Terms and Conditions
TERMS AND CONDITIONS OF SERVICE AGREEMENT
These Terms of Use constitute a legally binding agreement made between you, whether personally or on behalf of an entity ("you") and Updike Industries Inc. ("we," "us" or
"our"), concerning your access to and use of the Updikeindustries.net website as well as any other media form, media channel, mobile website or mobile application related, linked, or otherwise connected thereto (collectively, the "Site").You agree that by accessing the Site, you have read, understood, and agree to be bound by all of these Terms of Use. If you do not agree with all of these Terms of Use, then you are expressly prohibited from using the Site and you must discontinue use immediately. Supplemental terms and conditions or documents that may be posted on the Site from time to time are hereby expressly incorporated herein by reference. We reserve the right, in our sole discretion, to make changes or modifications to these Terms of Use at any time and for any reason.
We will alert you about any changes by updating the "Last updated date of these Terms of Use, and you waive any right to receive specific notice of each such change.
TERM. Customer grants to contractor the exclusive right to collect and dispose of all of Customer's waste materials as warranted below (including recyclables) for an initial term of five years from the effective service date. The term of this Agreement shall be automatically renewed for like terms thereafter unless either party shall give written notice of termination by certified mail to the other at least sixty days but not more than one hundred eighty days prior to the termination of the initial term or any renewal term. In the event Customer terminates this Agreement other than as provided above or contractor terminates this Agreement for Customer's non-payment, Customer shall pay to contractor as liquidated damages a sum calculated as follows. (1) If the remaining term under this Agreement is nine or more months, Customer shall pay its most recent monthly charge multiplied by nine, or (2) if the remaining term under this Agreement is less than nine months Customer shall pay its most recent monthly charge multiplied by the number of months remaining in the term.
RISK OF LOSS OR INJURY/DEATH. Customer shall assume all risk of loss to any and all contents placed in containers provided under this agreement, regardless of the cause of any such loss and whether or not any such loss occurs as a consequence of the condition of such containers. Customer agrees to obtain and keep adequate insurance against loss of or damage to property within such containers and against injury or death to persons while such containers are located at Customer’s site. Customer shall defend, indemnify and hold Contractor, its directors, officers, employees and agents harmless from and against any and all losses, claims, damages, suits, actions, cause of action, liabilities, obligations or judgments of any kind or description, including reasonable attorney fees, arising out of or in connection with such containers or contents therein while such containers are located at Customer’ site.
CHANGES AND COST INCREASES. Because disposal and fuel costs are a significant portion of the cost of Contractor's services provided hereunder, Contractor may increase the Schedule of Charges proportionately to reflect any increase in such costs. The schedule of charges may also be adjusted from time to time to reflect increases in the Consumer Price Index. Subject to Customer's approval, the Schedule of Charges may be adjusted for reasons other than increases in disposal or fuel costs or the Consumer Price Index. Those changes in the Schedule of charges requiring Customer approval, and changes to the frequency of collection service or the amount, capacity and type of equipment used may be agreed to verbally, in writing or by the actions and practices of the parties. The parties may incorporate additional waste streams as a part of this Agreement so long as: (1) Customer has executed Generator's Waste Profile Sheet(s) with respect thereto; and (2) Contractor has approved, in writing, handling such waste streams of Customer. This Agreement shall not be affected by any changes in the Customer's Service Address if such new address is located within Contractor's service area.
WASTE MATERIALS. Customer warrants that the waste materials to be collected and disposed of by the Contractor will not contain any hazardous, toxic, volatile, corrosive, highly flammable, explosive, biomedical, infectious, biohazardous or radioactive wastes or substances as defined by applicable federal, state, local or provincial laws or regulations. Customer warrants that the waste materials to be collected and disposed of by the Contractor will not contain any Special Waste. Contractors shall acquire title to the waste materials when loaded into Contractor's vehicles; provided, however, that title to and liability for the waste materials excluded from this Agreement shall remain with Customer, and Customer agrees to indemnify, defend and hold harmless Contractor against all claims, damages, suits, penalties, fines and liabilities arising out of the breach of the above warranties including, without limitation, liabilities for violation of laws or regulations, for injury or death to persons or for loss or damage to property or the environment.
RESPONSIBILITY FOR EQUIPMENT. The equipment furnished by Contractor hereunder shall remain the property of Contractor, and Customer shall have no interest in such equipment, Customer shall be responsible for all loss or damage to the equipment except for normal wear and tear or for loss or damage resulting from Contractor's handling of the equipment. Customer shall not overload (by weight or volume), move or alter the equipment, and shall use the equipment only for its proper and intended purpose. Customer agrees to indemnify, defend and hold harmless Contractor against all claims, damages, suits, penalties, fines and liabilities for injury or death to persons or loss or damage to property arising out of Customer's use, operation or possession of the equipment. On collection day, Customer shall provide unobstructed access to the equipment. If the equipment is inaccessible, Customer will be notified, and any additional collection service or attempt to provide such service shall be charged as an "extra pick-up". The Company may, but is not required to, remove its containers/equipment at any time within 120 days after written termination or cancellation of this agreement. The Company’s containers/equipment may be abandoned only upon its written notice to abandonment.
CHARGES AND PAYMENT. Customer shall pay Contractor for its services in accordance with the Schedule of Charges shown on the face of this Agreement. Where the Schedule of Charges specifically indicates "disposal" as a component of the charges, "disposal" shall mean the posted gate rate for disposal at the disposal facility utilized by Contractor plus an appropriate handling charge. Customer shall be liable for all taxes, fees or other charges imposed by federal, state, local or provincial laws and regulations upon the collection, transportation or disposal of Customer's waste materials or the services performed hereunder. Customers utilizing Rearloading and/or Frontloading container services, shall have rates based on 100 pounds per yard. Should the Customer’s waste stream exceed this allowance greater than 5%, Contractor may within 15 days of this knowledge, increase rate of services to Customer to recover cost for disposal. Payment shall be made by Customer within ten days after receipt of an invoice from Contractor. Contractor reserves the right to immediately discontinue service at Contractor's discretion, with no penalty, recover any equipment on the premises of Customer and recover the liquidated damages. A late fee of $10.00 shall be imposed if payment is not received as herein required and for each month thereafter until paid in full. All unpaid accounts shall accrue interest at 18 percent annually (18% APR). Credit Cards are accepted for deposits only. All services must be paid by cash or check.
RIGHT TO COMPETE. Customer grants to Contractor the right to compete with any offer which Customer receives (or intends to make) relating to the provision of non hazardous waste collection and disposal services upon the termination of this Agreement for any reason, and agrees to give Contractor written notice of any such offer and a reasonable opportunity to respond to it.
DAMAGES. Contractor shall not be responsible for damage to any pavement or other driving surface or damage resulting from the weight of Contractor's vehicles or equipment servicing the location designated by Customer. Should Customer choose to place the container within an enclosure, Contractor shall not be responsible for damage to any enclosure resulting from servicing the enclosed container with Contractor's vehicles or equipment.
ACCESS. Customer agrees to provide unobstructed access to the equipment on the scheduled collection day. Contractor will notify Customer and allow Customer reasonable time to provide required access. Contractor reserves the right to charge an additional fee for any additional collection service required by Customer’s failure to provide such access.
ATTORNEY'S FEE. In the event the Customer fails to perform a promise made in this Agreement, the Customer shall pay all reasonable attorney's fees, collection fees and witness fees together with all costs expended with a minimum fee of $250.00 to enforce this Agreement. Any lawsuits arising from this contract shall be heard in a Court of Competent jurisdiction in Culpeper County, Virginia.
MISCELLANEOUS. If any conflicts exist in this Agreement between terms which are printed and those which are typed or written, the typed or written language shall govern. This Agreement shall be binding of the parties and their successors and assigns. The representations, warranties and indemnification's contained herein shall survive the termination of the Agreement. Both parties agree this contract may be signed, executed, and delivered by FACSIMILE.
IN WITNESS WHEREOF. The parties hereto execute this agreement and warrant that the officials executing this agreement on behalf of each corporation are duly authorized to enter into this agreement.