Terms and Conditions – FJL Recycling & Waste Management London

1. GENERAL
1.1 These Conditions apply to all agreements for the supply of services by FJL Recycling Limited unless specifically agreed in writing by FJL Recycling Limited

1.2 FJL Recycling Limited will require a credit application from the customer and in processing the credit application the customer consents that FJL Recycling Limited may make enquiries to credit reference agencies or other sources, who may keep a record of FJL Recycling Limited enquiry, and that FJL Recycling Limited may use any information obtained for the purposes of risk assessment, fraud prevention and for occasional debt tracing.

1.3 The rights and obligations of the Customer under this agreement shall be personal and shall not be assignable without the express consent of FJL Recycling Limited

1.4The Contracts (Rights of Third Parties) Act 1999 shall not apply to this agreement.

2. DURATION
2.1 The waste agreement shall commence on the first service date for the duration of the contact as stated in the waste agreement and shall continue thereafter unless terminated in accordance with this agreement.

2.2 The service shall start with effect from the date agreed between the parties.

2.3 Unless stated otherwise in the waste agreement during the duration of the agreement the customer shall not obtain any similar service or services from any third party.

3. PAYMENT TERMS
3.1 The Charge will be calculated as stated in waste agreement. The amount(s) stated in the waste agreement are exclusive of VAT and the Customer will have to pay all sums due in respect of VAT in accordance with the invoice for the Service. FJL Recycling Ltd will ensure that each invoice for the Service contains adequate details of the VAT charged.

3.2 All payments for the service(s) shall be due and payable within 30 days of the date of the invoice for the service(s) unless stated differently in your waste agreement. All payments made by the customer must be made in full.

3.3 The customer shall not be entitled to dispute any payment made. The customer agrees that FJL Recycling Limited records will be proof of the agreed service(s) 3.4 Without prejudice to any other rights of FJL Recycling Limited, if there is or there arises reason to doubt that amounts due from the customer will be paid in full then FJL Recycling Limited reserves the right to require payment in advance before commencing or continuing the Service, or at its sole discretion FJL Recycling Limited may terminate the agreement forthwith.

4. PRICE
4.1 FJL Recycling Limited reserve the right to increase the charges at any time to take account of any variation in FJL Recycling Limited’s costs including (but not limited to) variations in wages, disposal costs, administration costs, cost of materials and equipment, fuel costs, taxes and duties. FJL Recycling Limited shall give the Customer not less than one full calendar month’s notice of any variation of the charge under this Clause but not with standing this the customer shall be liable to pay any increase from the date specified in the notice.

4.2 Where the charge per lift is based on an agreed weight FJL Recycling Limited may amend the charge per empty rate at any time if it reasonably believes that the average weight per empty is less than or greater than the agreed weight in the waste agreement.

4.3 FJL Recycling Limited reserves the right to charge for the environmental charge that the customer must pay within 30 days of the date of the invoice. FJL Recycling Limited will give not less than one month’s notice to the customer of the environmental charge.

5. DELIVERY ACCESS UNLOADING AND RETURN
5.1 The plant/equipment will be delivered to the collection address in the quantity as agreed in the waste agreement.

5.2 The customer must provide suitable access to the site and a suitable location for contracted plant/equipment to be kept with enough access for FJL Recycling Limited’s vehicle to be turned around.

5.3 The recycling operative of the delivery vehicle may in his discretion refuse delivery if he believes that the access to the site or available space is unsafe or likely to cause damage to the plant/equipment or operative once the service(s) has started.

5.4 Subject to Clause 9.2, the customer will be responsible for the safety of any FJL Recycling Limited’s employees whilst on or about the collection address.

6. PERFORMANCE DATES AND FORCE MAJEURE
6.1 FJL Recycling Limited will use reasonable means to meet the dates for collection (which shall always be working days unless agreed between FJL Recycling Limited and the customer in the waste agreement but shall not be responsible for late collection or delay in collection this will not entitle the customer to cancel from the agreement.

6.2 FJL Recycling Limited shall have no liability for any delay collection caused directly or indirectly by breakdown or unavailability of plant/equipment or any circumstance that is out of FJL Recycling Limited control.

7. CHANGES IN CUSTOMER REQUIREMENTS
7.1 If the customer’s requirements for the service change, FJL Recycling Limited shall, subject to clause 7.2 shall change the agreement as agreed between the customer and FJL Recycling Limited.

7.2 FJL Recycling Limited and the customer must put all changes to the waste agreement in writing and for the avoidance of doubt state all new/existing charges and in do so a new waste agreement will be issued and start from the commencing date.

8. RISK
8.1 Risk of any loss or damage to the plant/equipment shall be the responsibility and remain with the customer from the time when the plant/equipment is delivered to the collection address, except where the loss or damage has occurred by the negligence of FJL Recycling Limited, its employees, agents or sub-contractors.

9. TERMS AND REPRESENTATIONS
These clauses set out the customer’s rights in respect of any loss or damage caused by the service made by FJL Recycling Limited and its employees. Customers are advised to read these clauses carefully and to check that they are covered by insurance against any loss or damage that they may sustain in respect of which the potential liability of FJL Recycling Limited is or may be restricted or excluded hereunder.

9.1 The plant/equipment shall be deemed to be in good working order, condition and fit for the customer’s use except when the customer has notified FJL Recycling Limited of any defects within three working days of acceptance of the plant/equipment at the collection address.

9.1.1 a breach by FJL Recycling Limited of any of the express provisions of these standard conditions of supply; or

9.2 If any exclusion or limitation of liability or any other provision contained in this Clause 9 or otherwise contained in the agreement is held invalid under any applicable statute or rule of law, it shall to that extent be deemed omitted, but if FJL Recycling Limited thereby becomes liable for any defect or loss, damage or nuisance which would have otherwise been excluded such liability shall be subject to the other exclusions limitations or provisions set out in the agreement.

9.3 The provisions of this Clause 9 shall remain in full force and effect notwithstanding any breach of this agreement by FJL Recycling Limited, and shall apply to such breach whether or not this agreement is terminated in consequence of such breach.

10. EMPTYING REPLACEMENT AND REMOVAL
10.1 The customer shall at all times allow FJL Recycling Limited’s employees or agents access to the plant/equipment to empty, exchange and on the termination of the waste agreement to remove it from the collection address.

10.2 All waste/recycling deposited in the plant/equipment shall become the property of FJL Recycling Limited from the time when FJL Recycling Limited empties or replaces the plant/equipment PROVIDED THAT the waste/recycling is of the nature that is stated within the waste agreement if this is not the case then the customer will be liable/ responsible for such waste/recycling.

11. PLANT/EQUIPMENT
11.1 The customer shall not

11.1.1 overload or overfill the plant/equipment; or

11.1.2 set fire to the contents of the plant/equipment; or

11.1.3 interfere with the mechanism of the plant/equipment; or

11.1.4 add or attach to the plant/equipment any painting, sign, writing, lettering or advertising.

11.3 All plant/equipment provided shall remain the property of FJL Recycling Limited and the customer will have no rights in the plant/equipment other than for the use of the waste agreement. The plant/equipment must only be used by the customer in the waste agreement and always located at the collection address. The customer has agreed that the plant/equipment is safe and able to contain and transport the waste/recycling as specified in the waste agreement. FJL Recycling Limited relies on the customer’s information provided as to the quantity and weight of waste/recycling that is been held in the plant/equipment if different to waste agreement.

12. WASTE
12.1 The customer and FJL Recycling Limited will both sign a new Transfer Note:-

12.1.1 without prejudice to clause 12.3, at any time when there is a change in any of the details in waste agreement or on any transfer note.

12.1.2 before the expiration of the agreed contract duration as stated in the waste agreement from the commencement date or any current transfer note.

12.2 The Customer warrants that the details relating to the waste/recycling (including, for the avoidance of doubt, those relating to weight and compatibility) contained in waste agreement or in any transfer note are and will be true and complete as FJL Recycling Limited relies on those details of the Service. FJL Recycling Limited shall be entitled to take samples of the waste/recycling placed in the plant/equipment to audit the material to confirm that the description is correct. Such procedure shall under no circumstances relieve the customer of its obligations to describe the waste/recycling honestly.

12.3 The customer may not place in the plant/equipment any material other than such stated in the waste agreement or, if such has agreed with FJL Recycling Limited prior to the collection.

12.4 FJL Recycling Limited will be entitled to refuse to deal with any material:-

12.4.1 which it has reason to believe is toxic, poisonous, explosive, inflammable or otherwise dangerous; or

12.4.2 the handling of which may cause FJL Recycling Limited to incur civil or criminal liability; or

12.4.3 which it has reason to believe is or may be a Hazardous; or

12.4.4 the disposal of which might involve FJL Recycling Limited in additional expense or an unreasonable amount of extra work.

13. SIGNAGE
13.1 The Customer may not remove, deface or conceal any signage or plant/equipment asset numbers that has been allocated by FJL Recycling Limited.

13.2 FJL Recycling Limited shall at all times have access to inspect all plant/equipment at the collection address without notice.

14. DISPOSAL
14.1 FJL Recycling Limited will use all reasonable endeavours to satisfy itself that any Disposal Site at which the Customer’s Waste is disposed of is operated in accordance with statutory requirements where such Disposal Site is not operated by FJL Recycling Limited. However, FJL Recycling Limited accepts no liability whatsoever for any third party’s failure so to operate.

15. LIABILITIES OF THE CUSTOMER
15.1 During the waste agreement the customer must replace/repair to manufactures specification all plant/equipment of FJL Recycling Limited if lost or damaged (fair wear and tear excepted).

15.2 Subject to Clause 9, the customer shall indemnify and hold FJL Recycling Limited harmless against any injury demands actions costs charges expenses loss damage or liability to any persons or property arising from:

15.2.1 any act omission or negligence of the customer its agents or employees; or

15.2.2 the provision of the service.

15.3 If the customer requests that the plant/equipment be placed in a position which requires the vehicle to leave the public highway the customer shall indemnify and hold FJL Recycling Limited harmless against any loss costs claims damages or expenses which FJL Recycling Limited may thereby incur whether as a result of damage to the vehicle, the plant/equipment, the property of the customer or a third party including damage to the road margin or pavements.

15.4 The Customer shall maintain insurance cover in respect of this indemnity and shall at the request of FJL Recycling Limited provide a copy of the insurance policy as proof of maintaining such cover.

16. TERMINATION
16.1 If the customer commits any breach of this agreement FJL Recycling Limited may, in addition to its other rights in respect thereof, give notice to the customer to terminate this agreement immediately or, at the option of FJL Recycling Limited, after 21 days from the date of such notice if the Customer shall not have remedied the breach to FJL Recycling Limited’s satisfaction during that time.

16.2 If the Customer shall have a receiver, an administrator or an administrative receiver appointed for the whole or any part of its assets or if an order shall be made or a resolution passed for its winding-up (unless this is for the purpose of its reconstruction or amalgamation) then this agreement shall terminate forthwith.

16.3 Either party may terminate this agreement by the service of notice, which must be of not less than three months’ duration and not more than six months duration, must be expressed to expire on the date which is three months after expiry of the Initial Period or any subsequent anniversary of the Commencement Date, and must be given in the manner set out in Clause 18.

16.4 If FJL Recycling Limited elects to terminate this agreement under Clause 16.1, or the agreement is terminated under Clause 16.2, or the Customer wishes to terminate the Agreement other than in accordance with clause 16.3 then the Customer shall pay all Charges accrued due and in addition shall pay to FJL Recycling Limited as liquidated damages (and the Customer acknowledges this to be a genuine pre-estimate of the likely loss which FJL Recycling Limited would incur in such event) for the period (the “Damages Period”) from the date of such termination to the earliest date on which this agreement could validly be terminated by a notice given in accordance with Clause 16.3, the following amount:-

16.4.1 in the case of Customers for which FJL Recycling Limited collects Waste on a scheduled Collection Day, an amount equal to 41% of the aggregate Daily Rental and Collection Charge which would have become payable in respect of the Service during the Damages Period;

16.4.2 in the case of Customers for which FJL Recycling Limited collects Waste not on a specific Collection Day but upon request, an amount equal to 41% of the aggregate Daily Rental and Collection Charge which would have become payable in respect of the Service during the Damages Period on the following assumptions:

16.4.2.1 where the Service has been provided for less than three months, that collections would have been made during the Damages Period at the Expected Frequency set out in waste agreement; or

16.4.2.2 where the Service has been provided for more than three months, that collections would have been made during the Damages Period at the greater of (1) the Expected Frequency or (2) at the same average rate as during the three months immediately preceding the termination date.

16.5 FJL Recycling Limited may Termination this Agreement on notice and without liability to the Customer if FJL Recycling Limited reasonably considers that it cannot provide the Service (or any part of the Service) safely or the Customer has not signed and returned a valid Transfer Note(s).

16.6 Termination of this agreement shall be without prejudice to any rights or liabilities of either party which may have accrued to that date.

17. AMENDMENT
17.1 FJL Recycling Limited reserves the right to amend this agreement as it considers necessary to comply with statutory requirements from time to time or any change in legislation governing the collection transport and disposal of Waste and will notify any such amendment to the Customer as soon as practicable.

18. NOTICES
18.1 Any proposal acceptance agreement authority permission or notice referred to in this agreement shall be:

18.1.1 in writing; and

18.1.2 given to the party for whom it is intended at the address for that party as set out in the waste agreement, or such address as is notified to the other party for that purpose; and

18.1.3 given by post, fax or e-mail and shall be deemed to have been received two Working Days after the date of posting or one Working Day after the date of fax or e-mail as the case may be.

19. GOVERNING LAW
19.1 This agreement shall be governed by and construed in accordance with the Laws of England and the parties irrevocably submit to the exclusive jurisdiction of the English Courts.

19.2 Any reference to any Act of Parliament Regulation or Order shall include any re-enactment, amendment, replacement or modification thereof.

20. FOREBEARANCE
20.1 No time indulgence or relaxation on the part of FJL Recycling Limited shown or granted in respect of any of the provisions of this agreement shall in any way affect diminish restrict or prejudice the rights or powers of FJL Recycling Limited under this agreement or operate as or be a waiver of any breach by the Customer of the terms of this agreement.

Definitions

In these Conditions the following words and expressions shall have the following meanings:

Assumed Weight means the assumed weight agreed in the waste agreement.

Charge means the total amount payable for the service in respect of the collection charge, daily rental and delivery charge.

Charge Per Lift means the amount per lift (or collection) of Waste set out in the waste agreement

Charge Per Tonne means the amount per tonne of Waste collected in any lift set out in the waste agreement

Collection Address means the site or sites in the waste agreement

Commencement Date means the date stated in waste agreement as the first service date

Customer means the customer in the waste agreement FJL Recycling Limited Terms and Conditions

Delivery Charge means the amount set out in the waste agreement

Environmental Charge means the environmental administration charge applied by FJL Recycling Limited from time to time in accordance with the waste agreement.

Plant/Equipment means each and every item of waste disposal equipment rented out by FJL Recycling Limited to the customer, including containers.

Hazardous Waste Hazardous Waste is Waste which is 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).

Relevant Legislation means any statute, European Community Directive or the requirements of any government department, local authority or other public or competent authority, and guidelines contained in government waste management papers and codes of practice issued by the government for the waste disposal industry and which are relevant to the parties’ obligations under this agreement.

Service means the provision of plant/equipment and a transfer note (or any other document required for the lawful storage, collection, transportation and disposal of waste), collection of waste, transport of waste and disposal of waste or any part thereof as agreed between FJL Recycling Ltd and the customer

Transfer Note means the current controlled waste description and transfer note completed by the customer and FJL Recycling Limited pursuant to the provisions of the Environmental Protection Act 1990 and regulations made there under which relates to the waste covered by this agreement.

Vehicle means each and every vehicle owned or operated by FJL Recycling Limited, its agents or sub-contractors which visits any collection address to deliver, empty, replace or remove plant/equipment.

Waste means the waste further particulars of which are set out in waste agreement or in any current transfer note applicable to this agreement.

Working Day means a day (excluding Saturday and days where local holidays to not coincide with public/bank holidays) on which banks in London are open for general business.

Initial Period means the period from commencement date set out in waste agreement which if none is stated will be 18 months.