- 1. Definitions
“Assumed Weight” means, if relevant, the assumed weight further particulars of which are set on page 1.
“Charge Per Lift” means, if relevant, the amount per lift (or collection) of Waste set out on page 1, as increased from time to time pursuant to Clause 11.
“Charge per Tonne” means, if relevant, the amount per tonne of Waste collected in any lift set out on page 1, as increased from time to time pursuant to Clause 11.
“Delivery Date” means the proposed date of delivery of Receptacle(s) set out on page 1.
“EA Charge” means the environmental administration charge levied by us from time to time in accordance with this Contract.
“Hazardous Waste” means Waste defined as Hazardous in the revised Waste Framework Directive (2008/98/EC) and as listed as being a Hazardous Waste in the European Waste Catalogue (Commission Decision 2000/532/EC as amended and Commission Decision 2001/118/EC).
“Receptacle(s)” means the Receptacles listed on page 1.
“Services” means any services we provide to you under this Contract.
“Sites” means your sites to which we are to deliver Receptacle(s) and at which we will perform the Services as set out on page 1.
“Transfer Note” means each controlled waste description and transfer note completed by you and us pursuant to the provisions of the Environmental Protection Act 1990 and regulations made under that Act which relates to the Waste covered by this Contract.
“Waste” means the waste further particulars of which are set out in any current Transfer Note.
References to page 1 are to page 1 of this Contract.
- 2. Contracts relating to Skips and/or Roll on Roll off Containers
2.1 The first time you enter into a Contract with us which relates to either skips and/or Roll on Roll off containers it shall act as an umbrella agreement under which you can subsequently order further skips and/or Roll on Roll off containers on the same terms as this Contract. Any request for replacement skips and/or Roll on Roll off containers shall be a new contract on the same terms and conditions as this Contract.
2.2 Each contract for services in relation to skips and/or Roll on Roll off containers shall automatically expire 3 months from the contract start date relating to such contract without need to serve notice. Where this Contract relates to both skips and/or Roll on Roll off containers and to other types of Receptacles, this Contract shall automatically expire 3 months from the Contract Start Date in relation to skips and/or Roll on Roll off containers and continue in relation to other types of Receptacles.
- 3. Delivery of the Receptacle(s)
3.1 We will try to deliver the Receptacle(s) to you by the proposed Delivery Date. If we fail to deliver by that date, we will deliver as soon after it as reasonably practicable. Time is not of the essence with regard to the Delivery Date.
3.2 The Receptacles shall be delivered to the Site(s) in the quantity specified on page 1.The Receptacles shall be deemed to be in good working order and condition and fit for your purposes (as have been communicated to us) except:
(a) for defects not discoverable by a reasonable examination); or
(b) to the extent that you have notified us to the contrary within three working days of delivery of Receptacles to the Site(s).
- 4. Ownership and Responsibility for the Receptacle(s)
4.1 All Receptacles belong to us even once delivered to you and title to them never passes to you.
4.2 From the Delivery Date you are responsible for the Receptacle(s), as set out in more detail in this Contract.
- 5. Your Obligations
Taking Care of the Receptacle
5.1 You must take care of all Receptacle(s) left with you and you are responsible for any damage done to it (unless caused by one of our representatives).
5.2 If a Receptacle is damaged (other than by one of our representatives), then we may charge you for the cost of repair or replacement (at our option).
5.3 You must at all times have insurance policies which fully cover damage to and loss of Receptacles.
Location of the Receptacle(s)
5.4 You will ensure that the Receptacles(s) are kept in a secure location that allows us to make a collection on the designated day. If the Receptacle is not in the correct position when we come to collect/empty it, then we have no obligation to collect/empty it, although our representative will try to contact your Key Contact to establish if the Receptacle can be collected/emptied at that time.
5.5 You must ensure that we have all rights of access we require to empty/collect the Receptacles.
5.6 You must provide suitable access to all Sites, a suitable area for siting the Receptacles and suitable facilities for turning any of our vehicles around.
5.7 The driver of our vehicle may in his absolute discretion refuse delivery of Receptacle(s) and/or to perform Services if he believes that access to the Site or turning facilities are unsafe or likely to cause damage to the vehicle or if there is any reason to believe that the proposed area for siting the Receptacle is unsuitable.
5.8 You are responsible for the safety of all persons (including our employees and agents) whilst on or about the Site(s).
5.9 You agree that we may collect the Receptacles at the end of the Contract.
- 6. Exclusivity
6.1 You agree that while this Contract is ongoing you may not obtain services the same as the Services and/or substantially similar to the Services from anyone other than us.
- 7. Waste and What you can put in the Receptacle(s)
7.1 All Waste deposited in the Receptacles shall become our property from the time when we empty or replace the Receptacle(s). However, this clause does not absolve you from any liability or responsibility in relation to the Waste.
7.4 You may not place or cause to be placed in the Receptacle(s) any material other than Waste described in the current Transfer Note. In particular, you must not put any Hazardous Waste in the Receptacle(s) nor any waste which we have informed you, you are not allowed to put in the Receptacle(s). You are responsible for all waste placed in a Receptacle whether or not it was you who placed it there.
7.5 Our representative sent to collect/empty Receptacles can inspect the Receptacle to check there is no non permitted waste in it and that it has not been filled so that the waste is higher than the sides of the Receptacle and the Receptacle is not heavier than the weight which the collection vehicles is able to collect.
7.6 If our representative decides that either the Receptacle contains non permitted waste and/or that the Receptacle is too full:
a. We have no obligation to collect/empty the Receptacle;
b. Where the Receptacle has not yet been collected, our representative will try to contact your key contact listed above to give you the opportunity to remove the offending items from the Receptacle (if that is possible);
c. We will contact you to discuss how to resolve the problem;
d. We can charge you all costs incurred by us in resolving the problem;
e. We can terminate this Contract and any other contract we have with you in whole or in part as set out in clause 16.
7.7 We have no obligation to collect Waste in bags unless it is in bags provided by us and we have no obligation to collect bulky items in bags.
7.8 Without prejudice to the generality of the provisions of this Clause 8, we will be entitled to refuse to deal with any material:
7.8.1 which we have reason to believe is toxic, poisonous, explosive, inflammable or otherwise dangerous; or
7.8.2 the handling of which may cause us to incur civil or criminal liability; or
7.8.3 which we have reason to believe is or may be a Hazardous Waste; or
7.8.4 the disposal of which might involve us in additional expense or an unreasonable amount of extra work.
- 8. Name Plates
8.1 You shall not remove, deface or conceal any name plate or mark indicating that the Receptacle(s) is our property and we shall at all reasonable times have access to inspect or repair such name plates or marks.
- 9. Disposal
9.1 We will use all reasonable efforts to satisfy you that any disposal site at which your Waste is disposed of is operated in accordance with statutory requirements. Where such disposal site is not operated by us, we accept no liability whatsoever for any third party’s failure so to operate it in accordance with statutory requirements.
9. Price and Payment
9.1 The price payable for our Services is as set out on page 1. We may increase this price at any time to reflect our increased costs. We shall try to give you not less than one calendar month’s notice of any variation of prices but notwithstanding this you shall be liable to pay any increase from the date specified in the notice. If you are unhappy with the proposed increase, you may end this Contract by serving at least 14 days notice in writing on us. If having received that notice, we agree to keep the prices as they were, you may not terminate this Contract.
9.2 Where price for the Services is based on a Charge Per Lift which is based on an Assumed Weight we may revise the Assumed Weight (and consequently and proportionately the Charge Per Lift) at any time if we reasonably believe that the actual average weight per collection is less than or greater than the Assumed Weight.
9.3 We may charge you the EA Charge in addition to the price payable for the Services. We will try to give you not less than one month’s notice of the EA Charge but notwithstanding this you are liable to pay the EA Charge within 30 days of the date of the invoice.
9.4 All prices stated in this Contract are exclusive of VAT which you must pay in addition.
9.5 We can require that you complete and provide to us a credit application and you agree that in processing the credit application we may make enquiries of credit reference agencies or other sources, who may keep a record of our enquiry. You also agree that we may use any information obtained for the purposes of risk assessment, fraud prevention and for occasional debt tracing.
9.6 Time for payment is of the essence.
9.7 You have not paid any sum due until we receive it in clear funds.
9.8 You are not entitled to dispute any payment made. You agree that our records are proof of the Service provided.
9.9. Without limiting any of our other rights under this Contract or otherwise, if there is or arises reason to doubt that amounts due from you will be paid in full then we can oblige you to pay us in advance before commencing or continuing the Service, or at our sole discretion we may end the Contract immediately.
- 10. Supplier Rights and Obligations
10.1 As soon as we have agreed arrangements to you and at any time during this Contract we may enter each Site in order to carry out a risk assessment. We may end this Contract in whole or in part if, in our opinion, the results of that risk assessment are unsatisfactory or if you are unable or delay in acting on any of our advice resulting from that risk assessment.
10.2 We will:
a. collect or empty the Receptacle as set out on page 1 and will try to ensure that the Receptacles are collected at that time or as soon as reasonably practicable after that time. Time is not of the essence with regard to collections. We shall not be liable for late performance or delay in performance of the Service and delays shall not entitle you to rescind the Contract. We may change collection schedules upon notice to you if this is required for operational or other reasons.
b. provided we are given access, remove the Receptacle within  days of the end of the Contract;
c. comply with all Site rules you have notified to us in writing;
d. where we empty the Receptacle, try to put it back in the collection location.
10.3 We may at our sole option, weigh all waste collected from you at a weighbridge of our choice and where so weighed, the result of that weighbridge will be conclusive evidence of the weight of waste collected from you.
- 11. Transfer Note and Pre-treatment Declaration
11.1 You and we shall each sign a new Transfer Note:
a. without prejudice to Clause 8.4, at any time when there is a change in any of the details set out in the then current Transfer Note; and/or
b. before the expiration of twelve months from the Contract Start Date or any current Transfer Note.
11.2 Shortly before each anniversary of the Contract Start Date, we will send you a Pre-treatment Declaration relating to the next 12 months. It is your legal obligation to sign this Pre-Treatment Declaration and send it back to us.
11.3 If you have not returned the completed and signed Transfer Note and Pre-treatment Declaration to us by the date required by us, then we may end this Contract immediately by sending you written notice.
11.4 You warrant that the details relating to the Waste (including, for the avoidance of doubt, those relating to weight and compactability) contained in any current Transfer Note are and will be true and complete. We rely on those details in the provision of the Service. We shall be entitled to take samples of the materials placed in the Receptacle(s) to satisfy ourselves that the description is accurate prior to collection and disposal. Such right shall under no circumstances relieve you of any obligations to describe the Waste accurately.
- 12. Changes to this Contract
12.1 We can change this Contract at any time by notifying you in writing of that change.
- 13. Duration of this Contract
13.1 This Contract begins on the Contract Start Date set out on page 1 and ends:
a. In the case of Services in respect of bin bags and/or wheelie bins, when terminated by a party under clause 16;
b. In the case of Services in respect of skips and/or Roll on Roll off containers, 3 months from the Contract Start Date or if earlier, when terminated by a party under clause 16.
- 14. Ending the Contract
14.1 We can end this Contract at any time by 7 days notice to you.
Contract Duration Option A
14.2 You can end this Contract at any time after the first anniversary of the Contract Start Date by serving 30 days written notice on us, such notice to expire on the next anniversary of the Contract Start Date.
Contract Duration Option B
14.3 You can end this Contract at any time by serving 6 calendar months written notice on us, such notice to expire on the last day of a calendar month.
Ending the Contract Early
14.3 We can end the Contract immediately on notice if you:
a. fail to make any payment when due;
b. breach the terms of this Contract (and if remediable the breach has not been remedied within 14 days of receiving notice requiring it to be remedied);
c. persistently breach any one or more terms of this Contract;
d. cease or threaten to cease to carry on business; and/or
e. are declared or become insolvent or bankrupt, have a moratorium declared in respect of any of your indebtedness, enter into administration, receivership, administrative receivership or liquidation or threaten to do any of these things, take or suffer any similar action in any jurisdiction or any step is taken (including, without limitation, the making of an application or the giving of any notice) by you or by any other person in respect of any of these circumstances.
14.4 You can end the Contract immediately on notice if we:
a. materially breach the terms of this Contract (and if remediable the breach has not been remedied within 60 days of receiving notice requiring it to be remedied);
b. cease or threaten to cease to carry on business; and/or
c. are declared or become insolvent or bankrupt, have a moratorium declared in respect of any of our indebtedness, enter into administration, receivership, administrative receivership or liquidation or threaten to do any of these things, take or suffer any similar action in any jurisdiction or any step is taken (including, without limitation, the making of an application or the giving of any notice) by us or by any other person in respect of any of these circumstances.
14.5 We can stop collecting bags of Waste without notice to you if you have not left any bags for collection for 6 consecutive weeks.
- 15. Consequences of Ending the Contract
15.1 Immediately that this Contract ends, we may access your property and any property owned by a third party to collect all Receptacles.
15.2 If this Contract ends, we have the option to end all other contracts we have with you with immediate effect.
- 16. Changes In Your Requirements
16.1 If your requirements for the Service change, we will, subject to clause 18.2, implement such changes as are agreed between us.
16.2 You and we shall join in making such written amendments to this Contract (which, for the avoidance of doubt includes to prices) and in executing such replacement Transfer Note and Pre Treatment Declaration as may be necessary to give effect to any agreed changes.
- 17. Matters outside of our Control
17.1 We shall not be liable for any failure by us to perform any tour of obligations if that failure is as a result of matters outside of our reasonable control. Such matters may include delays caused directly or indirectly by breakdown or unavailability of equipment or vehicles or inability to obtain labour.
- 18. Limits on Liability
18.1 Our total liability to you under this Contract shall not exceed sums paid by you to us under this Contract.
18.2 We shall have no liability to you for any:
a. expenses, loss of profits and/or damage to goodwill;
b. pure economic and/or other similar losses;
c. special damages;
d. aggravated, punitive and/or exemplary damages;
e. business interruption, loss of business, loss of contracts, loss of opportunity and/or production; and/or
f. consequential losses and/or indirect losses.
18.3 You shall be under a duty to mitigate any loss, damage, costs or expenses that you may suffer.
18.4 Each of the limitations and/or exclusions in this Contract shall be deemed to be repeated and apply as a separate provision for each of:
a. liability in contract (including fundamental breach);
b. liability in tort (including negligence);
c. liability for breach of statutory duty; and
d. liability for breach of Common Law and/or under any other legal basis.
e. except that the Clause above placing a financial cap on our liability shall apply once in respect of all of the said types of liability.
18.5 Nothing in this Contract shall exclude or limit our liability for death or personal injury due to our negligence or any liability which is due to our fraud or any other liability which we are not permitted to exclude or limit as a matter of law.
18.6 All warranties, terms, conditions and duties implied by law relating to fitness, quality or adequacy are excluded to the fullest extent permitted by law.
- 19. Confidentiality
19.1 Neither of us shall use and/or disclose any confidential information which is acquired by one of us about the other’s business and/or given by one of us to the other and/or generated by one of us from the other’s confidential information except in the proper performance of this Contract.
- 20. General Contract Terms
a. Any notice under this Contract shall be in writing and shall be deemed to have been duly given if delivered to the party concerned at the address set out on page 1 or such other address as that party may from time to time notify in writing and shall be deemed to have been served if sent by registered post 48 hours after posting.
20.2 Assignment and Subcontracting
a. You may not assign, charge, sub-contract, delegate, transfer, place in trust or dispose of this Contract and/or any of your rights or obligations under it without our prior written consent.
b. We may assign, charge, sub-contract, delegate, transfer, place in trust or dispose of this Contract and/or any of our rights or obligations under it without your prior consent and may perform our obligations under this Contract through any member of our group.
20.3 No waiver
a. No waiver by us of any breach of this Contract shall be considered as a waiver of any subsequent breach of the same provision or any other provision.
20.4 Entire Contract
a. This Contract (and subsequent contracts relating to skips and/or Roll on Roll off containers) contains the whole agreement between us and supersedes any prior written or oral agreement between us and is not affected by any other promise, representation, warranty, usage, custom or course of dealing. We each confirm that we have not entered into this Contract on the basis of any representation that is not expressly incorporated into this Contract. Nothing in this Contract shall exclude liability for any fraudulent statement or act made prior to the date of this Contract.
20.5 Customer Indemnities
a. You agree to indemnify us and keep us indemnified against any and all liability and legal costs on a full indemnity basis suffered and/or incurred by us and any company in or group and arising from or due to any breach of contract, any tortious act and/or omission and/or any breach of statutory duty by you.
20.6 Rights of Others
a. Except for companies in our group, none of the terms and conditions of this Contract shall be enforceable by any person who is not a party to it.
a. The invalidity, illegality or unenforceability of any of the provisions of this Contract shall not affect the validity, legality or enforceability of the remaining provisions of this Contract.
20.8 Governing Law and Jurisdiction
a. This Contract is governed by and interpreted in accordance with English law and the parties agree to submit to the exclusive jurisdiction of the English courts.
- 21. Order Summary
21.1 Once you click "Next" on the Order Summary page then your requirements will be passed to one of our sales representatives to contact you to finalise your requirements. You are not contractually obliged.