.

4. CONDITION AND INSPECTION

Discount Forklift will inspect the Equipment when received and when returned from rental. The Equipment may be serviced or repaired as reasonably necessary to make it safe, operational, rental-ready, or suitable for sale. "Rental Condition" means the condition standard reasonably applied by Discount Forklift to its rental equipment. Rental Condition does not mean new, refurbished, retail, or identical to the condition when originally consigned. Consignor acknowledges that the Equipment is used equipment and that Discount Forklift does not guarantee that the inspection will identify every defect.

5. REPAIRS AND EXPENSES

Discount Forklift may perform or arrange necessary emergency repairs without prior approval. Discount Forklift may also perform reasonable service, maintenance, cleaning, repairs, parts replacement, tire service, battery service, or other work necessary to prepare the Equipment for rental or sale. Unless otherwise agreed in writing, documented costs that are the responsibility of Consignor may be deducted from the amount payable to Consignor. Damage caused by a renter or other third party will be pursued against the responsible party and/or applicable insurance when appropriate. Discount Forklift is not responsible for ordinary wear and tear resulting from authorized use.

6. INSURANCE, DAMAGE, LOSS AND THEFT

Discount Forklift may require renters to maintain insurance required by Discount Forklift's rental policies. Consignor acknowledges that operation, rental, transportation, storage, and demonstration involve risks of damage, theft, casualty, and loss. Responsibility for a loss will be determined by the applicable rental agreement, insurance coverage, the cause of the loss, this Agreement, and applicable law. Discount Forklift is not responsible for loss caused by a renter, third party, pre-existing condition, or ordinary wear and tear, except to the extent caused by Discount Forklift's negligence or willful misconduct.

7. SALE AND PAYMENT

Discount Forklift may negotiate the sale of the Equipment and accept a buyer deposit. Once Discount Forklift has entered into a binding sale transaction and received a deposit or other consideration toward the purchase, the Equipment shall be considered subject to a Committed Sale, and Consignor may not withdraw, sell, transfer, or encumber the Equipment. Discount Forklift will pay Consignor the agreed amount after receiving the buyer's full and final purchase price in good and unconditional funds, less authorized deductions under this Agreement. A payment subject to chargeback, reversal, cancellation, financing failure, fraud review, or other condition is not considered final.

8. REMOVAL AND STORAGE

Consignor may request removal of the Equipment before a Committed Sale by providing a 30-day written notice. Consignor must pay documented amounts properly owed under this Agreement before removal, including applicable freight, transportation, repair, service, and other agreed costs. Discount Forklift may also terminate the consignment at any time by written notice. Unless immediate removal is reasonably necessary, Consignor will have 72 hours to arrange removal. After the applicable removal period, storage will be charged at $10.00 per day. Discount Forklift may withhold release of the Equipment to the extent permitted by applicable law until amounts properly owed have been paid.

9. CONSIGNOR INDEMNIFICATION

Consignor agrees to defend, indemnify, and hold harmless Discount Forklift, its owners, officers, employees, and agents from claims, losses, damages, costs, and reasonable attorneys' fees including but not limited to:

• Consignor's lack of ownership or authority;
• Undisclosed liens or ownership claims;
• Inaccurate or materially misleading information supplied by Consignor;
• Undisclosed material defects or safety conditions;
• Consignor's breach of this Agreement; or
• Claims by Consignor's creditors or secured parties arising from Consignor's acts or omissions.

This provision does not apply to the extent a claim is caused by Discount Forklift's negligence or willful misconduct.

10. LIMITATION OF LIABILITY

To the fullest extent permitted by law, neither party shall be liable to the other for consequential, incidental, special, or punitive damages arising from this Agreement, except where such limitation is prohibited by law or does not apply to fraud, willful misconduct, or an indemnification obligation.

11. GOVERNING LAW

The state addendum applicable to the Discount Forklift facility receiving the Equipment is incorporated into this Agreement. The laws of that state shall govern this Agreement to the extent permitted by law.

12. ENTIRE AGREEMENT

This Agreement, the applicable State Addendum, and the Consignment Intake/Inspection Form constitute the entire agreement concerning the Equipment. Electronic signatures are effective to the extent permitted by law.

COLORADO

This Agreement is governed by Colorado law when the Equipment is accepted at a Colorado Discount Forklift facility. Discount Forklift may conduct ownership and UCC searches and require lien releases or lender consent before accepting Equipment. Discount Forklift will comply with applicable Colorado pricing and consumer-protection requirements in its sales transactions. Consignor acknowledges that Colorado law governs the parties' rights concerning a consignment, including applicable UCC provisions.

NEVADA

This Agreement is governed by Nevada law when the Equipment is accepted at a Nevada Discount Forklift facility. Discount Forklift may conduct ownership and UCC searches and require lien releases or lender consent before accepting Equipment. Consignor must disclose known material damage, defects, repairs, water damage, fire damage, and other conditions affecting the Equipment. Discount Forklift will accurately represent known material information concerning the Equipment.

ARIZONA

This Agreement is governed by Arizona law when the Equipment is accepted at an Arizona Discount Forklift facility. Discount Forklift may conduct ownership and UCC searches and require lien releases or lender consent before accepting Equipment. Consignor must disclose known material defects, damage, liens, and ownership restrictions. Discount Forklift will comply with applicable Arizona sales, transaction privilege tax, and consumer-protection requirements.

TEXAS

This Agreement is governed by Texas law when the Equipment is accepted at a Texas Discount Forklift facility. Discount Forklift may conduct ownership and UCC searches and require lien releases or lender consent before accepting Equipment. Consignor must disclose known material defects, damage, liens, and ownership restrictions. Discount Forklift will accurately represent the condition and characteristics of the Equipment and comply with applicable Texas consumer-protection requirements.

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