Waste Management & Clearance Services
Important legal structure
This Agreement governs all Services supplied by Undisputed Site Services to any Client that completes and submits a Service Account Application / Onboarding Form issued by the Supplier.
By signing the Service Account Application / Onboarding Form, the Client agrees that: (a) this Agreement is incorporated into and forms part of that application; (b) this Agreement shall apply to all Services supplied now and in the future; and (c) no further contract or order form is required for each individual service request.
Each instruction, booking, request or acceptance of Services (whether oral, written, electronic or otherwise) shall constitute a binding order governed by this Agreement.
1. Parties
This Agreement is between:
Undisputed Site Services Limited, a company incorporated in England and Wales (Company No. 17356878) whose registered office is First Floor, Swan Buildings, 20 Swan Street, Manchester, M4 5JW ("Supplier"); and
Any person, firm or company that submits and is accepted by the Supplier as a customer under a Service Account Application / Onboarding Form ("Client").
The Supplier and Client together are the "Parties" and individually a "Party".
2. Definitions and interpretation
2.1 In this Agreement:
"Application Form" means the Service Account Application / Onboarding Form completed by the Client and accepted by the Supplier.
"Business Day" means any day other than a Saturday, Sunday or public holiday in England.
"Charges" means the Supplier's prevailing charges at the time the Services are provided, unless otherwise agreed in writing.
"Services" means waste management, clearance, collection, transportation, recycling and lawful disposal services supplied by the Supplier from time to time.
"Waste" means any materials presented by or on behalf of the Client for collection, transport, treatment or disposal.
2.2 References to legislation include all amendments and re-enactments.
2.3 Headings are for convenience only.
3. Basis of contract
3.1 This Agreement constitutes the entire agreement between the Parties and supersedes all prior agreements or representations.
3.2 This Agreement applies to the exclusion of any terms proposed by the Client.
3.3 Completion of the Application Form and/or any request for Services constitutes acceptance of this Agreement.
3.4 Each instruction or booking for Services shall constitute a binding contract governed by this Agreement.
3.5 No variation shall be effective unless agreed in writing and signed by an authorised representative of the Supplier.
4. Services
4.1 The Supplier shall use reasonable skill and care in providing the Services.
4.2 The Supplier's personnel are not authorised to agree variations on site.
4.3 Units of measurement are nominal only and the Supplier shall not be liable for any short measurement.
4.4 The Supplier may subcontract any part of the Services.
4.5 The Supplier may refuse to collect or process any Waste which is unsafe, unlawful, incorrectly described or prohibited.
5. Additional works and variations
5.1 Where additional waste, contamination, restricted access, hazardous materials or unforeseen circumstances arise, the Supplier may issue a revised charge.
5.2 Additional works shall only proceed once accepted by the Client in writing (including email, SMS or WhatsApp).
5.3 If declined, the Supplier may complete only the original scope and shall not be liable for delay or inability to complete.
5.4 The Supplier may suspend Services where required for safety or compliance.
6. Client obligations
The Client shall:
6.1 Provide safe, unrestricted access suitable for heavy vehicles and obtain all necessary permissions.
6.2 Ensure Waste is accurately described, lawful and correctly classified.
6.3 Comply with all applicable environmental and safety legislation.
6.4 Provide all legally required documentation.
6.5 Clearly segregate items not to be removed.
6.6 Indemnify the Supplier for claims arising from third-party land access.
6.7 Maintain adequate public liability and employer's liability insurance.
7. Prohibited and hazardous waste
7.1 The Client shall not present hazardous, explosive, radioactive or dangerous Waste without prior written consent.
7.2 The Client indemnifies the Supplier against all losses arising from breach of this clause.
8. Site access, delays and abortive visits
8.1 Where access is unavailable, unsafe or delayed beyond the Supplier's control, the Supplier may charge waiting time, abortive visit fees and rescheduling charges.
8.2 Time for performance shall not be of the essence.
8.3 The Supplier shall not be liable for delay caused by traffic, weather, access issues, third parties, regulatory requirements or Client acts or omissions.
9. Payment
9.1 Charges shall be invoiced in accordance with the Supplier's standard billing cycle.
9.2 Payment shall be made electronically by the due date stated on the invoice.
9.3 Interest accrues at 8% above the Bank of England base rate.
9.4 The Supplier may suspend Services for non-payment.
9.5 No set-off or deduction shall be permitted.
9.6 The Supplier may vary Charges immediately where statutory or fuel costs change and otherwise on 14 days' written notice.
10. Waste acceptance and rejection
10.1 The Supplier may require advance descriptions or samples.
10.2 Waste may be rejected if non-conforming.
10.3 The Supplier shall not be liable for losses arising from rejection.
10.4 The Supplier may verify Waste quantities and weights.
11. Equipment and containers
11.1 Where containers or equipment are supplied, the Client shall ensure lawful placement, safe loading, fire prevention and return in good condition.
11.2 The Client indemnifies the Supplier for loss, damage, fines or misuse.
12. Complaints
12.1 Complaints must be notified in writing within forty-eight (48) hours of service completion.
12.2 Failure to notify waives liability.
13. Termination
13.1 Either Party may terminate this Agreement on forty-eight (48) hours' written notice.
13.2 The Supplier may terminate immediately for breach or non-payment.
13.3 Termination shall not affect accrued rights.
14. Liability and indemnities
14.1 Neither Party shall be liable for indirect or consequential loss.
14.2 Nothing limits liability for death, fraud or statutory liability.
14.3 Supplier liability is capped at the total fees paid in the preceding three (3) months.
14.4 The Client indemnifies the Supplier against losses arising from Client breach, waste misdescription, access failures or regulatory breaches.
15. Data protection
Each Party shall comply with applicable data protection legislation including UK GDPR.
16. Confidentiality
Confidential information shall not be disclosed except as required. Obligations survive termination for twelve (12) months.
17. Force majeure
Neither Party shall be liable for failure caused by events beyond reasonable control.
18. Assignment
The Supplier may assign or novate this Agreement on written notice. The Client may not assign without consent.
19. Non-solicitation
Neither Party shall solicit the other's personnel during the term and for six (6) months thereafter.
20. Severability
Invalid provisions shall not affect remaining enforceability.
21. Governing law and jurisdiction
This Agreement shall be governed by the laws of England and Wales and subject to the exclusive jurisdiction of the English courts.
Execution
This Agreement is accepted and becomes binding upon the Client upon execution of the Supplier's Service Account Application / Onboarding Form.