Customer Service Agreement V9.2

Terms & Conditions

 

1 Definitions and Interpretations:

1.1 In this Agreement the following words and expressions shall have the following meanings:-

“Agreement” means the Form of Agreement for the Collection of Waste signed by the Parties together with these Terms and Conditions;

“Container” means the bins or bags supplied to the Customer by WOW as part of this agreement.

“Bundle” means a tied bundle of cardboard, or a box of cardboard, which weighs no more than 15 kilograms and is not too large in size for one person to lift comfortably.

“Charges” means the charges described in clause 10 and where applicable includes the separate and/or combined charges for the hire and provision of a Container;

“Customer” means the legal person to who WOW provides Services under this Agreement and referred to on the Form of Agreement;

“Form of Agreement” means the Form of Agreement signed by the Parties containing details of this Agreement and the Services

“Hazardous Waste” means the hazardous waste referred to in clause 5;

“Initial Period” means the period commencing on the Start Date and ending the anniversary of the Start Date or as otherwise notified by WOW in writing;

“Location of Transfer” means the collection address referred to in the Form of Agreement;

“Services” means the services set out in clause 3 and in the Form of Agreement;

“Start Date” means the last date that all of the following conditions have been fulfilled; i) the Parties signing this Agreement and ii) the parties signing the Waste Transfer Note (WTN);

“Unit” means one Bundle or Bag of Waste Material.

“Waste Material” means the Customer’s waste material complying with the description contained within the Waste Transfer Note (WTN) and the terms of this Agreement;

“Waste Transfer Note” means the waste transfer note (Duty of Care Form) referred to in clause 4 and signed by the Parties from time to time;

“WOW” means War On Waste Ltd.

 

2 Period of the Agreement

2.1 This Agreement shall commence on the Start Date and shall remain in operation for the Initial Period and unless stated otherwise in the Form of Agreement and shall be renewed automatically thereafter for successive one year terms (the ‘Renewal Period’) The Initial Period plus any Renewal Period shall be the Agreement Period.

 

3 Services Provision

3.1 WOW agrees to provide to the Customer the waste collection service at the Location of Transfer in accordance with this Agreement making collections on the days, at the frequency, places and for the amounts specified in the Agreement.

3.2 The provision of the Services may be varied by WOW during Bank Holidays, other holidays, during emergency or to meet other operational requirements including inclement weather or in other circumstances outside the control of WOW.  WOW do not undertake to provide an alternative collection that week.  Wherever possible WOW will endeavour to notify the Customer in advance.  Any such variation will be without liability to WOW however WOW will endeavour to make arrangements for any uncollected Waste Material to be collected.  The Customer agrees to assist WOW in its attempts to make alternative arrangements for the collection of the Waste Material and the Customer acknowledges that circumstances may dictate that an alternative method of storage of Waste Material may need to be undertaken by the Customer in the interim at their own risk and cost such as by the use of sealed Containers. 

3.3 WOW reserves the right to make operational changes as it deems necessary during the Agreement Period to ensure that the Services are provided to all customers in an efficient and cost-effective manner.  The Customer will be notified of such operational changes, if not in advance, as soon as is reasonably possible.  In such circumstances the Customer shall be at liberty to determine this Agreement early upon giving to WOW 14 days notice in writing.

3.4 No later than the Start Date and thereafter throughout the Agreement Period the Customer shall have obtained and thereafter maintain a Waste Transfer Note (WTN) for the purposes of all Waste Material collected under this Agreement.

3.5 Subject to the Customer obtaining and maintaining a WTN throughout the Agreement Period as stated in Condition 3.5 the Services shall commence on the Start Date and continue thereafter subject to and in accordance with the terms of this Agreement.

3.6 Should WOW fail to provide the Services on any day scheduled for the collection of the waste the Customer shall be under a duty to notify WOW within one working day of the said failure to collect.  Notice by the Customer shall be communicated to WOW by the soonest most practicable means.  An alternative or subsequent collection of the uncollected Waste Material will be arranged as soon as is practicable.

 

4 Duty of Care and Waste Transfer Note (WTN)

4.1 The Environmental Protection Act 1990 places a Duty of Care on the producer of waste.  It is for the customer to comply with the various laws pertaining to waste.  The law requires that Waste Producers take all reasonable steps to ensure that waste is managed in an authorised manner.  The Waste Producer must ensure the waste is properly contained and does not escape from their control and is only transferred to an authorised person with a written description of the waste on a WTN.

4.2 The Customer warrants that the WTN contains an accurate and adequate description of the nature and characteristics of the Waste Material and that WOW is advised at all times of the composition of the Waste Material prior to collection.  The Customer must complete, sign and return the Duty of Care WTN before collections can commence.  The WTN signed by WOW will be issued on receipt of payment and will be valid only for period for which payment has been received.

4.3 The written description of the Waste Material in the WTN must contain sufficient information to enable safe and legal handling, recovery or disposal.  It must also contain reference to the appropriate six-digit code in the European Waste Catalogue.  The WTN must also show the quantity of the Waste Material and how it is contained.

4.4 On the WOW recycling service each bag collected by WOW must contain only one type of waste.  paper, or cardboard, or polythene, or steel/aluminium cans and soft plastics.  Customers who mix waste in a bag will receive one warning, after which, a mixed bag will be charged as two units.

4.5 Waste Material for collection through this Agreement shall not include any liquids, or any material which is toxic, corrosive, flammable, explosive or hazardous.

4.6 Where there are regular collections of the Waste Material and the description remains unchanged WTN’s can be valid for one year.

4.7 The signed copy of the WTN must be kept by the Customer for 2 years from the last collection stated in the WTN and must be shown, on request to an authorised person.

 

5 Hazardous Waste

5.1 The Waste Material collected through this Agreement must not contain hazardous waste (‘Hazardous Waste’) as defined below.

5.2 Hazardous Waste must be managed in accordance with the Hazardous Waste Regulations introduced in 2005.  The inclusion of Hazardous Waste with the Waste Material collected through this Agreement is prohibited and illegal.

5.3 Wastes that contain hazardous properties harmful to human health or the environment are identified in the European Waste Catalogue available on the Environment Agency Web site.  Examples of waste considered hazardous include:

Asbestos; Lead acid batteries; Cathode Ray Tube TV’s and Computer Monitors; Fridges and Freezers; Fluorescent light tubes; Chemical wastes; Pesticides; Oily sludge’s, Clinical waste.

 

6 Animal By-Products

6.1 The Waste Material collected must not contain raw or unprocessed animal wastes including meat, fish, or eggs.

 

7 Storage and Collection

7.1 On the day of collection Containers should be placed either, on the pavement, or in a safe and secure position for convenient collection as agreed with WOW.  In addition to the prohibition of Animal by-products and Hazardous Waste and other forms of waste referred to in Conditions 3, 4 and 5 the Customer must not dispose of waste that constitutes or is likely to constitute a health and safety risk to any persons emptying or collecting or disposing of the waste or emptying the Container.  The Customer shall bear all the risks involved in the siting, storage and use of the Containers and Waste Material.

7.2 All Containers must be sealed to ensure no spillage on the public highway.

7.3 The Customer must not overload Containers either in terms of volume or weight (bags max 20 kgs) nor load the Containers in a manner, which makes emptying unsafe.  The Services will not be undertaken, or the units will be charged at double rate, if in the reasonable opinion of WOW the Container has been left in any way described in this Condition.

7.4 The Customer shall ensure that the Waste Material intended for collection by WOW is deposited in the Containers as agreed with WOW and is not deposited, stored or kept outside other than in such Containers.

7.5 The Customer shall provide safe and unobstructed access to the Containers on the day of collection.  If access to the Waste Material continues to be obstructed WOW reserves the right to charge for any additional collection cost or to terminate the Agreement.

7.6 WOW shall not be held liable for any damage to access ways, road surfaces, parking areas, footways kerbs etc belonging to the Customer or third parties resulting from the weight or size of the waste collection vehicles.  Details of the size and weight of the vehicle used can be obtained from WOW upon written request.

7.7 WOW will not be liable to any Third Party as a result of personal injury or damage to property following unauthorised movement of the container/bin by third parties outside of WOW's control or acting without our permission.

7.8 In respect of containers placed on the public highway - the following applies. 

7.8.1 Customers warrant with respect each container ordered to be placed other than on private property:

(i) that the permission of Highway Authority has been duly obtained under Section 31 Highways Act 1971

(ii) that the said permission will be kept in force by the exclusion or renewal as necessary until either the container is removed or until the expiry of three working days notice is given to us to remove the container.

(iii) that they will ensure the observation and performance at all times of all the conditions subject to which the aforesaid permission is granted and in particular will ENSURE THAT THE CONTAINER IS PROPERLY LIGHTED THROUGHOUT THE HOURS OF DARKNESS.

(iv) that they will not remove the container from the place where it is deposited without first obtaining both the written permission of the Highway Authority and ourselves and

(v) that they will ensure that at the time when collection is required there is a clear space at one end of the container of no less than thirty feet to enable the lorry necessary access to affect the collection and removal.

7.8.2 The customer further warrants as a term of this contract that he or a responsible officer in his firm or company/organization has read or had explained to him and fully understands all the conditions subject to which the Highway Authority’s permission has been granted and undertakes that he will secure that all the conditions so specified shall be compiled with and in particular THAT THE CONTAINER IS PROPERLY LIGHTED DURINGTHE HOURS OF DARKNESS.

7.8.3 Unless specifically otherwise agreed customers shall themselves provide three marker cones by day and three marker cones plus six red lights during the hours of darkness on the container as required by the Highways Act 1971, if the same is placed on the Public Highway (including grass verges and footpaths or pavements) or anywhere else where damage to properly or injury to third parties is foreseeable. They should also ensure the safe loading of materials into the containers.

7.9 This Agreement does not give authority to deposit any waste on the public highway in advance of collection.  Containers of waste may remain on the public highway for a period not exceeding 2 hours.  Any violation of the laws pertaining to waste on the public highway remains the Customer’s responsibility.

7.10 The Customer warrants that it has absolute title to the Waste Material and has a right to deposit the Waste Material in the Container(s) or make it available for collection and disposal.

7.11 The Customer acknowledges that WOW shall acquire full title to the Waste Material when it is loaded into WOW’s collection vehicle.

7.12 The Customer hereby gives the irrevocable right and licence to enter the Location of Transfer or wherever premises the Containers are kept at any time with or without vehicles and with or without notice for the purposes of assessing and/or removing the Container(s).

 

8 Compliance with the Legislation and Guidance

8.1 WOW and the Customer shall comply with all legislation and officially recognised guidance and codes of practice relating to the Services including the Environmental Protection Act 1990 and the Control of Pollution Act 1974.  If WOW breach their duties as a result of the customer failing to comply with their duties WOW will not be liable for any loss caused.

 

9 Charges

9.1 Collection charges including any variations (the ‘Charges’) for the Services shall be determined by WOW from time to time.  The Charges are likely to be set on annual basis from the 1st April each year.  WOW reserves the right to determine Charges at any time.

9.2 The Charges payable shall be those calculated in accordance with the rates set by WOW throughout the Agreement Period.  The Charges are exclusive of any applicable Value Added Tax which the Customer shall also be liable to pay to WOW.

9.3 WOW reserves the right to vary the Charges payable by the Customer during the Agreement Period (for example changes to overheads such as fuel, value added tax and landfill tax) and notice will be given to the Customer as soon as possible prior to the implementation of any variation to the Charges.  In such circumstances the Customer shall be at liberty to determine this Agreement early upon giving to WOW 14 days notice in writing.  The Customer shall pay any additional Charges arising from a variation under this Condition within 14 days of receiving an invoice from WOW demanding payment.

9.4  WOW offers five ways to pay for the services.  Option A is to buy either 26, 52 or 104 bags at a time to cover the estimated number of units required for a six month period.  At the end of each 6 month period WOW will issue a further six months supply of bags.  Option B is where the customer pays on the basis of the number of units collected each month subject to a minimum of 2 units.  Option C is where the customer agrees with WOW a fixed weekly charge regardless of the number of units collected.  Option D is a set price per month for a set number of bin empties.  Option E is a set price per bin empty for a variable number of bin empties.

9.5 The Customer shall pay the Charges in full on receipt of an invoice.  Fourteen days (14) credit is allowed under the Agreement and the customer will remit payment within this time.

9.6 If payment of the Charges is not received within 21 days of the date of invoice, whether formally demanded or not, WOW will suspend the services with immediate effect.  Should payment of the charges not be received within 45 days of the date of invoice a final demand will be sent.  If payment has not been made in full within 60 days of the date of invoice WOW will terminate the Services with immediate effect and WOW shall have the right to recover all outstanding and unpaid monies due and owing to WOW arising from this Agreement by whatever lawful means available.

9.7 WOW reserve the right to add interest on any overdue sums and the right to claim back any cost (e.g. legal) of enforcing the Terms or payment under them. 

9.8 In the case of customers who are Limited Companies, and where the customer is put into administration, or liquidation, the directors accept joint and several liability for the payment of any outstanding invoices.

9.9 Any changes agreed between the parties shall not affect the validity of this Agreement and this Agreement shall be amended accordingly

 

10 Termination

10.1 If the Customer shall fail to comply with this Agreement, WOW may, in writing, on giving 7 days notice, terminate the Agreement.

10.2 The Agreement may be terminated at any time by either party giving to the other written notice of not less than one month.

10.3 The Agreement may be terminated immediately if the customer has any kind of financial order made against them (e.g. a voluntary agreement with creditors.)

10.4 Upon early termination of the Agreement WOW reserves the right to levy a cancellation charge to cover reasonable administrative costs.

10.5 Termination of this Agreement by effluxion of time or otherwise shall be without prejudice to any claim one party may have against the other arising from this Agreement either before or after its termination.

10.6 Upon termination of this Agreement by effluxion of time or otherwise the Customer shall forthwith pay all sums due under this Agreement

 

11 Indemnity and Liability

11.1 The Customer shall be wholly responsible for the Containers and the safety of all persons (including waste collection workers) entering the Location of Transfer or wherever the Customer keeps, stores or sites the Container(s) and the Customer shall be liable and agrees to indemnify WOW against any such liability, losses and claims whatsoever for injury or death to persons or loss or damage to property arising therefrom except where death or injury to a person or damage to property is caused by the negligence of WOW.

11.2 The Customer shall indemnify WOW against all claims arising through any neglect, act or breach by the Customer in connection with this Agreement.

11.3 The Customer shall indemnify WOW against any damage its collection vehicle may cause to the road/drive, car park surface, or any other property (whether public or private areas) where the collection vehicle is required to enter to perform the Services including all apparatus or services located beneath the route taken by the collection vehicle subject to WOW’s driver operating with normal care and attention.

11.4 WOW will not be liable to the Customer or deemed to be in breach of the Agreement by reason of any delay in performing or failing to perform any of WOW’s obligations in relation to the Services, if the delay or failure was due to any cause beyond WOW’s reasonable control resulting from: act of God, explosion, flood, tempest, fire or accident; war or threat of war, sabotage, insurrection, civil disturbance or requisition; acts, restrictions, regulations, laws, prohibitions or measures of any kind on the part of any government; strikes , lockouts or other industrial actions or trade disputes (whether involving WOW employees or third party employees); difficulties in obtaining labour fuel, parts or machinery or failure or breakdown of machinery.

11.5 The Customer is therefore advised to undertake whatever risk assessment it considers necessary arising from the above responsibilities/liabilities described in this Condition 11 (and throughout this Agreement) and to advise WOW in writing of any risks identified and the suggested action to deal with such risks.  The Customer should also consider whether its insurance for such risks is adequate.  Should the Customer take out insurance for any such risks the Customer shall ensure that WOW’s interest is noted on the policy and that the policy is available for inspection by WOW upon request

 

12 Assignment

12.1 The Customer shall not transfer, assign or subcontract the whole or any part of this Agreement without the written consent of WOW and any such transfer, assignment or subcontracting (without the consent of WOW) shall operate to terminate this Agreement automatically.

12.2 WOW reserves the right to transfer, assign or subcontract the whole of benefits and burdens of this Agreement upon giving one month prior notice in writing to the Customer.

 

13 Confidentiality and Data Protection

13.1 Unless having been placed under an obligation to do so by a court or other body or agency of competent authority or jurisdiction (including the Information Commissioner, Government Agency, WOW, WTN inspector and External Auditor) the Parties agree to keep confidential this Agreement.

13.2 Notice is hereby given to the Customer that pursuant to the Data Protection Act 1998 WOW may use the Customers data appearing in this Agreement for the purpose of the provision of its commercial waste collection service and to confirm and update WOW’s records held for this purpose.

 

14 Severability

14.1 If any provision of the Agreement is held to be invalid, illegal or unenforceable for any reason by any court of competent jurisdiction such provision shall be severed and the remainder of the provisions of the Agreement shall continue in full force and effect as if the Agreement had been executed with the invalid, illegal or unenforceable provision eliminated.

 

15 Waiver

15.1 Failure by a Party at any time to enforce the provisions of the Agreement to require performance by the other Party of any provisions of the Agreement shall not be construed as a waiver of any such provision and shall not affect the validity of the Agreement or any part thereof or the right of a Party to enforce any provision in accordance with the Agreement.

 

16 Notices

16.1 Except as otherwise expressly provided by the Agreement no notice or other communication from one Party to the other shall have any validity under the Agreement unless made in writing by or on behalf of the Party concerned.

16.2 Any written notice or other communication which is to be given to a Party, shall be delivered by prepaid first class post or by hand or sent by fax or electronic transmission to the relevant Party’s address and/or fax/email address (as applicable) as set out above or as that Party shall notify to the other Party.

16.3 Properly addressed postal notices shall be deemed to have been served 2 working days after the date of posting; notices delivered by hand shall be deemed to be served at the time of delivery and notices sent by fax or email shall be deemed to be delivered at the time of sending provided that a confirmation report of successful transmission is obtained.

 

17 Whole Contract and Variations

17.1 This Agreement constitutes the whole agreement between the Customer and WOW in respect of the provision of the Services and the Customer acknowledges that in entering into this Agreement no reliance has been placed upon any representation, act, omission except as set out in this Agreement.

17.2 Any variation to this Agreement shall be of no effect unless expressed in writing and signed by an Authorised Officer of WOW and the Customer

17.3 The Customer acknowledges that it can place no reliance on any representation, act or omission of WOW unless confirmed in writing by an Authorised Officer of WOW.

 

18 Third Party Rights

18.1 For the avoidance of doubt nothing in this Agreement shall confer on any third party any benefit or the right to enforce any term of this Agreement and the parties hereby agree to exclude the provisions of the Contract (Rights of Third Parties) Act 1999.

 

19 Law and Jurisdiction

19.1 This Agreement shall be governed by and construed in accordance with the laws of England and to the exclusive jurisdiction of the English Courts.