General Terms and Conditions.
1.1 In these terms and conditions the following words have the following meanings:-
Such procedures as are required so as to comply with Section 7(2) of the Bribery Act 2010 (and any guidance issued under Section 9 of that Act)
All applicable laws, statutes, regulations, and codes relating to anti-bribery and anti-corruption including but not limited to the Bribery Act 2010.
The Company’s ethics, anti-bribery and anti-corruption policies (which can be supplied upon request) and any relevant industry code on anti-bribery in each case as the
Company or the relevant industry body may update them from time to time.
M.D.J. Light Brothers (SP) Limited
The contract between the Company and the Customer whether or not in writing placed by the Customer with the Company for the provision of a Service by the Company to the
Customer and upon the terms set out in these terms and conditions.
Any material including waste to be sold by the Company to the Customer.
The Person(s) firm or company who has placed an order with the Company for the Service which expression shall include its employees, agents, sub-contractors or
carriers of such person(s) and where more than
The place where contract material being sold is to be delivered by the Company or the place where contract material being sold is collected by the Customer.
All or any applicable law (whether criminal, civil or administrative) common law,
Union decision (insofar as legally binding) bye-law, treaty, government circular, code of practice and guidance notes or instruction or decision of any competent regulatory body
which without prejudice to the generality shall include but shall not be limited to obligations under the Environmental Protection Act 1990(as amended) and any regulations made under it the Environmental Permitting (England and Wales) Regulations 2010 (as amended) the Hazardous Waste Regulations 2005(as amended) and the Waste (England and Wales) Regulations 2011 and the Controlled Waste (England and Wales) Regulations 2012 and the Transfrontier Shipment of Waste Regulations 2007 and Regulation EC 1013/2006.
Any individual firm, company, incorporated association, partnership, government, state or agency of state or joint venture
All or any of:-
the collection and/or receipt or disposal at a Site of Waste and/or
the sale and/or delivery of Contract Material or
the provision or supply of any service or goods by the Company in accordance with the Contract
Any land or premises used by the Company in connection with the provision of the Service
Anything defined as “waste” under Section 75 of the Environmental Protection Act 1990 (as amended)
1.2 The headings in these terms and conditions are for convenience only and shall not affect their interpretation.
1.3 Words importing the singular include the plural and vice versa.
1.4 In these Conditions references to any statute or statutory provision shall unless the context otherwise
provision as from time to time amended, consolidated, modified, re-enacted or replaced and will include any orders, regulations, instruments or other subordinate legislation made under the relevant statute or statutory provisions.
2. Application of Terms and Conditions
2.1 Subject to any variation under condition 2.3 below the Contract will be on these terms and conditions to the exclusion of all other terms and conditions which the
2.2 Each acceptance of a quotation shall be deemed to be an offer by the Customer to purchase the Service specified by the Company subject in each case to these terms
and conditions which shall not be accepted until the Company sends a written acceptance of such offer or commences performance of the services (whichever event
occurs earlier) at which point the Contract takes effect as between the Customer and the Company.
2.3 No terms or conditions endorsed upon, delivered with or contained in the Customer’s purchase order, confirmation of
2.4 Any variation to these terms and conditions and any representations (other than those set out in these terms and conditions) about the Service shall have no effect
unless expressly agreed in writing and signed by a director or duly
2.5 The Quotation is given on the basis that no contract in respect hereof will come into existence until the Company has accepted the Customer’s offer in accordance with
condition 2.2. The Quotation is valid for a period of 30 days only from its date provided the Company has not previously withdrawn it.
3. Description of Contract Materials
3.1 The description of contract materials shall be as set out in the Company’s quotation and shall be described in the transfer documentation which shall be completed by both parties to comply with their respective legal obligations.
3.2 In the event of the Customer not agreeing with the description or volume or weight of the Contract Material following delivery or collection as the case may be then the Customer shall give notice of such disagreement within 48 hours of its receiving the said Contract Material and shall quarantine the same and not mix it with any other
material. The Customer shall permit the Company to have immediate access to inspect the same.
3.3 In the event of the Customer or its agent or buyer having had the opportunity to inspect the Contract Material prior to or at the time of loading
3.3 No warranty is given by the Company as to the fitness of any Contact Material
4. Customers Obligations
4.1 The Customer shall at all times comply with all applicable Laws in relation to the Contract Material and performance under this Contract.
4.2 The Customer shall ensure that whilst at any Site any vehicle it uses to collect Contract material shall be operated in accordance with all reasonable directions of the Company and shall comply with all regulations, site conditions of use and the Company’s health and safety policies from time to time applicable at the Site.
4.3 The Customer shall ensure that its vehicles trailers and any containers that it uses in connection with the Contract and movement of contract material are fully
compliant with applicable Laws which shall include any marking packaging and
4.4 The Company shall have the right within its absolute discretion to refuse entry of any vehicle to the site or require any vehicle or its driver or other personnel to leave the
4.5 The Company shall
Customer awaits admission to the Site or any delay in being processed.
4.6 Where the Company has contracted to deliver Contract Material to a Delivery Point the Customer shall ensure that safe proper and immediate access to the specified
point of delivery or collection is made available to the Company or its haulier. If any costs
delivery/collection location any costs incurred shall be reimbursed by the Customer.
4.7 In the event of the Customer exporting the Contract Material from the United Kingdom or transferring the Contract Material to a third party in the knowledge that such
export will take place then the Customer shall provide to the Company in advance of such export copies of all contractual documentation and procedural documentation as is
required to fully comply with applicable Laws in relation to such export.
5. Title to the Contract Material
Title to each consignment of Contract Material shall pass to the Customer when Contract Material has been unloaded at the Delivery Point by the Company or when
being collected at a Site by the Customer then at the point when such material has passed over the weighbridge on exiting the Site or if there is no weighbridge at the Site
then when it has left the boundary of the Site.
6.1 The Price payable in respect of the Contract Material shall be the current price specified in any
unless specified in writing by the Company may be subject to variation from time to time by the Company.
6.2 All prices shown in any such price list or quotation are exclusive of any Landfill Tax, Aggregate Tax
the Customer shall pay in addition to the price set out in any Quotation or price list unless otherwise stated in the same.
6.3 In the event of any tax duty or levy being imposed upon or any existing tax levy or duty being increased in respect of the handling of Contract Material then the
Customer shall bear such duty tax or levy in its entirety.
6.4 In the event of a dispute in respect of the amount to be paid by the Customer the Company’s records (including without limitation its weighbridge records) shall in the
absence of manifest error
7.1 The Company may invoice the Customer for each individual consignment of Contract Material after completion of the collection or
case may be or in advance if required by the Company.
7.2 Time for payment shall be of the essence and payment shall be in pounds sterling unless otherwise agreed.
7.3 Payment is due immediately upon presentation of an invoice unless otherwise stated in such invoice.
7.4 No payment shall be deemed to have been received until the Company has received cleared funds.
7.5 The Customer shall make all payments due under the Contract in full without any deduction whether by way of set-off counterclaim discount abatement or otherwise
unless the Customer has a valid court order requiring an amount equal to such deduction to be paid by the Company to the Customer.
7.6 All payments payable to the Company under the Contract shall become due immediately upon termination of the Contract notwithstanding any other terms and
8. Force Majeure
The Company shall not be liable for delay in performing or for failure to perform its obligations if the delay or failure results from any of the following: (i) Acts of God, (ii)
a. Subject to condition 10(b) and condition 10 (c) the following provisions set out the entire financial liability of the Company (including any liability for the acts or omissions
of its employees, agents
Goods; or of any product incorporating any of the goods; and any representation, statement tortious act or omission including negligence arising under or in connection
with the Contract.
b. All warranties, conditions and other terms implied by statute or common law (save for the conditions implied by Section 12 of the Sale of Goods Act 1979) are to the
extent permitted by law excluded from the Contract.
c. Nothing in these conditions excludes or limits the liability for the Company: (i) for death or personal injury caused by the Company’s negligence; or (ii) for any matter
which it would be illegal for the Company to exclude its liability; or (iii) for fraud or fraudulent misrepresentation.
d. Subject to conditions: (i) the Company’s total liability in contract tort (including negligence or breach of statutory duty) misrepresentation, restitution or otherwise
arising in connection with the performance or contemplated performance of the contract shall be limited to the Contract price
Customer for loss of profit, loss of business or depletion of goodwill in each case whether direct, indirect or
whatsoever (howsoever caused) which arise out of or in connection with the Contract.
Except in respect of any death or personal injury suffered by the Customer as a result of the Company’s negligence as defined by Section 1 of the Unfair Contract Terms Act
1977 the Customer agrees to indemnify and hold harmless the Company , its agents, employees, successors and assigns from and against any and all liabilities, losses,
damages, claims suits and expenses, including legal expenses, of whatsoever nature and kind imposed upon, incurred by or asserted against the Company, its agents,
employees, successors and assigns relating to or arising out of the possession uses election, delivery, purchase or operation of the Contract Material or any failure on the
part of the Customer to perform or comply with the terms of this Agreement.
The Contract may be terminated with immediate effect by the Company giving notice of termination to the Customer:-
i. if the Customer being a company shall pass a resolution for winding up (other than for the purpose of amalgamation or reconstruction) or a court shall make an order
ii. if the Customer
iii. if the Customer shall cease to carry on its business or substantially the whole of its business; or
iv. if the Customer becomes or is declared bankrupt or is declared insolvent or convenes a meeting of or makes or proposes to make any arrangement or composition with its creditors; or
v. if a liquidator, receiver, administrator, administrative receiver, manager, trustee, or similar officer is appointed over any of the assets of the Customer; or
vi. if the Customer shall commit a breach of any of its obligations to the Company under this or any other contract. and in such circumstances without prejudice to any other remedies which the Company may have it may stop any goods in transit and be entitled to recover from the premises of the Customer any goods for which payment has not been made and the Customer grants to the Company the right to enter its premises for such purpose.
12. Bribery and Corruption
12.1 To the extent that any anti-bribery laws apply to any aspect of the relationship between the Company and the Customer including any Associated Persons of either
party then the Customer shall in relation to the Contract:
i. comply with any Anti-Bribery Laws
ii. comply with the Anti Bribery Policies
iii. have and maintain in place throughout the term of this Contract its own policies and procedures including but not limited to Adequate Procedures to ensure compliance
with the Anti Bribery Laws and the Anti Bribery policies and will enforce them where appropriate;
iv. promptly report to the Company any offer promise or giving of, or any request for, agreement to receive, or acceptance of any undue financial or
kind to or by the Customer or the Company or any associated persons of either of the same, in connection with the performance of the Contract;
v. if so required by the Company at any time certify to the Company in writing signed by an officer of the Customer, compliance with this Condition 12 by the Customer and all of its Associated Persons providing also such supporting evidence of compliance as the Company may reasonably request.
12.2 the Customer hereby warrants to the Company that there has been no breach by it of the Anti-Bribery Laws and the Anti Bribery Policies in connection with the
procurement and/or negotiation of the Contract.
13.1 The waiver or forbearance or failure of the Company in insisting in any one or more instances upon the performance of any provisions of this Contract shall not be
construed as a waiver or relinquishment of the Company’s rights to future performance of such provision and the Customer’s obligation in respect of such future performance
shall continue in full force and effect.
13.2 Unless specified otherwise nothing in the Contract is intended to confer on any person any right to enforce any term of the Contract under the Contracts (Rights of
Third Parties) Act 1999 or any legislation replacing or superseding it.
13.3 The Customer shall not transfer, subcontract or assign the Contract or the benefit of any rights and obligations under the Contract without the prior written consent of the Company.
13.4 The law of England and Wales shall apply to these terms and this Contract and the English Courts shall have exclusive jurisdiction in relation thereto.
1) Customers warrant with respect to each container ordered to be placed other than on private property.
a) that the permission of the highway authority has been duly obtained under section 31 Highways Act 1971.
b) that the said permission will be kept in force by the extension or renewal as necessary until either the container is removed or until the expiry of one clear working days notice is given to us to remove the container.
c) that they will ensure the observation and performance at all times of the conditions subject to which the aforesaid permission is granted and in particular will SECURE THAT THE CONTAINER IS PROPERLY LIGHTED THROUGHOUT THE HOURS OF DARKNESS.
d) that they will not remove the container from the place where it is deposited without first obtaining both the written authority of the Highway Authority and ourselves and that they
e) will ensure at the time when the collection is requested there is clear space at the end of the container of not less than thirty feet to enable the lorry necessary access to effect to collection and removal.
2) The customer further warrants as a term of this contract that he or a responsible officer in his firm or company organisation has read or had explained to him/her and fully understands all the conditions subject to which the Highway Authority’s permission has been granted and that undertakes that he/she will secure that all the conditions so specified shall be complied with and in particular THAT THE CONTAINER IS PROPERLY LIGHTED DURING THE HOURS OF DARKNESS
3) Unless specifically otherwise agreed customers shall themselves provide three marker cones by day and three marker cones plus six red lights during the hours of darkness on the container as required by the Highway’s Act. 1971 if the same is placed on the public highway (including grass verges and footpaths or pavements) or anywhere else where damage to property or injury to third parties is foreseeable. They should also ensure the safe loading of materials into the container.
4) Customers warrant either:
a) That the waste material is of such a nature that they regulations issued by the Secretary of State under the Deposit of Poisonous Waste Act. 1972 (hereinafter called the Act) in force on the date of removal of each loaded container exempt the waste material being removed from the provisions of the Act or
b) that the required notice has been served under the provisions of section 3 (2) of the Act covering removal of each loaded container.
5) Customers requesting or ordering vehicles delivering or collecting to leave the road shall reimburse us in full in respect of any loss, costs, claims, damages or expenses we may thereby sustain whether it is a result of damage to the vehicle, the container or to the property of the customer of third party including to the road margins and pavements
6) Customers shall reimburse us in respect of any loss or damage to the containers whilst on hire to them from whatsoever course the same may arise (fair wear and tear expected). Customers shall also fully indemnify is in respect of any claim for injuries to persons or property arising out of the use of the containers whilst on hire to them whosoever the same may be caused or arise, and in particular customers undertake
a) not to light fires in the container nor burn anything therein
b) not to place any corrosive acid or noxious substances or liquid cement or concrete in the container
c) not to place any refrigerators, freezers, LPG containers or asbestos in the container
d) not to place any toxic liquids such as paints, thinner and the like in the container
e) not to place any tyres of any kind in the container
f) to ensure that the container is not filled above the level of the sides thereof
g) to pay all extra expenses and costs including possible a new container which may result from non-observance of the above
7) One clear working days notice is required to terminate the hiring of the container. Customers undertake to fill the skip within the period of the licence granted under the Highways Act and give us such notice of its readiness for collection.
8) Included in the standard price of this contract is a ten minute period for the deposit of or loading and removal of a container. Any further delay ensuring from whatsoever cause will result in demurrage being charged at the day work rate of the vehicle kept waiting. Skips may be collected without prior notification if deemed to be full or have been at the delivery address for an excessive period of time.
9) Customers should ensure the safe loading of materials into containers (ownership of the contents of any container shall pass to us upon collection unless otherwise agreed in writing).
10) In the event of the Highway Authority or the Police exercising their powers to, or to cause to, light, move or remove the container during the period of hire the customer acknowledges that he is responsible for all costs hereby incurred.
Customers warrant that loads tipped at the Waste Transfer Station:
a) do not contain any corrosive acid or noxious substances
b) do not contain any refrigerators, freezers, LPG containers or asbestos in the container
c) do not contain any toxic liquids such as paints, thinner and the like in the container
d) do not contain any tyres of any kind in the container
Any unsuitable materials will be reloaded at the time or tipping or disposed of at a later date and any additional costs shall be charged to the customer.