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A. DEFINITIONS:
The following expressions will have the following meanings:
“the agreement” means this service/schedule agreement between National Recycling Group Pty Ltd (“NRG”) and the customer;
NRG a company duly incorporated in Victoria and the expression includes it directors, officers, contractors, sub-contractors and agents;
“customer” means the customer named in item 1 of the schedule and includes jointly and severally the persons nomination in item 2 to pay the rendering of the service or hire and the customer’s employees, contractors and sub-contractors and agents;
“disposal site” means any location which comprises one or more of the transfer station, solid or liquid waste disposal site, an incinerator site and/or a recycling centre;
“equipment” means any equipment including containers used to assist the rendering of service and includes any substitute or replacement equipment;
“National Recycling Group Pty Ltd (NRG) means any equipment provided by NRG to carry out the service;
“hire” means the hire of NRG equipment to the customer which will commence on the date of delivery of the equipment or containers by NRG to the costumer and will continue until the hire is terminated in accordance with the terms of this agreement;
“the service” means the collection and disposal of the waste generated by the customer within the area or areas of the service site as varied from time to time and the supply of the equipment for that purpose at the time and of quantities specified in this agreement as varied from time to time in accordance with the agreement;
“charge” means the amount specified as being the charge or fee levied by NRG for the rendering of the service to the customer and for the hire of NRG equipment to the customer;
“containers” means that part of the equipment comprising of one or more containers and includes all replacement and substitute containers;
“NRG containers” refers to containers supplied by NRG;
“customer containers” refers to containers supplied by the customer;
“contents” means any part of the whole of the material placed inside NRG equipment or the Customer Containers;
“the service site” means the site premises at which the service is to be performed by NRG specified in item 2 of the schedule does not include premises to which any material removed by NRG unless otherwise specified in writing. If the customer changes sites this agreement will remain in effect at the new site and NRG will transport or replace all equipment not including any installation costs at the new site.
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B. TERMS AND CONDITIONS:
1. The Service
NRG agrees to render the service for the customer and the customer agrees to accept the service. It is agreed that NRG will have the exclusive right to render the service (unless it is expressively agreed in writing between the customer and NRG and NRG will not have the exclusive right). The service will be the service and equipment contained in item 3 of the schedule unless otherwise expressly agreed in writing between NRG and the customer.
2. The Equipment
NRG agrees to hire to the customer and the customer agrees to accept the service. It is agreed that NRG will have exclusive right to render the service from time to time to carry out the service and the customer agrees to take on hire that quantity of NRG equipment.
Subject to NRG agreement the customer may hire a quantity of equipment or containers greater than which is deemed necessary by NRG but not less than the quantity which is deemed by NRG to be necessary.
3. Time For Provision of the Service
NRG and the customer agree that the service will be provided and carried out during hours as NRG may from time to time determine. The customer may request that the service be carried out outside certain times and NRG may comply with such request at such additional cost to the customer as NRG determine and the customer agrees to pay the additional cost. The hours during which the service may not be provided are specified in item 4(a) of the schedule (“the excluded hours”) (which if left blank or the words “not applicable” inserted will mean that the service may be carried out at times that are subject solely to the discretion of NRG). The additional cost of providing the service outside the excluded hours may be provided in item 4(b).
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4. Service and Other Charges
The customer agrees to pay the charge calculated at the rate and at the times and in the manner specified in item 5 of the schedule and in this agreement generally or as specified from NRG from time to time.
NRG may at any time by notice in writing to the customer vary the rates used to calculate the charge, such notice to be given at least 14 days in advance. NRG may only vary the rates of charge based on and referable to changes in the costs to NRG of providing the service including but not limited to disposal costs (including but not limited to recycling and private landfill tipping) fuel labour taxes, fees, Government and general increases in the Consumer Price Index.
NRG and the customer agree that where the customer takes or accepts NRG equipment the charge to the customer will be calculated on the basis that there are two (2) several and independent components to that charge namely a charge for the hire of equipment and a charge for rendering the waste disposal service. The customer agrees and acknowledges that NRG will be entitled to charge for hire of its equipment irrespective of whether or not a waste disposal service is also rendered by NRG to the customer.
NRG and the customer agree that NRG is entitled to charge, in addition to any other charge, a monthly administration fee of three (3) dollars
NRG will render invoices or invoice statements or accounts to the customer from time to time stating the amount owing by the customer to NRG. The customer agrees to pay such amount within the time specified in item 6 of the schedule dating from the date of the invoice or invoice/statement or account. Notice of any dispute by the Customer of any amount in an invoice or statement or in relation to the provision of service must be given to NRG within fourteen (14) days of the date of the invoice or statement. If the dispute amount is less that the amount due in the invoice or statement, then the customer must at least pay the invoice/statement amount less the disputed amount within the time specified in this agreement.
5. Notices
For the purpose of any notice given to the customer pursuant to this agreement, including but not limited to an invoice or invoice/statement or account, notice will be deemed to have been properly rendered when it is sent pre-paid, ordinary, certified or registered post to the address of the customer specified in item 1 of the schedule or left at the address or left at such other address as may be advised by the customer in writing from time to time.
For the purpose of any notice to be given to NRG pursuant to this agreement, notice will be deemed to have been properly rendered when it is sent prepaid, ordinary, certified or registered post to the postal address of NRG specified in this agreement or left at the address or left at such other address as may be advised to the customer in writing from time to time.
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6. Access
NRG will have full and free access to the service at all times to enable the service to be rendered. In the event that access is not available for any reason outside the control of NRG and whereby service in unable to be rendered, the customer agrees that it will be liable to pay NRG as if the service had been rendered.
7. Covenants by the Customer
The customer agrees to allow NRG full and free access to NRG at all times to enable repair, replacement or removal.
The electricity required and used to operate the equipment will be supplied and paid by the customer and the customer agrees to keep such electricity supply and equipment safe.
The customer will not use any mechanical means to compact the contents before or after being placed in the equipment of NRG, unless NRG supplies in conjunction with that equipment further equipment for the purpose of compacting. The customer also agrees in the latter case to use the equipment strictly in accordance with the directions for use supplied by NRG.
The customer will not place free flowing liquids, viscous material, materials of which are explosive nature, material which is in the process of combustion or which will combust while in the equipment or in NRG removal or equipment radio-active material, biomedical and/or pathological waste, volatile or highly flammable material , asbestos or materials containing asbestos, toxic or hazardous substances (“the excluded waste”) in the equipment or allow the excluded waste to form part of the material or substances which NRG is intended to dispose or without prior written approval of NRG with the exception of the material or substances contained in item 7 of the schedule (“the excepted waste”).
The customer will not set fire to the contents of the equipment.
The customer will maintain NRG equipment in full and in good working order and condition to the satisfaction of NRG and the satisfaction of any relevant government body or statutory authority.
The customer will not remove, damage or deface, cover-up or interfere in any way with NRG equipment or with any identifying marks on NRG equipment.
Grant NRG exclusive rights to the removal of all waste from the premises specified and not engage other parties to remove waste (including recyclable waste) during the terms of this agreement.
The customer agrees to indemnify NRG and against any and all damages, penalties, fines and liabilities incurred by NRG as a result of excluded waste being collected by NRG or placed in the equipment or NRG vehicles.
The customer warrants that ground surfaces to be used by NRG in providing the service are of suitable construction to prevent damage to pavements, kerbs or underground services and also acknowledge that NRG shall not be liable to the customer or any other party from any damage to pavements, kerbs or underground services resulting from NRG providing the service.
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8. Proprietary Rights to the Equipment
The customer acknowledges that the customer has no proprietary right to the equipment of NRG and will not purport to sell, lease, assert or lien or otherwise part with possession of the equipment of NRG nor will the customer purport to authorise the carrying out of work in relation to the equipment of NRG without the prior written authority of NRG.
9. Use of the Equipment
The customer further acknowledges that the customer will not allow use of the equipment of NRG by any other person, organisation, authority or instrumentality without the prior written consent of NRG.
10. Loss or Damage to the Equipment
The customer agrees that it is liable to pay compensation and will pay compensation to NRG loss or damage caused to NRG equipment, whether caused by the customer’s default, neglect or otherwise arising out of circumstances beyond the customer’s control, market value of NRG equipment. The relevant time of determining the market value will be the time of the reporting of the loss or damage or when it comes to the attention of NRG whichever shall occur first.
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11. Pre-condition to Provision of the Service
NRG may, prior to rendering the service or at any time during the provision of the service, require the customer, at the customer’s expense, to product a scientific analysis of the contents and to produce any authority require by any public authority for the collection, transportation or disposal or any material compromised within the contents. The analysis must be in a form acceptable to NRG and to any public authority requesting the analysis.
12. Inability to Provide the Service
In the event that NRG is not able to provide the service at any time for any reason, NRG may at the customer’s cost and expense and at NRG’s option, collect transport or store the contents in such a manner as NRG decides; dispose of contents in a manner which is proper at the discretion of NRG to return to the customer or adopt any combination of the above; or terminate the agreement.
13. Undertaking by the Customer
The customer will strictly comply with any and all directions, regulations and instructions of NRG and any government or statutory authority regarding procedures concerning the entry operation and exit at a disposal site and the operation and maintenance of any equipment of NRG while on hire to the customer irrespective of whether or not such equipment is in the custody or control of the customer.
14. Liability and Indemnity of NRG
NRG will not be liable to the customer for matters arising out of the hire of equipment or operation of equipment the rendering of service to customer’s entry presence or exist from the disposal site or otherwise by virtue of this agreement other than the failure of NRG to carry out the service in a proper and workmanlike manner in which case NRG will at its own election either carry out the service again or pay the reasonable costs of having the service carried out in a proper and workmanlike manner.
The customer expressly indemnifies NRG against all liabilities, actions, claims, demands, costs and suits (including legal costs) for any matter or thing arising during the hire of equipment the rendering of costs and suits including legal costs or liability arising in respect to third parties.
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15. Termination by the Customer
This agreement applies to the initial term as specified in the schedule. Upon expiry of the initial term or any renewed term this agreement will automatically be renewed unless terminated by either party giving written notice within 30 days prior to the end of the initial term or any renewed term.
During the term of agreement the customer must allow NRG the opportunity to compete with all reasonable prices offered by other parties and provide details including copies of any written offers. Payment in full of all amounts must be accepted prior to agreement being terminated. The equipment will not be removed until full payment is completed and any rental for equipment or administrative costs may be charged if delays in the final payment occur.
16. Termination by NRG
The customer acknowledges and agrees that NRG is entitled to terminate this agreement at any time upon giving written notice to the customer of the period specified in item 8 of this schedule and the customer agrees that all sums then owing to NRG or yet to be invoiced will become immediately due for payment. The customers agree that NRG will not be liable in any way for any loss suffered by the customer as a result of the termination by NRG.
17. Cost of Recovery of Amounts Due
The customer agrees that it is liable to pay any debt collection costs and legal costs incurred by NRG if payment is not made in accordance with the terms stated.
18. Minimum Term
The customer agrees that this agreement will last for a minimum term of the period stated in item 9 of the schedule. If a new agreement is not entered into prior to the expiry of this agreement then NRG and the customer agree that the service will continue to be provided and the provisions of this agreement will continue to apply indefinitely and in particular subject to clauses 15 and 16.
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19. Assignment
The customer may not assign any of its rights or obligations under this agreement without prior written specific consent of NRG.
20. Government Approval
This agreement is subject to any approval of any local or other government authority which may be required by law.
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