General Terms and Conditions of Sale
Chambers Waste Management plc
Version: 16th May 2017
Contract – the documents that set out these conditions and all other details about your agreement with us.
We, us – Chambers Waste Management Plc.
You – the person, firm. Company or other organisation hiring or buying the goods from us.
Container – skips, roll on roll offs, rear end loaders (REL), compactors, portable toilets, cesspit emptying and wheeled bins.
These conditions override any terms and conditions you may have put forward, unless we have agreed to any other conditions in writing.
These conditions do not affect your rights as a person dealing as a customer, but not for business purposes.
The contract will be governed by English law.
2. Our charges
a. Charges for hiring goods
You must pay the hire charges shown in the contract. Hire charges will start at the time shown in the contact and will continue until:
• we have given you a collection ticket, or
• you have returned the goods to us in a clean and usable condition and we have given you a receipt for them: whichever is the earlier
Hire charges are due all the time you have the goods including Saturdays, Sundays and public holidays. You must pay all charges you owe when we ask for them.
b. Payment terms for buying goods
If you do not pay any amount when it is due, we will add interest to the amount that is overdue. We will add interest each day at a rate equal to 4% above The Bank of England base rate at the time. Charging interest will not affect any other rights we may have. You must also pay any of our reasonable expenses in recovering money or goods from you.
3. Delivery and collection charges
You must pay us any agreed charges for delivering or collecting the goods. If we quote haulage charges, these only cover the time needed to load or unload our vehicle at the address you have specified. You must pay extra for any further time you cause us to spend including if we try to follow your instructions for delivering or collecting the goods/containers but cannot do so because of your acts or failure to do something. If we are unable to gain access to deliver or collect there may be a wasted journey charge applied. When you are requesting or ordering a vehicle delivering or collecting containers to leave the public highway you shall reimburse us in full in respect of any loss, costs, claims, damages or expenses we may thereby sustain whether as a result of damage to the vehicles themselves or the property of customers or third parties, but so that we shall remain liable in respect of any negligence on the part of ourselves or our employees.
4. Maximum hire period (if you are not a company or organisation)
If you are hiring on a ‘cash on delivery’ basis, the contract will end within 2 weeks of the beginning of the period of hire or unless you have sought prior agreement with us to extend the hire period.
5. When the contract starts
The contract comes into effect when you have placed an order and agreed to keep to these conditions, and we have accepted your order.
6. Safety instructions for hired goods
You must make sure that everyone who uses the goods/containers are properly instructed on how to use them safely and correctly, and that they have all the instructions we have supplied. You must make sure the goods/containers are not misused.
7. Your responsibilities when hiring goods
a. You become responsible for the goods/containers when you, or your agent, receive them. Your responsibilities include protecting the goods/containers and keeping them safe from the weather, theft, vandalism or improper use. At the end of the hire period we will collect the goods/containers. Your responsibility does not end until the goods/containers have been returned or collected. You must not sell or in any way give up control of the goods/containers.
b. You will be responsible for any death, injury, loss or damage caused by the goods/containers being misused while they are hired to you.
8. Electrical goods
If any part of the goods is electrical it should be used with the original plug or sockets fitted to it. If you need to fit other suitable plugs or sockets to the goods, this must be carried out by a competent person who must also return the goods to their original condition. You must make sure you have a suitable supply of electricity for the goods. Never use electrical goods that are not earthed correctly unless the goods are double insulated. You must keep to all regulations which apply, including the Electricity at Work Regulation 1989, while you are responsible for the goods.
9. Maintaining hired goods/containers, breakdown procedures and reporting accidents
You must make sure the goods/containers remain safe, clean and in working order. If the goods breakdown or are not working properly you must report this to us immediately. You must not repair the goods/containers unless you are authorised by us. You must return the goods/containers for us to examine them unless we have agreed otherwise. You must tell us immediately if the goods/containers are involved in any accident resulting in damage to the goods/containers or to the property, or injury to any person. You must take all necessary steps to make the goods/containers safe and to protect them against theft or damage.
10. Where hired goods/containers are placed
The hired goods/containers must not be moved from any site agreed by us unless you have our written permission.
You warrant that with respect to each container ordered to be placed other than on private property the permission of the Highway Authority has been duly obtained under Section 31 of the Highway Act, 1971 and you undertake that they will ensure all conditions subject to which the aforesaid permission is granted shall observe at all times in particular will ensure that the container will be properly lighted during the hours of darkness. In addition to undertaking to observe at all times the conditions subject to which the permission of the Highway Authority is granted as aforesaid (including in particular the provision of lamps and traffic cones) if containers are sited anywhere else where they are likely to be a contributory cause of damage or injury to third parties during hours of darkness you shall provide adequate warning lights on the containers and they shall also ensure the safe loading of material into the containers.
DAMAGE TO DRIVEWAYS
You should be aware that damage could occur when vehicles are instructed to leave the public highway. The most common cause of problems are: –
- It is unlikely that private driveways are constructed to take the weight of a laden Skip Lorry so there is a probability that damage could occur when the loaded skip is collected.
- Access to domestic property is not normally of a width to allow easy access for a large vehicle therefore when manoeuvering some damage could occur to property (gate piers etc.)
Although our employees will take every precaution to avoid any damage, as detailed in Condition 3 of the Terms & Conditions, the Company will not accept liability for any damage caused when delivering or collecting containers which are not on the public highway.
SKIPS (CONTAINERS) ON HIGHWAY
On ordering a skip to be placed on the highway the company will obtain a permit for the hire period, once a valid permit has been obtained the skip can be delivered, the skip will also come with the loan of two lights in good working condition. These lights are to be fixed to the loading lugs on the offside of the skip. Failure to return the lights at the end of the hire period or the return of lights damaged beyond economical repair will INCUR A CHARGE OF £15 PER LIGHT and you will be invoiced accordingly.
11. Limits of our liability
a. all the times we quote for delivering or collecting the goods are approximate.
b. we will not be liable for any delays caused by circumstances beyond our reasonable control.
c. if the goods breakdown or stop working properly, we will try to replace them or repair the fault as soon as reasonably possible after you have reported it to us.
d. if you hire or buy the goods for use in a business, we will not be liable for any indirect loss of business or profits, saving you expected to make, wages, fees or expenses caused by the goods or any part of them breaking down or stop working properly.
12. Waste Materials
a. The waste material must be of such a nature that the regulations issued by Secretary of State under the Environmental Protection Act 1998 (hereinafter call “Act”) in force on the date of the removal of each loaded container exempt the waste material being removed from the provision of the Act.
b. That the required notice has been served under the provisions of Section 3(1) of the Act on the required Authorities in the form required by Section 3(2) of the Act covering the removal of each loaded container.
The following is a List of Materials that have been deemed HAZARDOUS by the Environment Agency and may NOT be placed into the container without prior arrangement with us:
* Animal Bi-Products
* Cleaning Chemicals
* Computer Monitors
* Contaminated Soils
* Fire Extinguishers
* Fluorescent Tubes
* Food Waste
* Fridges, Fuel
* Fuel Filters
* Liquid Chemicals
* Oil Filters
* Oil & Lubricants
* Paint, Photo Chemicals
* Tree Roots
* TV Screens
* Used Absorbants
NO PLASTERBOARD PERMITTED IN MIXED GENERAL CONTAINERS, OPTIONS AVAILABLE PLEASE CALL US
*** MATTRESSES ARE PERMITTED AT AN ADDITIONAL CHARGE PER MATTRESS, PLEASE CALL FOR DETAILS ***
13. Insurance; payment for hired goods that are lost, stolen or damaged
You must pay to us the cost of replacing any hired goods which are lost or stolen or damaged beyond economic repair (that is if the repair would cost more than the equipment is worth). You should insure the goods to the replacement cost. If you receive any money as settlement of any claim relating to the damage to or loss or theft of the goods, you must hold that money separately in trust for us and pay it to us when we ask you to. You must not negotiate any claim without our permission.
14. Lost, stolen, damaged or unclean hired goods
a. you are responsible for looking after the goods/containers and returning them to us in good working order.
b. you shall reimburse us in respect of any loss or damage to the containers whilst on hire to them from whatsoever cause the same may arise (fair wear and tear excepted). You shall also fully indemnify us in respect of any claims for injury to persons or property arising out of the use of the containers whilst on hire to you howsoever the same may be caused or arise.
c. you must pay us our reasonable costs of repairing or cleaning the goods if you return them damaged or unclean
15. Ending the contract if you hire in the course of the business
We may end this contract if:
- you break this contract; or
- you become bankrupt; or
- as a company, you start to be wound up or a receiver or administrator is appointed over all or part of your assets; or
- you enter into any agreement with your creditors or a voluntary agreement is made which affects you; or
- you enter into a voluntary agreement.
If we end the contract in these circumstances, it will end immediately and we may repossess any or all of the goods. If we end this contract, it will not affect our rights to recover any money you owe us under this contact or damages we claim as a result of you breaking this contract.
16. Ending the contract if you hire as a private individual and not in the course of a business.
If you are hiring the goods as a private individual and not in the course of a business, we may end this contract if;
- you break this contract; or
- you become bankrupt; or
- you enter into a formal agreement with your creditors (those you owe money to).
If we end the contract in these circumstances we will work out the hire charges for the actual period you have had the goods.
17. Our rights of access
We may enter any land or premises where we reasonably believe the goods are. We may do this at reasonable times and after giving reasonable notice. We can only have this access if we need to inspect, test, service, or repossess the goods.
18. Ownership of and responsibility for the goods you buy
a. If you buy any equipment from us, you will become responsible for loss or damage as soon as the goods/containers are delivered to you.
General Terms and Conditions of Sale
Chambers Runfold Plc
Version: 3rd September 2015
Please in particular note Clause 5.4 (Additional Charges) and Clause 9 (Limitation of Liability)
1. Definitions and Interpretation
1.1 “Additional Charges” means the additional charges provided for in Clause 5.4 (Additional Charges); “Conditions” means the conditions set out in this document and includes any special terms and conditions expressly agreed in writing between the Seller and the Customer; “Consumer” has the meaning given to it by the Unfair Contract Terms Act 1977 or the Unfair Terms in Consumer Contract Regulations 1994; “Contract” means the contract between the Seller and the Customer for the supply and purchase of Materials which includes these Conditions; “Customer” means the person, firm or company who has agreed to purchase the Materials from the Seller as set out on the Order; “Delivery Ticket” means the proof of delivery/collection ticket to be signed by the Customer and returned to the Seller setting out various details including the Customer’s details and a description of the product type and quantity, delivery date and purchase order number; “Destination” means the site and the point of unloading to which the Materials are to be delivered as set out in the Order (or such other location as the parties may agree); “the Seller” means Chambers Runfold Plc (registered in England and Wales with Company No: 1832939) whose registered office is at Home Field Sand Pit, Guildford Road, Runfold, Farnham Surrey, GU10 1PG; “Losses” means any damages whatsoever whether direct, indirect or consequential (including any liability to any third party, pure economic loss, loss of profits, loss of business and loss of goodwill), costs (including legal costs), charges or expenses; “Materials” means the goods to be supplied by the Seller pursuant to the Contract and shall (in the context of exclusions or limitations of the Seller’s liability contained in these Conditions or where the context admits or requires) include goods which are defective or otherwise non-compliant with the obligations of the Seller pursuant to the Contract or otherwise. “Order” means the Customer’s order for the Materials; “Price” means the amount payable by the Customer to the Seller pursuant to the Contract in respect of the supply of the Materials (as detailed by Clause 3 (Price)); “Specification” means any specification for the Materials, including any related plans and drawings, that is agreed by the Customer and the Seller.
1.2 A reference to a particular law is a reference to it as it is in force for the time being (taking account of any amendments, extension, application or re-enactment and including any subordinate legislation for the time being in force made under it).
1.3 These Conditions shall apply to any replacement Materials supplied by the Seller under a Contract.
2. Formation of Contract, Quotations and Orders
2.1 All Materials sold by the Seller shall be subject to these Conditions and any Contract shall be on the basis of these Conditions to the exclusion of all other terms and conditions that the Customer seeks to impose or incorporate, or which are implied by trade, custom, practice or course of dealing.
2.2 Any samples, drawings, descriptive matter, or advertising produced by the Seller and any descriptions or illustrations contained in the Seller’s catalogues or brochures are produced for the sole purpose of giving an approximate idea of the Materials described in them. They shall not form part of the Contract or be treated as a description of the Materials unless expressly stated in writing as doing so in the Contract. No Materials are sold by sample.
2.3 The Order constitutes an offer by the Customer to purchase the Materials in accordance with these Conditions.
2.4 The Customer is responsible for ensuring that the terms of the Order and any applicable Specification are complete and accurate.
2.5 The Order shall be deemed to be accepted, and the Contract shall come into existence on the earlier of the Seller either:
a) Issuing a written acceptance of the Order; or
b) Commencing preparation for delivery of the Materials to the Destination.
2.6 Any quotation or estimate issued by the Seller may be withdrawn at any time before acceptance of an Order and shall be deemed to be withdrawn if an Order is not received within 30 days of its date.
2.7 A quotation or estimate given by the Seller does not constitute an offer to supply.
2.8 The Seller may make any changes to the Specification which are required to meet any applicable statutory or EU requirements or which do not materially affect their quality and performance.
3.1 The Price is the price set out in the Seller’s latest price list on the date of dispatch or as otherwise agreed between the parties in writing. Prices quoted are not fixed unless agreed in writing by the Seller.
3.2 The Price is exclusive of Value Added Tax, any other applicable tax and of any Additional Charges, all of which shall be invoiced to the Customer.
3.3 The Price is inclusive of the Aggregates Levy at the appropriate rate (if applicable).
4.1 The Seller may invoice the Customer on or at any time after the delivery of the Materials.
4.2 The Customer shall pay the Seller’s invoices in pounds sterling and in cleared funds. Payments shall be made within 30 days of the Materials being delivered unless payment is a Cash Sale which must be satisfied in full before delivery.
4.3 Time for payment shall be of the essence and all payments payable to the Seller under the Contract shall become due immediately on its termination.
4.4 The Customer shall make all payments due under the Contract without deduction for set off, counterclaim, abatement or otherwise.
4.5 The Seller reserves the right in its absolute discretion at any time to demand reasonable security for payment or to insist upon payment by way of cleared funds for Materials before delivery.
5.1 The Customer shall ensure that the Seller has reasonable prior notice (a minimum of 24 hours) of the required time and date of delivery/collection and, where the Materials are being delivered, that the Seller (or its agent) is given sufficient particulars of the Destination.
5.2 Delivery will be deemed to have taken place when, at the Seller’s option unless otherwise agreed between the parties:
a) The Seller notifies the Customer that the Materials are available for collection;
b) The Materials arrive at the Destination; or
c) delivery of the Materials is attempted by the Seller and the Seller is unable to deliver because the Customer re-directs a delivery, fails to take or provide a suitable or safe environment for a delivery (in whole or in part), fails to give the Seller adequate delivery instructions or fails to obtain appropriate licences or authorisations.
5.3 The Seller may deliver by instalments and tender a separate invoice for each instalment. Each delivery shall be a separate Contract and failure by the Seller to deliver any one or more of the instalments or any claim by the Customer in respect of any one or more instalments shall not entitle the Customer to terminate or rescind any individual Contract.
5.4 Without prejudice to any other rights or remedy available to the Seller an additional charge may be made if:
a) the Customer requires delivery of Materials in quantities less than the Minimum Loads (where applicable) or outside the core hours of 0700 and 1730 Monday to Friday (excluding public holidays), Saturday 0700 to 1230.
c) The Customer re-directs a delivery;
d) The Customer fails to take delivery;
e) The Customer delays the collection of Materials;
f) The Customer fails to provide a suitable or safe environment for a delivery (in whole or in part);
g) The Customer fails to give the Seller adequate delivery instructions;
h) The Customer fails to obtain any appropriate licences or authorisations;
i) unloading of the delivery vehicle is delayed for more than 30 minutes after the Seller is ready to unload or in the case of concrete, is not completed within 30 minutes of arrival at the Destination;
j) Delivery cannot be effected because of unsuitable access at the Destination;
k) Unused Materials are returned to the Seller for disposal; or
Details of these charges are available on request. No charge will be made for cancellation by you up to two hours before the time of departure except in the event where goods have been specially processed to meet your requirements; in this event you will be liable for any expenses incurred by us.
5.5 The Customer must provide convenient and safe access to the Destination and the Seller shall be entitled to refuse to deliver over roads or over ground which it considers unsuitable. The Customer shall be liable for and shall fully indemnify the Seller against any Losses arising from any accident or damage occurring due to unsuitable access.
5.6 If the Materials are to be deposited on a street or public highway the Customer is responsible for compliance with all regulations and for all steps which need to be taken for the protection at all times of persons or property and shall fully indemnify the Seller in respect of all Losses which the Seller may incur as a result of such delivery.
5.7 Dates and times quoted for delivery are approximate only. The Seller shall not be liable for Losses resulting from any delay in delivery of the Materials or failure to deliver the Materials within three working days whether such delay or failure is caused by the Seller’s negligence or otherwise. The Customer may terminate the Contract immediately by written notice at the end of that period of three working days.
5.8 Subject to Clause 9.3 (Limitation of Liability), should the Customer not terminate the Contract under Clause 5.7 above then any liability of the Seller for continued non-delivery shall be limited to either (at the Seller’s discretion):
a) Replacing the Materials within a reasonable time; or
b) Issuing a credit note for a reasonable percentage of the Price.
6. Inspection and Shortages
6.1 The Seller shall use reasonable endeavours to supply the quantity of Materials provided for by the Contract.
6.2 Subject to Clause 6.5 below, if the Customer has a claim for short delivery it must telephone the Seller as soon as reasonably practicable and shall then advise the Seller in writing within 48 hours of delivery (the “Notice Procedure”) of such a claim.
6.3 If the Notice Procedure is not followed the Materials will be deemed to have been delivered in the quantities shown on the Delivery Ticket or, where there is no Delivery Ticket containing such details, the quantities shown on the consignment note, and the Customer shall not be entitled to make a claim in respect of alleged shortfall in the Materials.
6.4 Subject to Clauses 6.2 and 6.3 above and 9.3. (Limitation of Liability), the Seller’s liability for any shortfall is limited to either (at its discretion):
a) Making good the shortfall within a reasonable time; or
b) Issuing a credit note for a reasonable percentage of the Price.
6.5 The Customer shall not in any case be entitled to reject the Materials if the Seller delivers up to and including 5% more or less than the quantity of Materials ordered. If the Seller delivers more or less than the quantity of Materials ordered, and the Customer accepts the delivery, a pro rata adjustment shall be made to the invoice for the Materials.
7. Risk and Title
7.1 Risk in the Materials shall pass to the Customer on delivery as provided for in Clause 5.2 (Delivery).
7.2 Ownership of the Materials shall not pass to the Customer until the Seller has received payment in cleared funds:
a) Of all sums owed by the Customer to the Seller under the Contract; and
b) For any other goods or services that the Seller has supplied to the Customer in respect of which payment has become due.
7.3 Until ownership passes to the Customer the Customer shall:
a) Hold the Materials as the Seller’s fiduciary agent and bailee;
b) Keep (at no cost to the Seller) the Materials separately and safely stored, satisfactorily protected and identified as the Seller’s property; and
c) Only be entitled either to re-sell the Materials at full market value or use the Materials in the ordinary course of its business. For the avoidance of doubt it shall not be considered the “ordinary course of business” for the Customer to trade while subject to any of the matters or events described in Clause 11 (Default).
7.4 The Seller shall be entitled to recover payment for the Materials (including VAT, other taxes and Additional Charges) even though the ownership of any of the Materials has not passed from the Seller.
7.5 The Seller shall be entitled at any time to inspect or recover any or all of the Materials in the Customer’s possession to which the Seller has title and for that purpose the Customer permits the Seller or its servants or agents to enter upon any premises occupied by the Customer or to which the Customer has access and where the Materials may be, or are believed to be, situated.
7.6 On termination of the Contract the Seller’s rights in this Clause 7 shall remain in effect.
8.1 The Seller warrants that (subject to the other provisions of these Conditions) upon delivery the Materials shall:
a) Be of satisfactory quality;
b) Be reasonably fit for the purpose for which they are normally used; and
c) Be reasonably fit for any particular purpose for which the Materials are being bought if the Customer had made known that purpose to the Seller in writing and the Seller has confirmed in writing that it is reasonable for the Customer to rely on the skill and judgment of the Seller.
8.2 The Seller agrees to manufacture the Materials in accordance with any applicable British Standards and Materials covered by harmonised European Standards will carry CE marking to the extent this is practicable.
8.3 Whilst every effort is made to maintain consistency in the characteristics of the Materials some variation is unavoidable and the Seller shall not be liable in respect thereof.
8.4 If the Customer can establish to the reasonable satisfaction of the Seller that:
a) There is a defect in the workmanship of the Seller in relation to the Materials; or
b) The Materials are not in accordance with the quality or Specification contained in the Contract; or
c) There is some other failure by the Seller in relation to the Materials to comply with the Contract;
Then subject to the conditions set out in Clause 8.5 below, any liability of the Seller shall be limited to (at the Seller’s sole discretion) either:
d) Replacing the Materials within a reasonable time; or
e) Issuing a credit note for a reasonable percentage of the Price.
8.5 Subject to Clause 9.3 (Limitation of Liability), in the case of a defect that is apparent on reasonable inspection or shortly after use, the Seller will not be liable under Clause 8.4 above unless:
a) The Customer gives written notice of the defect to the Seller within 30 days of delivery / collection; and
b) The Seller is thereafter given a reasonable opportunity to examine the Materials before they are further used or in any way interfered with.
8.6 Subject to Clause 9.3 (Limitation of Liability), if the Seller either replaces the Materials or issues a credit note under Clause 8.4 then it shall have no further liability for a breach of Clauses 8.1 or 8.2. This Clause does not affect any other rights or claims of the Customer arising out of any other provision of the Contract.
9.1 Save for where the Contract provides specific remedies to the Customer in respect of delay under Clauses 5 (Delivery), short delivery under Clause 6 (Inspection and Shortages) and defective Materials under Clause 8 (Quality), the following provisions set out the total liability of the Seller (including any liability for the acts or omissions of its employees, agents and contractors) for other loss and damage suffered by the Customer in respect of:
a) Any breach of the Contract;
b) Any use made or resale by the Customer of the Materials, or any products incorporating the Materials; and/or
c) Any representation, statement or tortuous act or omission (including negligence) arising under or in connection with the Contract or the supply of the Materials.
9.2 All warranties, conditions and other terms implied by statute or common law which may be excluded by law are, to the fullest extent permitted by law, excluded from the Contract.
9.3 Nothing in these Conditions shall exclude or restrict the Seller’s liability:
a) For death or personal injury resulting from the Seller’s negligence;
b) Under section 2(3) of the Consumer Protection Act 1987;
c) For any matter which it would be unlawful for the Seller to exclude or attempt to exclude its liability; or
d) For fraud or fraudulent misrepresentation.
9.4 The Seller shall have no liability for any defect in the Materials to the extent that the Losses suffered by the Customer or any third-party results from:
a) Fair wear and tear;
b) wilful damage, negligence, abnormal working conditions, mis-use, alteration or repair of the Materials, failure to follow any British Standard, the Seller’s or industry instructions relevant to the Materials, or storage of the Materials in unsuitable conditions (but this subclause shall not apply to any act or omission of the Seller);
c) Use of Materials following the expiry of the recommended shelf life; or
d) Our liability in respect of defects in our ready mixed concrete (including failure to comply with specifications) is limited to the cost of removal and replacement. We can only accept such liability where you can establish that:
i) no additional water or other material has been added to the product after it has been declared by our agent or employee as ready for acceptance.
ii) the sample tested has been taken during discharge from our vehicle in accordance with the relevant clauses of BSEN12350 and BSEN206-1.
iii) all sampling, making, curing and testing of specimens has been carried out in accordance with the relevant clauses of BSEN12350 and BSEN206-1.
iv) test results have been interpreted in accordance with BSEN206-1 or any specification previously agreed by us. It should be recognised that for a well-controlled continuous production there is always the slight probability of a result occurring below the compliance limit and that is not normally possible to predict its occurrence.
v) references to the compressive strength in the specification shall unless otherwise agreed refer to compressive strength in concrete cubes, made, cured and tested in accordance with BSEN12350 and BSEN206-1 by an Approved Test House.
vi) you have notified us of any result indicating a possible failure to meet the specification as soon as the results are available to you.
vii) we have been given the opportunity of investigating any alleged defect and of making any recommendations as to any remedial action to be taken.
9.5 Subject to Clauses 9.1, 9.2, 9.3 and 9.4 above:
a) The Seller’s total liability in contract, tort, misrepresentation, restitution or otherwise, arising in connection with the performance of or contemplated performance of the Contract and the supply of the Materials shall be limited to the lower of:
i) fifty thousand pounds (£50,000); or
ii) The Price.
b) The Seller shall under no circumstances whatever be liable to the Customer, whether in contract, tort (including negligence), breach of statutory duty, or otherwise for any of the following arising under or in connection with the Contract;
i) Pure economic loss;
ii) Loss of profits;
iii) Loss of business;
iv) Loss of goodwill;
v) Any additional costs, charges or expenses (including legal costs).
9.6 If the Materials are manufactured, processed or mixed by the Seller to the specification of the Customer or its agents the Customer fully indemnifies the Seller against all Losses awarded against, incurred by, paid or agreed to be paid by the Seller in settlement of any claim for infringement of any industrial or intellectual property rights of any other person.
9.7 The Customer fully indemnifies the Seller against all Losses awarded against, incurred by, paid or agreed to be paid by the Seller in settlement of any other claim arising from any such manufacturing, processing or mixing described in Clause 9.6 above. The indemnity will be reduced in proportion to the extent that such Losses are due to the negligence of the Seller.
9.8 The legal rights of a Customer dealing as a Consumer are not affected by these Conditions.
10. Force Majeure
10.1 The Seller may defer delivery, terminate the Contract or reduce the volume of Materials delivered to the Customer and shall not be liable to the Customer or be deemed to be in breach of the Contract by reason of the aforesaid delay, termination or reduced delivery or any failure to perform any of the Seller’s obligations where it was due to any cause beyond the Seller’s reasonable control (a “Force Majeure Event”).
10.2 If the Force Majeure Event in question continues for a continuous period in excess of 90 days, either Party may give notice in writing to the other terminating the Contract.
If the Customer:
a) fails to make any payment to the Seller on the due date;
b) Suspends, or threatens to suspend, payment of its debts, or is unable to pay its debts as they fall due or admits inability to pay its debts;
c) exceeds any credit limit assigned to the Customer from time to time by the Seller;
d) commences negotiations with all or any class of its creditors with a view to rescheduling any of its debts;
e) has a petition filed, notice given, resolution passed, or order made, for or in connection with its winding up or bankruptcy;
f) is the subject of an application to court or order for the appointment of an administrator;
g) has a receiver or an administrative receiver or an administrator appointed over any of its assets; or
h) is in breach of any term of this Contract and (where such breach is capable of remedy) fails to remedy such breach within 14 days of being so requested to do so,
then the full balance outstanding on any account between the Seller and the Customer shall become immediately payable and the Seller shall be entitled to do one or more of the following (without prejudice to any other right or remedy it may have):
i) require payment in cash or cleared funds in advance of delivery of any undelivered Materials;
ii) Cancel or suspend any further delivery to the Customer under any contract;
iii) Sell or otherwise dispose of any Materials which are the subject of any contract with the Customer; and/or
iv) charge the Customer interest on the balance of monies due at the rate of 4% per annum above Barclays Bank Plc base rate in force from time to time from the date the payment became due until actual payment (whether before or after judgment).
12.1 Governing law and jurisdiction: The Contract, and any dispute or claim arising out of or in connection with it or its subject matter or formation (including non-contractual disputes or claims), shall be governed by, and construed in accordance with English law and the parties submit to the exclusive jurisdiction of the courts of England and Wales.
12.2 Variation: Except as set out in these Conditions, any amendment or variation to a Contract or these Conditions shall have no effect unless expressly agreed in writing and signed by an authorised employee of the Seller.
12.3 Entire Agreement: The Contract constitutes the entire agreement between the parties and supersedes and extinguishes any previous arrangement, understanding or agreement between them relating to the subject matter of this Contract. The Customer acknowledges that it has not relied on any statement, promise or representation made or given by or on behalf of the Seller which is not set out in the Contract.
12.4 Safety Data Sheets: the Seller is required to produce health and safety/hazard data sheets for some of the products it sells. These sheets are available on request. These sheets are for information purposes only and do not form part of the Contract and the Customer agrees that the Seller will have no liability in respect of them.
12.5 Severance: If any Clause or subclause of these Conditions is held by any court or other authority of competent jurisdiction to be wholly or partly void or unenforceable the validity of the other Clauses or subclauses of these Conditions shall not be affected and they shall remain in full force and effect. If any invalid, unenforceable or illegal provision of the Contract would be valid, enforceable and legal if some part of it were deleted, the provision shall apply with the minimum modification necessary to make it legal, valid and enforceable.
12.6 Assignment: the Seller may at any time assign, transfer, charge, subcontract or deal in any other manner with all or any of its rights or obligations under the Contract. The Customer may not assign, transfer, charge, subcontract or deal in any other manner with all or any of its rights or obligations under the Contract without the prior written consent of the Seller.
12.7 Waiver: A waiver of any right or remedy under the Contract is only effective if given in writing and shall not be deemed a waiver of any subsequent breach or default. No failure or delay by a party to exercise any right or remedy provided under the Contract or by law shall constitute a waiver of that or any other right or remedy, nor shall it preclude or restrict the further exercise of that or any other right or remedy. No single or partial exercise of such right or remedy shall preclude or restrict the further exercise of that or any other right or remedy.
General Conditions for the Acceptance of Waste
Chambers Runfold Plc
Version: 23rd May 2017
The definitions and rules of interpretation in this condition apply in these conditions:
Company – means Chambers Runfold PLC and any of its associated companies delivering the services
Customer – means the person, firm or company who purchases waste management services from the Company
Duty of Care – means such document prescribed by legislation from time to time and in such format as shall be satisfactory to the Company required for the transport acceptance and disposal of waste
1. This quotation is an offer which is subject to withdrawal without notice at any time and is subject to landfill space being available when required. This offer is open for acceptance within 14 days of it being made otherwise this quotation will lapse.
2. These Conditions override any other conditions the Customer may seek to introduce (whether before or after the date of this quotation). The Customer’s conditions shall be of no effect unless specifically accepted in writing by the Company. The Customer accepts these Conditions by depositing waste at the Company’s site.
3. The Customer shall provide to the Company a description of any waste in the format required by the Company which it requires the Company to receive, prior to the Customer delivering or the Company accepting any waste from the Customer. The Customer warrants that the waste is fully and accurately described on the Duty of Care Notes and other relevant documentation and shall keep sufficient detailed records to support the description. Should the description be inaccurate then the Customer shall indemnify the Company for any loss suffered by the Company as a result of such inaccuracy.
4. The Company may, at any time following receipt of a Duty of Care Note containing the description of the waste, analyse the waste and, at its discretion, proceed with the contract or terminate the contract with immediate effect.
5. If the Company terminates the contract then the Customer shall at the Customer’s expense collect from the Company any waste delivered or which the Company collected pursuant to this contract within 24 hours of the Company’s notification of termination.
6. If the Customer does not collect the waste pursuant to clause 5 then the Company shall at its discretion return the waste to the Customer or dispose of the waste itself. The Customer shall indemnify the Company for all costs incurred by the Company.
7. The waste and its manner of delivery must not breach the current conditions of the Company’s Environmental Permit for the delivery site which may vary from time to time and is available for inspection at its Head Office, on the Company’s website or available on request. The Customer warrants that it has inspected these documents.
8. Vehicles delivering waste must be properly loaded and, where required by legislation, sheeted or netted.
9. Hours of entry to the site will be as posted at the site or as notified by the Company’s Manager. These may be altered by the Company.
10. It is the Customer’s responsibility to ensure that conditions on the site are suitable for their vehicles and the Company will be under no liability in respect of any loss or damage caused to the Customer’s vehicle or any consequential loss or expense whatsoever resulting from such damage.
11. “Totting” by the customer or their employee is prohibited.
12. The Company reserves the right in its absolute discretion, without notice and without incurring any liability, to refuse admission onto its site and to refuse to allow the deposit of waste onto its site should weather conditions, staffing, plant, ratios of waste or other operational reasons make disposal of waste unsafe, environmentally unacceptable or risk infringement of the Company’s Environmental Permit conditions or any other applicable legislation or where such load does not have legally complaint documentation.
13. The Company shall have no liability to the Customer in the event that it is hindered or obstructed in performing its obligations hereunder by the reason of any matter including but not limited to labour disputes, accidents, fire, explosion, plant or mechanical breakdown, adverse weather conditions, delays to transport, the actions or instructions of any public authority or any circumstances beyond the Company’s control.
14. The Customer will make a full disclosure to the Company of the particulars of its Waste Carriers Licence by producing such details as the Company may at any time require.
15. The Company reserves the right to immediately withdraw any quotation or cease trading with the Customer in the event that the Customer does not hold a current Waste Carriers Licence or such Licence is withdrawn by the authorities.
16. The Customer shall indemnify the Company and keep it indemnified against all claims, proceedings, damages, costs, charges and expenses in respect of death or personal injury to any person or any loss or damage to any property which results from the characteristics of any waste deposited on the site by the Customer.
17. The Customer will be fully liable for all damage caused by it to the Company’s property or third party property whilst on the Company’s site. The Customer shall without limiting its obligation insure against liabilities for death or personal injury to any person or loss or damage to any property and all risks arising out of the performance of its obligations under this contract. The Company may call for evidence of such insurance cover being held.
18. Tipping into the Company’s sites is strictly for account customers only. Subject to the Company opening an account for a given credit limit the terms of payment unless otherwise agreed in writing are full settlement within 30 days of the date of the invoice. If payment terms are not adhered to the Company reserves the right to withdraw credit facilities and to refuse to accept waste at any site.
19. The Company reserves the right to vary prices by giving the Customer one week’s notice.
20. The Company shall not in any circumstances, so far as is permitted by law, be responsible for any loss, damage or expense (including indirect and consequential loss or damage) of any nature howsoever arising and including but not limited to any loss, damage or expense which results directly or indirectly from the negligent act of the Company, its servants or agents.
21. The Customer must comply strictly with the Site Rules, Visitors Rules and Contractors & Sub Contractors Rules.
22. The Customer shall not assign its rights and obligations under any quotation or contract with the Company without the prior written consent of the Company.
23. The Company may, without prejudice to any other rights, terminate the contract without notice if the Customer shall be in breach any of its obligations under the contract or shall or offer any arrangement or composition with its creditors or commit any act of bankruptcy or have a bankruptcy petition presented against it or (if the Customer is a company) if any resolution or petition to wind up shall be passed or presented or a receiver, administrative receiver or administrator of the whole or any part of its undertaking, property or assets shall be appointed.
24. The Customer shall comply at all times with the Company’s Health & Safety Policies and Working Practice Policies, copies of which are available for inspection at the Company’s Head Office. The Customer shall be deemed to have inspected these Policies.
25. The Customer shall supply all information necessary to ensure compliance with the COSHH Regulations.
26. Each right or remedy of the Company under the contract is without prejudice to any other right or remedy of the Company whether under contract or not.
27. If any provision of the contract is found by any Court, Tribunal or administrative body of competent jurisdiction to be wholly or partly illegal, invalid, void, voidable,unenforceable unreasonable, it shall, to the extent of such illegality, invalidity, voidness, voidability, unenforceability or unreasonableness be deemed severable and the remaining provisions of the contract and the remainder of such provisions shall continue in full force and effect.
28. Failure and delay by the Company in enforcing or partially enforcing any provision of the contract shall not be construed as a waiver of any of its rights under the contract.
29. Any waiver by the Company of any breach of or any default under any provision of the contract by the Customer shall not be deemed a waiver of any subsequent breach or default and shall in no way affect the other terms of the contract.
30. The parties to the contract do not intend that any terms of the contract shall be enforceable by virtue of the Contracts (Rights of Third Parties) Act 1999 by any person that is not a party to it.
31. The formation, existence, construction, performance, validity and all aspects of the contract shall be governed by English Law and the parties submit to the exclusive jurisdiction of the English Courts.
32. These Conditions constitute the entire agreement between the parties with respect to the matters dealt with and supercede any previous agreement between the parties in relation to such matters.