Trade waste terms and conditions

Indemnity

1. The Customer shall be responsible for the Trade Waste Containers and the safety of all persons (including waste collection workers) entering the location where the Customer keeps, stores or sites the Trade Waste Containers. The Customer shall be liable and agrees to indemnify the Council against any such liability, losses and claims whatsoever for injury or death to persons or loss or damage to property arising there from, except where death or injury to a person or damage to property is caused by the negligence of the Council.
2. The Customer shall indemnify the Council against all claims arising through any neglect, act or breach by the Customer in connection with the Contract.
3. The Customer shall indemnify the Council against any damage its collection vehicle may cause to the road/drive, car park surface, or any other property not on the public highway, 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 the Council's driver operating with normal care and attention.

Force majeure

The Council will not be liable to the Customer or deemed to be in breach of the Contract by reason of any delay in performing or failing to perform any of the Council's obligations in relation to the Services, if the delay or failure was due to any cause beyond the Council'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 Council employees or third party employees); difficulties in obtaining labour fuel, parts or machinery or failure or breakdown of machinery.

Assignment and other dealings

• (a) The Council may at any time assign, subcontract, delegate or deal in any other manner with any or all of its rights and obligations under the Contract.
• (b) The Customer shall not assign, transfer, subcontract, delegate or deal in any other manner with any of its rights and obligations under the Contract.

Entire agreement

The Contract constitutes the entire agreement between the parties. It supersedes all previous agreements, promises, assurances, warranties, representations and understandings between them, whether written or oral, relating to its subject matter.

Variation

Except as set out in these Conditions, no variation of the Contract shall be effective unless it is agreed by the Council (acting reasonably).

Waiver

A waiver of any right or remedy under the Contract or by law is only effective if given in writing and shall not be deemed a waiver of any subsequent right or remedy. A failure or delay by a party to exercise any right or remedy provided under the Contract or by law shall not constitute a waiver of that or any other right or remedy, nor shall it prevent or restrict any further exercise of that or any other right or remedy. No single or partial exercise of any right or remedy provided under the Contract or by law shall prevent or restrict the further exercise of that or any other right or remedy.

Severance

If any provision or part-provision of the Contract is or becomes invalid, illegal or unenforceable, it shall be deemed modified to the minimum extent necessary to make it valid, legal and enforceable. If such modification is not possible, the relevant provision or part-provision shall be deemed deleted. Any modification to or deletion of a provision or part-provision under this clause shall not affect the validity and enforceability of the rest of the Contract.

Notices

• (a) Any notice or other communication given to a party under or in connection with the Contract shall be in writing and shall be delivered by hand or by pre-paid first-class post or other next working day delivery service at its registered office (if a company) or its principal place of business (in any other case).
• (b) Any notice or communication shall be deemed to have been received: 
  
  • if delivered by hand, on signature of a delivery receipt or at the time the notice is left at the proper address; and
  • if sent by pre-paid first-class post or other next working day delivery service, at 9.00 a.m. on the second Business Day after posting or at the time recorded by the delivery service; and
  • if sent by email, at the time of transmission, or, if this time falls outside business hours in the place of receipt, when business hours resume. In this clause, business hours mean 9.00 a.m. to 5.00 p.m. Monday to Friday on a day that is not a public holiday in the place of receipt.
• (c) This clause does not apply to the service of any proceedings or other documents in any legal action or, where applicable, any other method of dispute resolution.

Third party rights

Unless it expressly states otherwise, the Contract does not give rise to any rights under the Contracts (Rights of Third Parties) Act 1999 to enforce any term of the Contract.

Governing law

The Contract and any dispute or claim (including non-contractual disputes or claims) arising out of or in connection with it or its subject or formation shall be governed by and construed in accordance with the law of England and Wales.

Jurisdiction

The courts of England and Wales shall have exclusive jurisdiction to settle any dispute or claim (including non-contractual disputes or claims) arising out of or in connection with the Contract, or its subject or formation.