Refuse Disposal Containers

REFUSE DISPOSAL CONTAINERS AGREEMENT

Parties

Recitals

WHEREAS, Service Provider is engaged in the business of supplying, delivering, removing, and disposing of refuse disposal containers and related services; and

WHEREAS, Client desires to retain Service Provider to furnish one or more refuse disposal containers under the terms set forth herein; and

NOW, THEREFORE, in consideration of the mutual promises and covenants contained in this Agreement and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties agree as follows:

Scope of Work

Service Provider will supply, deliver, place, empty (if scheduled), and remove refuse disposal containers as described below at the Client's designated location. Details, special instructions, and the nature of materials to be collected shall be set forth in the Scope of Work field and any attachments incorporated by reference.

Container Specifications & Placement

Container Size:    Quantity:    Placement Address:

Prohibited Materials

The following materials are strictly prohibited in the containers unless expressly agreed in writing by Service Provider:

Hazardous wastes (flammable, explosive, toxic)    Asbestos    Batteries    Used oil/contaminated liquids

If prohibited materials are discovered in a container, Client shall be responsible for all removal, remediation, fines, and additional disposal costs incurred by Service Provider.

Payment Terms

Contract Price or Rate Basis:

Deposit Required:    Payment Schedule:

Invoicing: Service Provider shall invoice Client in accordance with the schedule above. Payment is due within days of invoice date.

Late Payment Fee: Any undisputed past due amount shall accrue interest at the lesser of 1.5% per month or the maximum rate permitted by law and Client shall also be responsible for collection costs and reasonable attorneys' fees.

Additional Fees: Client shall pay all applicable charges for overweight loads, excessive contamination, special handling, emergency pickups, relocation of containers, or delays caused by Client beyond standard service windows. Estimated additional fees:

Term and Termination

This Agreement is effective as of and shall continue until unless earlier terminated in accordance with this Agreement.

Either party may terminate for convenience upon days' prior written notice. Service Provider may also terminate immediately for Client's failure to pay undisputed amounts, permitted contamination of containers, or where continued performance would be unlawful or create an immediate safety or environmental hazard.

Confidentiality

Each party agrees to keep confidential any business, financial, technical, or other non-public information disclosed by the other party in connection with this Agreement. Confidential information shall not include information that (a) is or becomes publicly known other than through breach of this Agreement, (b) is rightfully received from a third party without obligation of confidentiality, or (c) is independently developed without use of the other party's confidential information. The obligations of confidentiality shall survive termination of this Agreement for a period of two (2) years.

Insurance, Indemnity & Liability

Service Provider shall maintain commercial general liability and automobile liability insurance covering its operations and containers. Client shall maintain liability insurance covering operations on Client premises. Certificates evidencing insurance shall be provided upon written request.

Indemnity: Client agrees to indemnify, defend and hold harmless Service Provider and its agents, employees and contractors from and against any and all claims, liabilities, losses, damages, fines, penalties, and expenses (including reasonable attorneys' fees) arising out of Client's breach, negligence, willful misconduct, or use of containers in violation of this Agreement.

Limitation of Liability: Except for willful misconduct or gross negligence, Service Provider's liability for any claim arising out of or relating to this Agreement shall not exceed the total amounts paid by Client to Service Provider under this Agreement during the twelve (12) month period preceding the claim.

Environmental Compliance and Inspections

Client warrants that materials placed in the containers shall comply with all applicable environmental, health and safety laws. Service Provider may inspect containers at reasonable times and may refuse service or remove containers if unsafe, contaminated, or in violation of law. Client shall be responsible for any regulatory fines or cleanup costs arising from Client's disposal activities.

Ownership; Risk of Loss; Title

All containers and equipment supplied by Service Provider remain the property of Service Provider. Risk of loss or damage to containers remains with Service Provider, except where damage is caused by Client's negligence, misuse, or deliberate acts, in which case Client shall be responsible for repair or replacement costs.

Governing Law

This Agreement shall be governed by and construed in accordance with the laws of the State of without regard to its conflict of laws principles.

Entire Agreement; Amendments

This Agreement, including attachments and any service orders executed hereunder, constitutes the entire agreement between the parties relating to the subject matter and supersedes all prior or contemporaneous agreements, proposals, and communications. Any amendment or modification must be in writing and signed by authorized representatives of both parties.

Notices

All notices required or permitted under this Agreement shall be in writing and delivered to the addresses set forth above or to such other address as a party may designate in writing. Notice is effective upon personal delivery, confirmed overnight courier, or three (3) days after deposit with the United States Postal Service, postage prepaid.

Additional Terms

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