Terms and Conditions

GRID WASTE TERMS OF USE (Effective as of Devember 12th, 2017)

These Terms of Use (“Agreement”) represent and function as a contract between you and Bid Waste LLC, dba Grid Waste (“Grid Waste”, “we” or “us” ), and applies to you (referenced herein with “you,” “your,” “User(s),” or as a “Vendor” or a “Buyer”) and your use of Grid Waste’s services, applications or tools provided via the Grid Waste auction site, located at www.gridwaste.com (“Site”) (with all such services, applications, or tools collectively referenced herein as the “Services”). You are only authorized to use the Services if you first read, agree with and accept all of the terms and conditions contained in this Agreement.

Grid Waste offers an online marketplace that allows users to offer, sell, bid on and buy or hire waste removal services. Grid Waste does not provide the waste removal services being offered for sale or sold via the Site, so you acknowledge and agree that any resulting contract for (and any provision of waste removal services) is directly between the providers offering the waste removal services you may connect with through the Site (“Vendors”) and the individuals or entities bidding on and/or purchasing those services (“Buyers”).

We may amend this Agreement at any time by posting a revised version on our website. The revised version will be effective at the time we post it and provide notice thereof and will deemed accepted upon continued use of the Site following such notice. But, if the revised version includes a material change, we will provide you with 30 days’ prior notice by posting notice on the Notifications Dashboard page of our website, and such notice with materials changes will not become effective until the expiration of such 30 day period or accepted until continued use of the Site thereafter.

Registration and Use Restrictions

You use the Services solely for the purpose of researching/inquiring about, offering for sale, selling, bidding on , purchasing or hiring waste removal services on your own behalf or on behalf of a business for which you are authorized to do business. Users agree that they are authorized by the business to conduct transactions on behalf or in the interest of the business. Grid Waste is not responsible for unauthorized users or use of the site and services, or for any errors, omissions, duplications or other events resulting in losses of any kind. By registering an account or sub-account, you are acknowledging that you or the assigned user have the authority to conduct business on behalf of the individuals or business(es) represented.

You shall not sublicense the Services or permit any third party to run, operate or otherwise make use of the Services. You may not transfer or assign any rights or obligations you have under this Agreement without Grid Waste's prior written consent. Grid Waste reserves the right to transfer or assign this Agreement or any right or obligation under this Agreement at any time. You shall not access or attempt to access an Account that you are not authorized to access. The Services are available to you only in the United States and its territories, and possessions. You agree that the Services include security technology that may limit your use of the Site. You will not fraudulently create accounts, bid for services, or otherwise conduct business for locations you do not have legal and business authority to conduct business for. You agree not to violate, circumvent, reverse-engineer, decompile, disassemble, or otherwise tamper with any of the technology related to Services for any reason—or to attempt or assist another person to do so. You agree that you will not use any robot, spider, scraper, or other automated means to access our sites for any purpose without our express written permission. Additionally, you agree that you will not: (i) take any action that imposes or may impose (to be determined in our sole discretion) an unreasonable or disproportionately large load on our infrastructure; (ii) copy, reproduce, reverse engineer, modify, create derivative works from, distribute, or publicly display any content (except for your information) from the Site or Services absent the prior express written permission of Grid Waste; or (iii) interfere or attempt to interfere with the proper working of our Site or Services, or any activities conducted on or with our Site or Services. You may not use our sites, services, applications, or tools if you are not able to form legally binding contracts or are temporarily or indefinitely suspended from using our sites, services, applications, or tools; fail to deliver payment for services purchased by you; fail to deliver services contracted from you; manipulate the price of any service or interfere with other users' listings; circumvent or manipulate our fee structure, the billing process, or fees owed to Grid Waste; post false, inaccurate, misleading, defamatory, or libelous content; take any action that may undermine the feedback or ratings systems; circumvent any Grid Waste policy or determinations about your account status such as temporary or indefinite suspensions or other account holds, limitations or restrictions; Control an Account that is linked to another Account that has engaged in any of these Restricted Activities; facilitate any viruses, Trojan horses, worms or other computer programming routines that may damage, detrimentally interfere with, surreptitiously intercept or expropriate any system, data or Information; use an anonymizing proxy; use any robot, spider, other automatic device, or manual process to monitor or copy our website without our prior written permission; or use any device, software or routine to bypass our robot exclusion headers, or interfere or attempt to interfere with our website or the Grid Waste Services. Without limiting other remedies, we may, in our sole discretion, limit, suspend, or terminate our services and user accounts, prohibit access to our sites, services, applications, and tools, and their content, delay or remove hosted content, and take technical and legal steps to keep users from using our sites, services, applications, or tools, if we think that they are creating problems or possible legal liabilities, infringing the intellectual property rights of third parties, or acting inconsistently with the letter or spirit of our policies. We also reserve the right to cancel unconfirmed accounts or accounts that have been inactive for a period of months, or to modify or discontinue Grid Waste sites, services, applications, or tools at any time and at our sole discretion.

The Services are not part of any other product or offering, and no purchase or obtaining of any other product shall be construed to represent or guarantee you access to the Services.

If you are a Buyer, you agree that you will not attempt to contact or contract directly with any Vendor that participates in the Site once you submit a request for a bid via the Site; buyer – seller communication may occur through the Tickets page or in the comments section of Opportunities and Bids . If you are a Vendor, you agree that you will not attempt to contact or contract directly with any Buyer that participates in the Site once such Buyer submits a request for a bid via the Site; seller – buyer communication may occur through the Tickets page or in the comments section of Bids and Opportunities.

Listing Conditions for Vendors

In addition to the other terms and conditions set forth herein, if you are a Vendor, you agree that:

  • By registering an account, you agree to these terms and conditions and to pay the fees associated with these services

  • By submitting a bid to provide services on Grid Waste's sites, you agree to these terms and conditions and to pay the fees associated with these services

  • the acceptance of a bid by a soliciting party in the Grid Waste Services is a binding agreement for you to provide services to the soliciting party or parties locations for the duration of the service period specified Waste Removal Services Agreement:

  • that you are solely responsible for the accuracy and content of the listing and services offered by you;

  • when you post a bid on the Site, your bid will be visible to the soliciting party or parties;

  • your bid is inclusive of all fees you intend to charge the soliciting party or parties and no additional fees will be added to invoices;

  • you cannot cancel a bid once it has been accepted;

  • the acceptance of a bid by a soliciting party is a binding agreement for you to provide the listed services to the soliciting party or party’s location(s) for the duration of the service period specified in the bid; and

  • Grid Waste reserves the right to cancel or terminate your bid(s) for any reason.

Purchase Conditions for Buyers

In addition to the other terms and conditions set forth herein, if you are a Buyer, you agree that:

  • you are solely responsible for canceling or terminating any of your existing contracts with your current waste removal vendor, if any;

  • you are responsible for reading the full bid terms before making a commitment to buy; and

  • you enter into a legally binding contract to purchase services when you award an Opportunity to a bidder.

  • This user agreement takes the place of a Letter of Authorization (LOA) and infers the rights to Grid Waste and authorizes Grid Waste to perform all functions and services performed and provided by Grid Waste and the Grid Waste platform.

Group Purchases

Grid Waste permits Buyers to form groups by requesting bids for services collectively (a “Group”). By joining a Group, you are agreeing to accept a bid from the Vendor that provides the lowest total price to the Group for the services rendered, regardless of any other factors. Group contracts are automatically awarded immediately on the Bid Due Date specified by the Opportunity details. You may contest automatic awards within seven (7) days of the award on the basis of unfair price variance or requirement incompatibility by contacting Grid Waste using the “Contact Us” page.

Additionally, Buyers may have an opportunity to join an existing Group, at Vendor’s sole discretion. Buyers acknowledge, however, that Vendor may: (i) deny an additional Buyer inclusion that Group for any reason; or (ii) offer the Buyer pricing to join the Group for the duration of the Group’s existing contract. Except for pricing, which may be unique to Buyer, all terms and conditions of the Group’s current contract with Vendor shall apply, including the duration of the contract with the Vendor. For the avoidance of doubt, a Buyer added to an existing Group will have a contract directly with Vendor. Such Buyer will have no existing contractual relationship with any of the other Buyers in the Group. Grid Waste reserves the right to manage the size and composition of Groups to ensure optimal bidding and service conditions.

Grid Wastes Right to Monitor and Material Posted by a User

Grid Waste has the right, but not the obligation, to monitor your compliance with this Agreement and use of the Services, including any materials submitted by you or otherwise available on the Site, to investigate any reported or apparent violation of this Agreement, and to take any action that Grid Waste in its sole discretion deems appropriate, including, without limitation, termination hereunder. You agree that this monitoring may be accomplished using technology or otherwise.

The Services may offer interactive features that allow you to submit materials (including comments, feedback or links to third-party content) on areas of the Grid Waste Service accessible and viewable by the public. You agree that any use by you of such features, including any materials submitted by you, shall be your sole responsibility, shall not infringe or violate the rights of any other party or violate any laws, contribute to or encourage infringing or otherwise unlawful conduct, or otherwise be obscene, objectionable, or in poor taste. You also agree that you have obtained all necessary rights and licenses to post such materials.

You agree to provide accurate and complete information in connection with your submission of any materials on the Site. You hereby grant Grid Waste a worldwide, royalty-free, nonexclusive license to use such materials as part of the Services, and in relation to the Services, without any further compensation owed to you or the fulfillment of any further obligation for you (other than as set forth in this Agreement). Grid Waste, however, reserves the right to not post or publish any materials, and to remove or edit any material, at any time in its sole discretion without notice or liability.

Third Party Materials

Certain content and services available via the Services may include materials from third parties (including without limitation from other Vendors and Buyers). Grid Waste may also provide links to third-party websites as a convenience to you. You agree that Grid Waste is not responsible for examining or evaluating the content or accuracy of such materials and Grid Waste will not have any liability or responsibility for any third-party materials or websites, or for any other materials, products, or services of third parties. You agree that you will not use any third-party materials in a manner that would infringe or violate the rights of any other party.

Intellectual Property

Grid Waste is hereby providing only a limited, non-exclusive license to use the Services. GRIDWASTE.COM, GRID WASTE, and all other logos, trade names, trademarks or service marks related to the Services (“Grid Waste Marks”) are either trademarks of Grid Waste or Grid Waste’s licensors. You are granted no right or license with respect to any of the Grid Waste Marks. You agree that the Services, including but not limited to graphics, user interface, audio clips, video clips, text, editorial content, URLs and the scripts and software used to implement the Services on the Site or elsewhere, and all intellectual property rights contained therein, are owned by Grid Waste and/or its licensors, and are protected by applicable intellectual property and other laws, including but not limited to copyright. You may not copy, imitate or use any of the foregoing without Grid Waste’s prior written consent. You agree not to modify, rent, lease, loan, sell, distribute, or create derivative works based on the Services in any manner, and you shall not exploit the Services in any unauthorized way whatsoever, including, but not limited to, by trespass or burdening network capacity.

Assignment

Neither party shall assign this Agreement without the other party’s prior written consent; provided, however, that the Company may assign this Agreement to an affiliate or successor-in-interest, without the Customer’s consent, pursuant to sale of the Company or a sale of all or substantially all of the assets of the Company.

 

Account Security

You are responsible for keeping the information in your Account profile up-to-date and secure. You are also solely responsible for maintaining the confidentiality and security of your Account and for all activities that occur on or through your Account, and you agree to immediately notify Grid Waste of any security breach of your Account. Grid Waste shall not be responsible for any losses arising out of the unauthorized use of your Account.

You authorize Grid Waste, directly or through third parties, to make any inquiries we consider necessary to validate your identity. This may include asking you for further information that will allow us to reasonably identify you, requiring you to take steps to confirm ownership of your email address or financial instruments, ordering a credit report, or verifying your Account information against third party databases or through other sources.

You should immediately notify Grid Waste if you believe: there has been an Unauthorized Transaction, unauthorized access to your Account, or the occurrence of an Other Error; there is an error in your Account statement (you can access your Account statement by logging into your Account) or your transaction confirmation sent to you by email; your password has been compromised; or you need more information about a transaction listed on the statement or transaction confirmation.

Communications

You agree and consent to receive electronically all communications, agreements, documents, notices and disclosures that we provide in connection with your Account and your use of the Services (collectively, “Communications”). Communications include, but are not limited to: agreements and policies you agree to, including updates to these agreements or policies; annual disclosures, including prospectuses and reports for Grid Waste; transaction receipts or confirmations; account statements and history; federal and state tax statements we are required to make available to you; and information related to any other account, Grid Waste account, or transaction. We will provide these Communications to you by posting them on the Grid Waste Notifications Dashboard and/or by emailing them to you at the primary email address listed in your Grid Waste Account. Unless otherwise indicated, any electronic Communications will be considered to be received by you within 24 hours after the time we post it to our website or email it to you. Any Communications sent to you by postal mail will be considered to be received by you three (3) Business Days after we send it. You understand and agree that if Grid Waste sends you an electronic Communication but you do not receive it because your primary email address on file is incorrect, out of date, blocked by your service provider, or you are otherwise unable to receive electronic Communications, Grid Waste will be deemed to have provided the Communication to you.

Privacy/Marketing

If you receive information about another User through the Services, you must keep the information confidential and only use it in connection with your use of the Services. You may not disclose or distribute a User’s information to a third party or use the information for marketing or other unrelated purposes (not relevant to use of the Site) unless you receive the User’s express consent to do so.

For information about how Grid Waste may collect and/or use personally identifiable information about you, please view Grid Waste’s Privacy Policy.

Electronic Contracting

Your use of the Services includes the ability to enter into agreements and/or to make transactions electronically with other Buyers or Vendors (as applicable). YOU ACKNOWLEDGE THAT YOUR ELECTRONIC SUBMISSIONS IN THE FORM OF BIDS OR OFFERS CONSTITUTE YOUR AGREEMENT AND INTENT TO BE BOUND BY AND TO PAY FOR SUCH AGREEMENTS AND TRANSACTIONS BETWEEN OTHER BUYERS OR VENDORS IN ACCORDANCE WITH THIS AGREEMENT. YOUR RESPECTIVE AGREEMENT AND INTENT TO BE BOUND BY ELECTRONIC SUBMISSIONS APPLIES TO ALL RECORDS RELATING TO ALL TRANSACTIONS YOU ENTER INTO ON THIS SITE, INCLUDING NOTICES OF CANCELLATION, POLICIES, CONTRACTS, AND APPLICATIONS. In order to access and retain your electronic records, you may be required to have certain hardware and software, which are your sole responsibility.

Payments, Payment System, Taxes and Refunds

All purchases of services offered for sale or sold via the Services must be made through Grid Waste (“Payment System”). Please review the Payment Terms, Conditions and Fees.

If you are a Vendor, you agree to pay the fees described in the Payment Terms, Conditions and Fees. Payments received from Buyers for services rendered by Vendors are credit to the Vendor's account, to be withdrawn by the Vendor. You agree that you are solely responsible for withdrawing funds from your Grid Waste account. You agree that no service interruptions will result from a customer payment being received in your Grid Waste account but not withdrawn from your Grid Waste account by you or another user on your account.

If you are a Buyer, in addition to the Payment Terms, Conditions and Fees, you agree that you will pay all applicable fees for use of the Services, and that Grid Waste may charge your bank account(s) on file for any Services ordered or requested by you and for any additional amounts (including any taxes and late fees, as applicable) that may be accrued by or in connection with your receipt or use of the Services (and under your Account). BUYERS ARE RESPONSIBLE FOR THE TIMELY PAYMENT OF ALL FEES AND FOR PROVIDING GRID WASTE WITH A VALID PAYMENT METHOD FOR PAYMENT OF ALL FEES. Your total price will include the amount invoiced or requested in escrow by the Vendor. Taxes will be included in the Vendor’s total invoice amount.

Vendors are prohibited from adding any surcharges to a purchase amount. Specifically, Vendors may not charge a surcharge for using the Payment System as a payment method, any fuel or environmental surcharges, administrative surcharges, or other miscellaneous costs on bids or invoices. To the extent that Vendor imposes any weight charges, such charges must be verified with documentation from a certified scale.

Grid Waste reserves the right to charge User accounts and transactions to recover or collect for the fees set forth in Payment Terms, Conditions and Fees for fees due to Grid Waste in the event Users attempt to circumvent the Payment System for processing payments, and reserves the right to suspend or terminate access to the services for any account suspected of circumventing the Grid Waste Payment System.

 

Term and Termination

The term of this Agreement will commence on the day you first begin using the Services or register an Account, whichever is earlier. This Agreement will continue as long as you use the Services or your Account, until an updated Agreement replaces this, and for the duration of any Waste Removal Service Agreements through Grid Waste. In the event of an Agreement update or Change, the previous agreement terms will apply to all Waste Removal Service Agreements created prior to the update or change. Additionally, Grid Waste may terminate this Agreement, and your ability to use the Site and/or Services, immediately by written notice to you upon any breach of this Agreement by you. Grid Waste reserves the right to terminate service contracts with a Buyer(s) and replace a vendor(s) in the event of suspending a vendor from the Grid Waste platform and services. The provisions of this Agreement that address Representations and Warranties, Indemnification, Limitations of Liability, Waiver, Applicable Law, Prohibition of Class and Representative Actions and Non-Individualized Relief, Severability, Insolvency, Miscellaneous and any other provision which by its terms is intended to survive, shall survive termination or expiration of this Agreement.

Your Representations and Warranties. You represent and warrant to Grid Waste that (i) you are at least eighteen years of age, (ii) you are authorized to enter into this Agreement, (ii) you will not use the Site or the Services in any manner that violates any contract, law or regulation or that infringes the rights of Grid Waste or any third party; (iv) all information that you provide to us in connection with the Site, including all of your Account data, is true and accurate; and (v) you are authorized and able to fulfill and perform the obligations and meet the conditions of a Buyer or Vendor, as applicable, as specified herein.

Indemnification

You agree to defend, indemnify and hold Grid Waste, our parent, Affiliates and the officers, directors, agents, joint venturers, employees and suppliers of Grid Waste harmless from any claim or demand (including attorneys’ fees) made or incurred by any third party due to or arising out of your breach of this Agreement, your improper use of the Services, and/or your violation of any law or the rights of a third party.

Limitations of Liability; Waiver

IN NO EVENT SHALL WE, OUR PARENT AND AFFILIATES, AND THE RESPECTIVE OFFICERS, DIRECTORS, AGENTS, EMPLOYEES AND SUPPLIERS OF ANY OF US, BE LIABLE FOR LOST PROFITS OR ANY SPECIAL, INCIDENTAL OR CONSEQUENTIAL DAMAGES ARISING OUT OF OR IN CONNECTION WITH THE SITE, THE SERVICES, OR THIS AGREEMENT (HOWEVER ARISING, INCLUDING NEGLIGENCE). OUR LIABILITY, AND THE LIABILITY OF OUR PARENT AND AFFILIATES, AND OUR AND THEIR RESPECTIVE OFFICERS, DIRECTORS, AGENTS, EMPLOYEES AND SUPPLIERS, TO YOU IN ANY CIRCUMSTANCE IS LIMITED TO LESSER OF (I) THE ACTUAL AMOUNT OF DIRECT DAMAGES; OR (2) FIVE THOUSAND DOLLARS ($5,000.00).

Furthermore, you agree that you are making use of our site and services at your own risk, and that they are being provided to you on an “AS IS” and “AS AVAILABLE” basis. Accordingly, to the extent permitted by applicable law, we expressly disclaim all express or implied warranties, terms and conditions including, but not limited to, implied warranties of merchantability, fitness for a particular purpose, and non-infringement.

You acknowledge that we are not a traditional auctioneer. Instead, our sites are venues to allow users to offer, sell, and buy waste and recycling removal services. We are not involved in the actual transaction between Buyers and Vendors.  Any pricing or other waste service guidance we provide in through our Services is solely informational or based on the information provided by other Buyers and Vendors. We do not warrant or guarantee that any particular results will be achieved from following guidance we provide. We have no control over and do not guarantee the existence, quality, safety, or legality of waste services advertised; the truth or accuracy of another Users’ content or listings; the ability of Vendors to provide waste services; the ability of Buyers to pay for waste services; or that a Buyer or a Vendor will actually complete a transaction. Grid Waste is an independent contractor for all purposes, and is not your agent or trustee. We also do not guarantee the identity of any User or ensure that a Buyer or a Vendor will complete a transaction.

Applicable Law

You agree that the laws of the State of Delaware, without regard to principles of conflict laws, will govern this Agreement and any claim or dispute that has arisen or may arise between you and Grid Waste, except as otherwise stated in this Agreement. Each of the parties irrevocably consents to the exclusive personal jurisdiction of the federal and state courts located in Delaware, as applicable, for any matter arising out of or relating to this Agreement, except that in actions seeking to enforce any order or any judgment of such federal or state courts located in Delaware, such personal jurisdiction shall be nonexclusive. Additionally, notwithstanding anything in the foregoing to the contrary, a claim by Grid Waste for equitable relief arising out of or related to this Agreement may be brought in any court of competent jurisdiction.

Prohibition of Class and Representative Actions and Non-Individualized Relief

You and Grid Waste agree that each of us may bring claims against the other only on an individual basis and not as a plaintiff or class member in any purported class or representative action or proceeding. Unless both you and Grid Waste agree otherwise, more than one person's or party's claims may not be consolidated. You and Grid Waste agree that relief (including monetary, injunctive, and declaratory relief) may be awarded only in favor of the individual party seeking relief and only to the extent necessary to provide relief necessitated by that party's individual claim(s). Any relief awarded cannot affect other Grid Waste Users.

Severability

If a court decides that any of the provisions in this Agreement is invalid or unenforceable, the remainder of the User Agreement will continue to apply.

Insolvency Proceedings

If any proceeding by or against you is commenced under any provision of the United States Bankruptcy Code, as amended, or under any other bankruptcy or insolvency law, Grid Waste will be entitled to recover all reasonable costs or expenses (including reasonable attorneys' fees and expenses) incurred in connection with the enforcement of this Agreement.

Miscellaneous

The relationship between you and Grid Waste is and shall be that of independent contractors and nothing in this Agreement shall be construed or used to create or imply any relationship of partners, joint venturers, or employer and employee. Failure by Grid Waste to insist on strict performance of any of the terms and conditions of this Agreement will not operate as a waiver of that or any subsequent default or failure of performance. In the event any provision of this Agreement is found by an arbitrator or court of competent jurisdiction to be invalid, void, or unenforceable, you agree that unless it materially affects the entire intent and purpose of this Agreement, the invalidity, voidness, or unenforceability shall affect neither the validity of this Agreement nor the remaining provisions herein, and the provision in question shall be deemed to be replaced with a valid and enforceable provision most closely reflecting the intent and purpose of the original provision. Headings are for convenience only and have no legal or contractual effect. This Agreement, Payment Terms, Conditions and Fees, as applicable, and Grid Waste’s Privacy Policy, which is hereby incorporated by reference as if set forth fully herein, represent the entire agreement between you and Grid Waste with respect to subject matter herein, and they supersede all prior or contemporaneous communications and proposals, whether electronic, oral, or written between you and Grid Waste with respect to the Site or ServicesGrid Waste also has the exclusive right to provide updates, upgrades, and/or changes to any aspect of the Site at any time. Your continued use of the Site following any such change to the Site will be deemed acceptance of any change to this Agreement or the Website.

Grid Waste Waste Removal Agreement

  • Recitals. The foregoing recitals and the Waste Removal Agreement attached hereto are incorporated herein and, by this reference, are made a substantive part hereof. These are the terms by which the contract between a Waste Services Buyer (“Buyer”) and Waste Removal Company (“Vendor”) contracting through the Grid Waste System are governed.

  • Independent Contractor. Vendor is an independent contractor of Buyer and shall have the full power and authority to select the means, manner and method of performing its obligations hereunder without detail control or direction by the Buyer. Compliance by Vendor with directions, practices, instruments or orders issued by the Buyer or its representatives as to any matter desired by the Buyer shall not be deemed to alter Vendor’s status as an independent contractor. Under no circumstances shall either party hold itself out as, an employee, agent or partner of the other party to this Agreement.

  • Term & Termination. The term of the contract is defined in the details of the service and price selected and purchased, and commences on the date services begin. Unless defined in the details of the service and price selected, early termination of any contract requires a early termination fee of 55% of the of the average monthly fee from the most recent 3 months times the total months remaining (.55*average monthly fee*months remaining). In the event that Buyer wishes to terminate due to contract non-performance or service issues with their vendor, buyer must provide evidence of a minimum of 3 instances of: failure to perform, of communication to vendor regarding failure, and of vendor's failure to correct the failure within 48 hours. In this instance, Grid Waste will provide buyer with a replacement vendor at the best available price at that time, and the contract duration shall continue from the date the new vendor begins service for the entire original term length.

  • Services. Vendor shall provide Buyer with waste collection, transportation and disposal services for Buyer's waste, refuse and/or recyclable materials. Buyer grants to Vendor the non-exclusive right to provide such services to Buyer. Buyer hereby agrees to grant Vendor the right to enter upon its property to the extent necessary to perform the afore-described services. Buyer agrees to hold Vendor and Grid Waste (Bid Waste LLC) harmless from any claims, losses or damages resulting in any actions regarding and preexisting contracts.

  • Waste Materials. Buyer represents and warrants that materials placed in the Equipment shall be “Waste Material” that meets the guidelines of the services purchased. If guidelines are not provided, or unless the service specifically permits the following Excluded Wastes, it shall be assumed that permitted Waste Materials do not include the following Excluded Wastes: radioactive, volatile, highly flammable, explosive, biomedical, infectious, toxic or hazardous materials. The term “hazardous materials” hall include but not be limited to, any amount of waste listed or characterized by the United States Environmental, Protection Agency or any state agency pursuant to the Resource Conservation and Recovery Act of 1976, as amended, or applicable state law. Additional definitions of Acceptable Materials will be included in the Vendor's Bid and will define solid waste, recycling, or other acceptable material. Vendor shall acquire title to the Waste Material when it is loaded into the Vendor's trucks. Title to and liability for any waste excluded above shall remain with Buyer and Buyer expressly agrees to defend, indemnify and hold harmless Vendor and Grid Waste against any and all damages, penalties, fines and liabilities resulting from or arising out of such waste excluded above. Buyer shall indemnify and fully reimburse Vendor for any and all claims, damages, lawsuits, penalties, fines, remediation costs, and other liabilities including court costs and reasonable attorneys’ fees resulting from the inclusion of Excluded Waste in the Waste Materials. If Excluded Waste is included for collection, then the Vendor may either accept such material and remove the Excluded Waste at additional cost and expense to Buyer or reject such material and dispose of it as Excluded Waste. Buyer shall be responsible for all fees and costs incurred by the Vendor as a result of Excluded Waste being included for collection.

  • Responsibility for Equipment; Access. Any equipment Vendor furnishes for the provision of services hereunder (unless otherwise indicated on Exhibit “A” hereto) shall remain Vendor’s property. Buyer shall be responsible for separating all Waste into in the containers. Buyer shall be liable for all loss or damage to such equipment (except for normal wear and tear and for loss or damage resulting from Vendor’s handling of the equipment). Buyer shall use the equipment only for its proper and intended purpose and shall not overload (by weight or volume), move or alter the equipment. Buyer shall indemnify, defend and hold Vendor harmless for any and all damages and claims resulting from personal injuries or death, or the loss of or damage to property (including the equipment) arising out of Buyer’s, or Buyer’s tenants’, agents’, other suppliers’ or guests’ use, operation or possession of the equipment. Buyer shall provide Vendor with safe, unobstructed access to the equipment on each scheduled collection day. Vendor may charge an additional fee for any additional collection service required by Buyer’s overloading of the equipment or failure to provide required access.

  • Performance Standard; Permits. Vendor shall perform the services in a good and workmanlike manner, and in compliance with all Applicable Laws. Vendor reserves the right to decline to perform services, which in its judgment, it cannot perform in a lawful manner or without risk of harm to human health, safety or the environment. Vendor has or shall acquire all necessary permits to perform the services. If requested by Buyer, Vendor shall provide Buyer, at Buyer’s expense, with copies or evidence of the federal, state or local permits applicable to the services. Buyer may, upon reasonable notice and during business hours, inspect facilities or transportation equipment utilized by Vendor in connection with its performance under this Agreement. Buyer shall at all times comply with all Applicable Laws relating to the Waste Materials and the services.

  • Relocation. In the event Customer relocates its business to another area serviced by Waste Hauler, Customer shall notify Waste Hauler and such relocation will not affect the validity of this Agreement, as long as Waste Hauler agrees to continue service to Customer. If Waste Hauler does not agree to continue to service the customer, Grid Waste will provide buyer with a replacement vendor at the best available price at that time, and the contract duration shall continue from the date the new vendor begins service for the entire original term length.

  • Assignment. Neither party shall assign this Agreement without the other party’s prior written consent; provided, however, that the Vendor may assign this Agreement to an affiliate or successor-in-interest, without the Buyer’s consent, pursuant to sale of the Vendor or a sale of all or substantially all of the assets of the Vendor.

  • Force Majeure. If Vendor is prevented from complying, either totally or in part, with any of the terms or provisions of this Agreement by reason of fire, flood, storm, strike, lockout or other labor trouble, any law, order, proclamation, regulation, ordinance, demand or requirement of any governmental authority, riot, war, rebellion or other causes beyond the reasonable control of Vendor, or other acts of God, then upon written notice to Buyer, the affected provisions and/or other requirements of this Agreement shall be suspended during the period of such disability and Vendor shall have no liability to Buyer in connection therewith. Vendor shall use reasonable efforts to remove such disability within fifteen (15) days of giving notice of such disability.

  • Limitation of Liability. Notwithstanding any other provision of this agreement to the contrary, in no event shall Vendor be liable to Buyer, whether in contract, tort (including strict tort liability), or otherwise, for incidental, special or consequential damages, including lost profit or revenues, nor shall Vender be liable to Buyer for an amount in excess of the amount actually paid by Buyer to Vendor under this Agreement. This limitation shall apply notwithstanding the failure of the essential purpose of any limited remedy. Equally, in no event shall Buyer be liable to Vendor, whether in contract, tort (including strict tort liability), or otherwise, for incidental, special or consequential damages, including lost profit or revenues, nor shall Buyer be liable to Vendor for an amount in excess of the amount of the cost of services agreed upon under this Agreement.

  • Notices. Any and all notices required hereunder shall be submitted through the Grid Waste Tickets page.

  • Vendor may provide any of the services covered by this Agreement through any of its affiliates or subcontractors, provided that Vendor shall remain responsible for the performance of all such services and obligations in accordance with this Agreement.

Grid Waste Payment Terms, Conditions and Fees

*Terms not defined herein shall be defined in the Grid Waste User Agreement.

Grid Waste requires that all purchases for waste service through the Site for waste or recycling removal services be made through Grid Waste’s escrow and invoicing system (“Payment System”). Grid Waste charges Buyers and Vendors certain fees for using the Payment System and, as set forth herein, for handling related payments by Buyers (“Grid Waste Fees”). The minimum monthly invoice amount permitted is $15.00.

Grid Waste Fees are expressed as a percentage of the payment amount. All Grid Waste Fees are in U.S. Dollars unless otherwise stated.

Activity

Payer

Fee

Fee for contracts initiated in the Grid Waste system.

Buyer

6.00% of Vendor charge.

Issuing Credits to Customers

Vendor

0.00%

Refunding a Customer

Vendor

6.00%

For Monthly Charges Less Than $200.00

Buyer

$3.00 + 6% of invoice

Withdrawing Your Balance

Any

Free electronically. $5.00 for a physical check.


 

Rejected Withdrawal Fee

Charged Party

$30.00

Rejected Deposit Fee

Paid Party

$30.00

Withdrawing Your Balance

Any

Free electronically. $5.00 for a physical check.

You are responsible for paying all fees and applicable taxes associated with your products or services, and your use of the Services to sell your services, within 30 days of date set forth on the applicable invoice, or on terms specified in the Vendor's Bid.

If your payment method fails or your account is past due, we may collect fees owed using other collection mechanisms (which includes charging other payment methods on file with us, retaining collection agencies and legal counsel, and for accounts over 60 days past due, deducting the amount owed from your Grid Waste account balance). In addition, you will be subject to late fees and we may suspend or restrict you from using the Site or Services, as well as services provided by the Vendor, until full payment is made.

The following fees will apply to all transactions using the Payment System. Unless otherwise stated, all fees are quoted in United States Dollars.

 You should immediately notify Grid Waste if you believe: there has been an unauthorized transaction, unauthorized access to your Account, or an error in an invoice or Account statement (you can access your Account statement by logging into your Account) (each, an “Error”). However, you must notify us within thirty (30) days of such Error occurring or first appearing in your Account.

Grid Waste, in its sole discretion, may place a hold on any or all of the payments you receive when Grid Waste believes there may be a high level of risk associated with you, your Account, or any or all of your transactions. Grid Waste’s determination may be based on a number of different factors and Grid Waste may rely on information it receives from third party partners. If Grid Waste places a hold on a payment, the funds will appear in your “Pending Balance” and the payment status will show as “Completed - Funds not yet available”. If Grid Waste places a hold on any or all of the payments you receive Grid Waste will provide you with notice of our actions. Grid Waste will release the hold on any payment after 21 Days from the date the payment was received into your Account unless you receive a Dispute, Claim, Chargeback, or Reversal or Grid Waste has taken another action permitted. Grid Waste, in its sole discretion, may release the hold earlier under certain circumstances. If you receive a Dispute, Claim, Chargeback, or Reversal, Grid Waste may continue holding the payment in your Account until the matter is resolved pursuant to this Agreement.