1. Waste Management Agreement Terms & Conditions
a) The Waste Management Agreement and these Terms & Conditions constitute a legally bind agreement between the Provider and the Service User as per Section 1 The Waste Management Agreement and the Service User upon signing the Agreement hereby agrees to be bound by these Terms of Business hereinafter referred to as “Agreement”
b) In this Agreement, ‘Party’ means the Provider or the Service User (as the case may be) and ‘Parties’ shall be interpreted accordingly.
c) In this Agreement references to ‘Sections 1, 2, 3 and 4’ are references to those sections of the Agreement.
d) The Agreement will commence on the date of signature, hereinafter referred to as ‘Commencement Date’.
e) The Service User will begin making payments in accordance with the Agreement on the date provided by the Provider hereinafter referred to as ‘Service Start Date’.
f) The Provider will provide the Service User with the Service Start Date once all documents the Provider deems relevant, have been executed & provided.
k) For the purposes of these Terms, a Trigger Event ‘TE’ is a course of action that may be deemed
unlawful, or violates the Term of Service, or Conditions of the Provider.
l) The term Remaining Contractual Value hereinafter referred to as ‘RCV’, within this Agreement means the number of months left outstanding on the contract, multiplied by the monthly reoccurring charge.
m) This Agreement will continue from the Service Start Date for the Term as specified in Section 2, hereinafter referred to as ‘Initial Fixed Term’.
n) Provided that, unless not less than 90 days prior written notice of termination is given by either Party to
the other, expiring at the end of the Initial Term, these Terms & associated Waste Management Agreement(s) shall continue in force for a further period of the same Term specified in section 3 from the date of expiry of the Initial Term hereinafter referred to as ‘the Additional Term’, and such Additional Term (and subsequent Additional Terms) shall similarly renew in the manner set out in this clause unless not less than 90 days prior written notice of termination is given by either Party.
2. Charges
a) The payments The Service User are legally obliged to pay relating to this Agreement are set out in the section 3, hereinafter referred to as the “Standard Fees”. These Standard Fees apply to the Initial Fixed Term and will be replicated for any Additional Fixed Term(s).
b) The payments The Service User are legally obliged to pay relating to this Agreement are to be paid in accordance with Section 3 of this Agreement for the duration of the Term, with the first payment falling due 5 days prior to the Service Start Date.
b) The Service User is entitled to a 20% direct debit discount hereinafter referred to as the “DD Discount” for making payment via direct debit on the due date of each invoice raise by the Provider as per section 3 of the Agreement. The Provider may revoke the discount without notice if the Service User;
i) fails to make payment by direct debit on the invoice due date
ii) the Service User cancels the direct debit mandate
iii) the Service User is in breach of this agreement
iv) the agreement is terminated with immediate effect prior to the expiry of the Initial Fixed Term and any Additional Fixed Term(s).
Where the invoice is paid on or before the due date by any other payment method than direct debit, an additional change will be issued equivalent to the direct debit discount applied to the invoice which was paid. This additional charge will be payable within 7 days of the invoice date.
b) The Provider will charge the Service User a fee to reinstate a direct debit mandate hereinafter referred to as the “DD Reinstatement Fee” that has been cancelled the Service User during the Initial Fixed Term and any Additional Fixed Term of £50.00 for each reinstatement to cover Provider’s reasonable administration costs.
d) The Provider will charge the Service User an additional late payment fee of £40.00 for each payment the Service User fail to make at the time the Direct Debit is due hereinafter referred to as the ‘Late Fee’, to cover The Provider’s reasonable administration and/or recovery costs.
e) In the event that the Provider has collected materials for disposal or processing that have been either wrongly
described or contaminated with or without the Service User’s knowledge, the Provider reserves the right to charge the Service User an additional fee to cover any additional costs incurred hereinafter referred to as “Additional Fee”
f) The Provider may exercise its right to suspend the Services provided in accordance with this Agreement for any instance of non-payment, during any period of suspension of Services the Service User will still be liable to pay for the agreed services & will be charged in accordance with the Agreement.
g) The Service User agrees to pay on demand any excess charges which may be levied against the Provider in relation to the Services provided to the Service User(s) use of the Services herein defined as ‘Excess Fee’.
h) The Standard Fee, DD Reinstatement Fee, Late Fee, Additional Fee, Excess Fee, Supplementary Fee & Overload Fee are hereinafter defined as the “Fees”.
i) The Provider reserves the right to review the Threshold Weights detailed in the Threshold Weight Policy of all the waste containers and waste types during the term of the contract period. If the container(s) are heavier than the weight threshold specified, either on a one-off, or as an average, we reserve the right to charge over the threshold as detailed in the Threshold Weights Policy which can be found at www.bsgwaste.co.uk/threshold-weights.
e)All amounts in this Agreement are exclusive of VAT, which shall, where applicable, be payable in addition.
3. Payment
a) All Fees are to be paid by Direct Debit.
b) The Provider will notify The Service User of any Fees not less than 3 days prior to the Direct Debit being taken.
c)The Service User must complete and sign a Direct Debit form, provided by The Provider.
d)All monies paid to The Provider will be non-refundable.
Service:
a) The Provider reserves the right to change the service days to meet operational needs and will endeavour to give the sites prior notice where possible.
b) In the unlikely event of operational difficulties, The Provider is not able to service the Service User(s) requirements on the scheduled day; we reserve the right to reschedule the service to the earliest
opportunity without liability to the Service User(s).
c) The Provider will use its best endeavours to meet the specific needs of the Service User(s) but advises that our collectors often change routes, areas and working practices. *The ability to comply with times and other site-specific requirements can change, sometimes at short notice, and therefore cannot be guaranteed.
d) Non-compliance with site specific service requests does not constitute a breach of the
contract.
e) Where a supplementary service has been provided which is outside the service specification the Service User agrees to pay a fee on a pro-rata basis, for the supplementary Service(s) unless otherwise stated, hereinafter referred to as the “Supplementary Fee”.
f) The Provider reserves the right to charge the Service User(s) a fee on a pro rata basis for containers which have been overloaded hereinafter referred to as the “Overload Fee”
Access & Waste Description
a) All eurobin (also called wheelie bins, trade bins) and sacks/bags are collected on vehicles designed to crush and compact the waste. Therefore, unless specifically detailed in the Product description in Section 1, The Provider expects the general commercial waste it collects to be of a light compactable nature. For the avoidance of doubt, waste collected will be expected to be free of soil, bricks, and large pieces of timber, rubble and solid large un-compactable items.
b) Other wastes which are precluded include but are not limited to; computer and all electronic equipment including televisions and monitors, raw meats, and hazardous chemicals.
c) The Service User agrees to ensure that the surface over which the driver must pull any container is of solid construction (tarmac/concrete), is free of obstruction and is of a reasonable gradient.
d) Due to the high volume of calls/stops associated with a waste collection round, it is very unlikely a driver will be able to stop for long periods waiting for cars or other obstacles to be moved. The Service User(s) will be contacted where a driver has attempted to service but has been unable to if a wasted journey charge is to be imposed.
e) It is assumed there is 24-hour 7-day access to the containers. The Service User must notify the Provider of any specific site issues if this is not the case.
4. Termination
a) Requests to terminate & notice of termination must be requested & given in accordance with the Provider’s Termination Policy which can be found at https://bsgwaste.co.uk/waste-termination-policy/, termination requests & notice provided which is not made in accordance with the Termination Policy will not be accepted.
b) The Service User accepts that all requests made in accordance with clause 4a) will be processed in accordance with the Provider’s Termination Policy which can be found at https://bsgwaste.co.uk/waste-termination-policy/.
c) The Agreement will only be terminated when all Fees due (if there are any) in accordance with the Termination Policy have been paid in full.
d) The Termination Policy may be varied at any time by the Provider & the Service User hereinafter accepts any variation.
b) Provider has the sole right to accept The Service User(s) termination of the Agreement before the end of the Initial Term or any Additional Terms.
c) If the Provider accepts the termination request The Provider will process termination requests made in accordance with clause 4a) in accordance with the If the Provider permits The Service User to terminate the Waste Management Agreement under these Terms before the end of an Initial
Term or an Additional Term, The Service User must first pay the full RCV and all outstanding Charges & Fees including Late Fees, Reinstatement Fees & Excess Fees, relating to the relevant term to the Provider before the Waste Management Agreement can be terminated under these Terms.
b) The Provider has the right to terminate these Terms at any time by giving The Service User not less than 30 calendar days written notice.
c)If the Waste Management Agreement is terminated under these Terms by the Provider as per the above clause
4(b) then The Service User will only pay to the Provider any Fees and Late Fees outstanding at the date these Terms is to be terminated.
d) The Provider may terminate the Waste Management Agreement under these Terms with immediate effect if The Service User materially breach the Terms.
e) The Provider reserves the right to terminate the Waste Management Agreement under these Terms with immediate effect, and charge the RSV and all outstanding Charges & Fees including Late Fees, Reinstatement Fees & Excess Fees, relating to the relevant term should The Service User misuse, damage or destroy any equipment.
f) If the Waste Management Agreement is terminated by the Provider under these Terms as per clause4(d) then The Service User will pay all Charges including the RSV, outstanding Fees and Late Fees relating to the relevant term to the Provider within 7 calendar days of the notice having been given by the Provider.
g) The Provider reserves the right to terminate the Waste Management Agreement under these Terms with immediate effect should the Service User(s) account remain in arrears for a period of over 2 months.
h) If the Waste Management Agreement is terminated under these Terms in accordance with clause 5(g), the RSV plus all outstanding Fees, including late Fees shall become immediately payable.
i) Should a TE occur during any Term under these Terms the rsv, plus all outstanding Fees, including late Fees shall become immediately payable.
Provider policies
5 Responsibility for Equipment
Any equipment supplied to the Service User in relation to the Agreement shall at all times remain the property of the Provider unless specified in the Agreement. Throughout the duration of the contract the Service User shall be responsible for ensuring that the equipment is secure and will provide adequate insurance cover against fire, theft, vandalism, graffiti, and damage regardless of how it was caused. The Service User shall indemnify the Provider against any loss or damage to the equipment not recoverable under their policy of insurance. The Service User shall also indemnify the Provider against damage caused to the equipment that has been overloaded or misused.
Waste transfer Notes
a) To ensure compliance with the Environment Agency Act (1990) the Provider will automatically issue the Service User with a controlled Waste Transfer Note annually. The Service User must sign and return the document prior to the initial or existing Waste Transfer Note expiring.
b) Any change in the description of the waste specified in the Waste Transfer Note must be communicated to the Provider immediately in writing prior to any such change taking place to enable an updated Waste Transfer Note to be provided.
6. Liability
a) The Provider are not liable for any losses incurred by The Service User in relation to this Agreement.
b) Nothing in this Agreement shall operate to exclude or limit either Party’s liability for: (1) death or personal
injury caused by its negligence; (2) fraud; (3) wilful misconduct; and/or (4) any other liability which cannot be
excluded or limited under applicable law.
c) The Provider is not liable for any injuries sustained whilst using any product or their services.
d) Notwithstanding any other provision of the Agreement, the aggregate liability of the Provider, its
respective directors and employees, whether in contract, tort or otherwise, shall in no circumstances
whatsoever (but to the extent allowed by law) exceed the Fees paid by The Service User to the Provider.
e) The Provider is not responsible for anything they deem as outside their control.
f) The Service User is wholly responsible for any loss, damage (including accidental), or defamation of the Equipment whilst it is in the Service User(s) possession and until it has been returned and received by the Provider.
g) For any Equipment that has been lost or damaged in any way, The Service User will be charged for the replacement of the Equipment.
7. Data
a) The Service User hereby grant the Provider authority to use any data provided by The Service User to the Provider, for the provision of services by the Provider to The Service User and for the Provider to fulfil its obligations under these Terms.
d) By signing this Agreement, the Service User agree that all personal data will be used in accordance with the Provider’s Privacy Policy.
8. Confidentiality
a) The Parties agree to keep all Confidential Information in relation to the business of the other confidential during and after the term of the Agreement. This Clause 8 will not apply to any information which has been published or is in the public domain other than through a breach of the agreement; information in the possession of the recipient party before the disclosure under this Agreement took place; information obtained from a third party who is free to disclose it; information which a Party is required by law to disclose.
9. Assignment
a) The Provider expressly reserves the right to assign its obligations & rights under these Terms, and all its content, to an entity of their choosing by providing not less than 30 calendar days written notice.
b) No prior consent is required from The Service User for The Provider to assign its obligations & rights under these Terms, provided notice is given as outlined in clause (9a).
c) The Service User may not assign in whole or part any of its rights/obligations under Agreement.
10. Non-Circumvention
Both Parties hereby irrevocably agree not to circumvent or attempt to circumvent the provisions of this Agreement, including but not limited to those provisions regarding the calculation and payment of the Charges & Fees, and affirm that in every case that they will act with the highest standards of ethics in their dealings with each other.
11. Force Majeure
a) In no event shall The Provider be responsible or liable for any failure or delay in the performance of its obligations hereunder arising out of or caused by, directly or indirectly, forces beyond its control, including, without limitation, strikes, work stoppages, accidents, acts of war or terrorism, civil or military disturbances, nuclear or natural catastrophes or acts of God, and interruptions, loss or malfunctions of utilities, communications or computer (software and hardware) services; it being understood that the Trustee shall use reasonable efforts which are consistent with accepted practices in the banking industry to resume performance as soon as practicable under the circumstances.
12. Nature of this Agreement
a Each party agrees that, in entering into this Agreement, it does not rely on any representation, warranty or other provision except as expressly provided in this Agreement, and all conditions, warranties or other terms implied by statute or common law are excluded to the fullest extent permitted by law.
b) No failure or delay by either party in exercising any of its rights under this Agreement shall be deemed to be a waiver of that right, and no waiver by either party of a breach of any provision of this Agreement shall be deemed to be a waiver of any subsequent breach of the same or any other provision.
c)If any provision of the Agreement is held by any court or other competent authority to be invalid or unenforceable in whole or in part, the Agreement shall continue to be valid as to its other provisions and the remainder of the affected provision.
d) If the Provider does not insist immediately that The Service User do anything The Service User is obligated to do under this Agreement, or if the Provider delay in taking steps against The Service User in respect of The Service User breaching this Agreement, then the Provider can still enforce the terms set out in this Agreement at any time.
e) A person who is not Party to this Agreement may not enforce any term of this Agreement under the
Contracts (Rights of Third Parties) Act 1999. The Parties may rescind or change any term of this Agreement without the consent of a person who is not Party to this Agreement.
13. Email Notice Service
a) The Email Notice Service is an email distribution system which will distribute emails that provide notice to the Service User(s) of;
i) any changes to the terms of this Agreement
ii) any changes to policies of the Provider
iii) any assignment of any rights/ obligations of the Provider pursuant to this Agreement
Hereinafter referred to as the “EMS”
b) The Provider will subscribe the email address provided by the Service User in Section 1 of this Agreement to the EMS within 5 days of the Commencement Date.
c) In the event that the Service User(s) email address;
i) rejects emails from the EMS
ii) categorises emails from the EMS as junk or equivalent
iii) is unsubscribed from the EMS by any means
iv) the email address is invalid or does not exist
The Provider accepts no liability for notices not received via the EMS.
14. Notices
a) Notice of termination or any notice in relation to termination must be given in accordance with clause 4 of this Agreement.
b) notice of variation to the terms of this Agreement, variation of the Policies to the will be given via the Provider’s Email Notice Service in accordance with clause X of this Agreement.
a) Any other notice or other information required or authorised by this Agreement to be given by either party
to the other shall be given by:
i. delivering it by hand
ii. sending it by pre-paid registered post; or
iii. sending it by email to the address given in Section 1 of the Waste Management Agreement.
b)Any notice or information given by post in the manner provided by Sub-clause 9(a)(i) which is not
returned to the sender as undelivered shall be deemed to have been given on the day after the
envelope containing it was so posted; and proof that the envelope containing any such notice or
information was properly addressed, pre-paid, registered and posted, and that it has not been so
returned to the sender, shall be sufficient evidence that the notice or information has been duly given.
c) Any notice or information sent by email shall be deemed to have been duly given on the date of transmission, provided that a confirming copy of it is sent as provided in Sub-clause 11(a)(ii) to the other party at the address given in Section 1 of the Waste Management Agreement within 24 hours after transmission.
d) Service of any document for the purposes of any legal proceedings concerning or arising out of this
These Terms shall be affected by either party by causing it to be delivered to the other party at its
registered or principal office, or to such other address as may be notified to it by the other party in
writing from time to time.
15. Jurisdiction
a) This Agreement be governed and construed in accordance with the Laws of England and Wales.
b) In relation to any legal action or proceedings to enforce this Agreement or arising out of or in connection with this Agreement each of the parties irrevocably submits to the exclusive jurisdiction of the English and Welsh courts and waives any objection to proceedings in such courts.
c) On signing the Agreement and subsequently agreeing to this Agreement, The Service User agrees that the information given by the Service User or anyone on behalf of the Service User to the Provider relating to this Agreement is correct and accurate and that any person signing the Agreement on behalf of the Service User has the authority of the Service User to bind the Service User to these terms and that they are at least 18 years old.