Miscellaneous MRF Order

MISCELLANEOUS MRF ORDER

Order Identification

Parties

This Miscellaneous MRF Order (the Order) is entered into by and between Purchaser: , with principal address , and MRF Operator: , with principal address .

WHEREAS

WHEREAS, Purchaser desires to deliver, and Operator is equipped and willing to accept, process, and manage recyclable and recovered materials at Operator's materials recovery facility under the terms and conditions set forth herein;

WHEREAS, the parties intend for this Order to govern the delivery, acceptance criteria, processing, disposition, and payment for materials described in the Scope of Work and Material Schedule below;

WHEREAS, the parties agree that compliance with applicable environmental, health and safety laws and the delivery of accurate documentation (including weigh tickets and manifests where applicable) are material obligations of this Order.

Scope of Work

Service Location: .

Payment Terms

Price per ton (if variable): . Estimated total amount: .

Invoices are due within days of receipt. Late payments shall incur interest at per month or the maximum permitted by law, whichever is less.

Contamination and processing surcharges: Operator may charge a contamination fee where delivered loads exceed agreed contamination thresholds; applicable surcharge will be calculated as set forth in the Material Schedule or as otherwise agreed in writing.

Term and Termination

Term start date: . Term end date: .

Either party may terminate this Order for convenience upon days' prior written notice. Either party may terminate immediately for material breach if the breaching party fails to cure within a commercially reasonable time not to exceed 30 days after written notice of breach.

Operational and Compliance Requirements

Deliveries shall be accompanied by appropriate documentation (weigh tickets, manifests where required, and a material declaration). Purchaser represents that materials delivered are classified and packaged in accordance with applicable laws and that no hazardous waste is included unless agreed in writing and accompanied by required manifests.

If loads exceed agreed contamination thresholds or pose an environmental/health and safety risk, Operator may reject or reject portions of the load and charge disposal or remediation costs to Purchaser.

Confidentiality

Each party shall hold confidential any non-public business information of the other party disclosed in connection with this Order and shall not disclose such information except to employees and contractors with a need to know, or as required by law. Confidential information does not include information that is publicly available through no breach by the receiving party or that is independently developed.

Indemnity and Insurance

Purchaser shall indemnify and hold harmless Operator from any third-party claims arising from Purchaser's breach of representations, including the delivery of hazardous or misdeclared materials. Operator shall maintain general liability and pollution liability insurance appropriate to facility operations; insurance limits and certificates may be exchanged upon request.

Governing Law

This Order shall be governed by and construed in accordance with the laws of the jurisdiction of without regard to its conflict of law provisions.

Entire Agreement; Amendments

This Order, including any referenced schedules or attachments executed by the parties, constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior proposals and agreements. Any amendment must be in writing and signed by authorized representatives of both parties.

Certifications

By signing below, each party certifies that it has the authority to enter into this Order and that the information provided in connection with deliveries (including weight and material declarations) will be accurate and complete.

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