Residential Waste Form

TERMS & CONDITIONS – COMMERCIAL WASTE SERVICES DRAFT
1. DEFINITIONS In this Agreement:
“Agreement” means these Terms & Conditions, Waste Information
Sheet, and the Schedule:
(a) as varied by RBS from time to time; and
(b) if applicable, renewed pursuant to clause 4.
“Arranged Collection Area” means the area for which your Waste
Receptacle is to be collected by RBS on a date for collection as
specified in the Schedule.
“Business Day” means a day that is not a Saturday, a Sunday or a
public holiday in the place concerned.
“Cleaning” means the washing of equipment.
“Commencement” means the nominated commencement date of
the Services.
“Commercial Waste Services” means provision of Equipment and the
collection and disposal of Waste for services including retail,
commercial property and facilities, manufacturing, hospitality and
entertainment, education, health and aged care, construction and
demolition, utilities and mining and transport and logistics.
“Customer” means a person, firm or corporation (jointly and severally if
more than one), obtaining the Services, including that named as such
in the Schedule.
“Eligible Material” means the material identified as acceptable to be
placed in a bin for collection with a green tick as set out in the Waste
Information Sheet. Any material not noted on the Waste Information
Sheet is to be interpreted as not being material acceptable to be
place in a waste receptacle.
“Equipment” means waste collection bins placed by RBS on the
Customer’s Premises or any other premises required by the Customer
from time to time and under the Schedule.
“Expiry” means:
(a) the nominated end date of the Services; or
(b) if this Agreement is renewed pursuant to clause 4.3, the end of
the Further Term.
“Fee” means any nominated amount, rate, price, charge and/or fee
for the provision of the Services, as varied in accordance with this
Agreement. Fees are exclusive of GST (unless otherwise stated).
“Fees” means the total of all amounts payable under this Agreement,
which total has been:
(a) calculated by multiplying the sum of each of the nominated
Services supplied by the relevant Fees; and
(b) adjusted by any additions or deductions made pursuant to this
Agreement.
“Garbage” means any material identified as acceptable garbage
material in the Waste Information Sheet.
“GST” has the meaning in A New Tax System (Goods and Services Tax)
Act 1999 (Cth).
“Interest Rate” means a rate which is 2% greater than the average
cash rate published on the relevant date.
“Notification Period” means the period of not more than 30 days and
not less than 10 days before Expiry.
“Parties” means the Customer and RBS.
“Premises” means the nominated service address of the Customer.
“Nominated” means as specified in the Schedule.
“RBS” means Rural Bin Services.
“Recyclable Waste” means any reusable recyclable material identified
as acceptable recyclable material in the Waste Information Sheet.
“Services” means RBS’s provision of Equipment and the collection and
disposal of Waste for Commercial Waste Services or Skip Bin Hire under
this Agreement and as specified in the Schedule.
“Schedule” means the document titled ‘Service Agreement’ which sets
out the basis of the commercial bin service to be provided to you
under this Agreement.
“Special Waste” means any, volatile, liquid, flammable, explosive, toxic,
prescribed, clinical and sharps, hazardous or dangerous goods or
substances including asbestos, or any other goods or substances
excluded from Waste by RBS’s written notice to the Customer.
“Skip Bine Hire” means collection of bulky waste including general
household, general construction, heavy construction, clean heavy
construction – recyclable material, green waste, electrical waste, and
scrap metal.
“Waste” means the waste placed into a Waste Receptacle.
“Waste Information Sheet” means the document included in the
Welcome Pack which shows the material acceptable to be placed in
a waste receptacle for collection with a green tick. Any material not
noted on the Waste Information Sheet is to be interpreted as not being
material acceptable to be placed in a waste receptacle.
“Waste Receptacle” means a receptacle, bin or waste collection
apparatus provided by RBS or supplied by the Customer, for the
collection of Garbage or Recyclable Material, in accordance with this
Agreement.
“Welcome Pack” means the document pack provided to you by RBS
after your request for service including:
a. Welcome Letter;
b. Waste Information Sheet;
c. Schedule; and
d. these Terms and Conditions.
2. INTERPRETATION
2.1. In the interpretation of this Agreement, unless the context
otherwise requires:
(a) headings are for convenience only and do not affect
the interpretation of this agreement;
(b) the singular includes the plural and vice versa;
(c) words that are gender neutral or gender specific
include each gender;
(d) where a word or expression is given a particular
meaning, other parts of speech and grammatical
forms of that word or expression have corresponding
meanings;
(e) a reference to a clause, paragraph, schedule or
attachment is to a clause, paragraph, schedule or
attachment of this Agreement;
(f) a party consists of more than one person, this
Agreement binds them jointly and each of them
severally;
(g) when the day on which something must be done is
not a Business Day, that thing must be done on the
following Business Day;
(h) this Agreement binds in addition to the parties, their
respective legal personal representatives and
successors.
3. OFFER AND ACCEPTANCE
3.1. The provision of the Welcome Pack is an offer by RBS to you for
the Services.
3.2. This offer may be accepted and the Agreement formed, by the
Customer paying the deposit under this Agreement or by
written confirmation of acceptance to RBS.
3.3. Until the offer is accepted, no agreement shall have been
formed and no obligation of RBS to the Customer shall exist.
3.4. An offer to provide services shall remain open for acceptance
for a period of 14 days, upon which it will expire.
4. INITIAL TERM AND AUTOMATIC RENEWAL
4.1. The term of this Agreement is the period from Commencement
until the nominated end date of the Services listed in the
Schedule attached to this Agreement (“Initial Term”).
4.2. If one party notifies the other party in writing during the
Notification Period that it does not wish to renew this
Agreement, then this Agreement will end on the Expiry.
4.3. If notice is not given pursuant to clause 4.2, this Agreement will
automatically renew on the same terms (including this
automatic renewal clause) for a period of the same duration as
the Initial Term (“Further Term”).
4.4. Notwithstanding that either party may not have notified the
other during the Notification Period that they do not wish to
renew the Agreement, the Customer may, after the renewal of
this Agreement for a Further Term, within 14 days of the renewal
for the Further Term, terminate the agreement by providing
written notice to RBS that the Customer does not want the
further term.
5. SERVICES
5.1. RBS will perform the Services for the Customer in consideration
for payment of the Fees on the terms as set out in this
Agreement.
5.2. The Services will be performed by RBS on the days for collection
as indicated in the Schedule and during such hours as
determined by RBS in its sole discretion from time to time.
5.3. RBS may vary the days upon which the Services are to be
performed in its sole and absolute discretion and will provide
notice to the Customer if the days for provision of the Services
changes.
5.4. RBS will continue to provide the Services to the Customer unless
this Agreement expires, is terminated, or is suspended, in
accordance with the terms of this Agreement.
5.5. In relation to the provision of the Service, the Customer
promises:
5.5.1. To ensure that the Waste Receptacle is located in the
Arranged Collection Area the night before the date for
collection of when the Service is to be provided as set
out in the Schedule;
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5.5.2. To ensure that RBS is able to access the Arranged
Collection Area completely and uninterrupted to enable
the Services to be performed and for RBS to attend to
the Equipment;
5.5.3. To only place Eligible Material in the Waste Receptacle
for collection and to use their best endeavours to ensure
that Eligible Material is placed into the appropriate
Waste Receptacle as follows:
5.5.3.1. Recyclable Waste is only placed into a Waste
Receptacle provided or supplied for the
purposes of collecting Recyclable Waste;
5.5.3.2.Garbage or general waste is only placed into a
Waste Receptacle provided or supplied for the
purposes of collecting garbage and general
waste.
5.5.4. That the ground surfaces traversed by any vehicles of
RBS in order to perform the Services or attend to the
Equipment are of suitable construction to prevent
damage thereto or to RBS’s vehicle;
5.5.5. To not use any mechanical means to compact Waste;
5.5.6. To not alter or amend any Equipment without RBS’ prior
consent;
5.5.7. To not allow any person to be inside the Equipment at
any time.
5.6. RBS reserves the right, in its absolute and sole discretion, to not
supply Services to the Customer in the event that direct access
to the Premises is affected due to weather, damage to any
access road, and forecasted severe weather (ie. Snow, heavy
rain, icy road conditions). RBS will not be required to supply
Services to the Customer until the next Scheduled date.
5.7. In the event that direct access to the Premises is affected due
to weather, damage to any access road, and forecasted
severe weather (ie. Snow, heavy rain, icy road conditions) but
the Premises remains accessible via an alternative route, RBS
shall notify the Customer and the Customer may elect RBS not
to collect for that collection date and not be charged any Fees
for that collection or for RBS to provide the Services via the
alternative route.
5.8. RBS reserves the right, in its absolute and sole discretion, to
request that the Customer relocate the Equipment if direct
access to the Premises is continually affected.
5.9. In the event that the Customer elects for RBS to provide the
Services via the alternative route, the Customer agrees that RBS
may charge additional fees for travel and mileage in addition
to the Fees.
6. FEES
6.1. The Customer agrees to pay the Fees for the provision of the
Services by RBS as set out in the Schedule, without set off or
deduction.
6.2. The Customer agrees that in the event that the Services are
unable to be performed on any given date for collection as a
result of the Waste Receptacle not being in the Arranged
Collection Area or because RBS is unable to access the
Arranged Collection Area, the Customer must still pay any Fees
for the Services for that collection.
6.3. The Customer agrees that unless notice of any absence of the
Customer is provided as set out in clause 10 of this Agreement,
RBS shall still attend to perform the Service and the Customer
shall remain liable and agrees to pay RBS for the Services.
6.4. RBS may, acting reasonably, increase the Fees payable under
this Agreement:
6.4.1. on 28 days’ written notice to the Customer to reflect:
6.4.1.1. increased operation or administration costs for
RBS;
6.4.1.2. increased costs to RBS for a reason beyond its
control, such as, but not limited to, increases in
disposal fees, cost of fuel or consumables, levies,
taxes or other charges imposed by a relevant
authority or the introduction of, or change in, any
law, by-law or regulation at any level of
government; and/or
6.4.1.3. a change in the Consumer Price Index (but not
more than once in a year).
6.5. On receiving a written notice pursuant to clause 6.4.1, the
Customer may elect to terminate the Agreement, in writing,
with 30 days notice to RBS.
7. Payment of Fees
7.1. RBS will provide the Customer with a tax invoice for the portion
of the Fees referable to those Services supplied by RBS, plus GST
(together ‘the Invoiced Amount’).
7.2. The Customer must pay RBS the Invoiced Amount in full by the
due date stated on the tax invoice issued for the portion of the
Fees.
7.3. The Customer must pay RBS the Fees in form of:
7.3.1. Direct Debit, via GoCardless system, debited on the
invoice due date.
7.3.2. EFT Business account, agreed to and approved by RBS,
with a 30 day from invoice date payment term.
7.4. If RBS have not received payment of the Invoiced Amount as
cleared funds from the Customer by 5:00pm on the due date,
then in addition and without prejudice to any rights or remedies
available to RBS:
7.4.1. the Customer will be immediately liable to pay a charge
of $15.00 or default interest on the Invoiced Amount for
the period from the due date to the date of payment
calculated at the Interest Rate, whichever is greater, as
a debt due and payable by the Customer to RBS;
7.4.2. suspend or terminate any Services under this
Agreement; and
7.4.3. the Customer will be liable for all costs, including legal
costs on a full indemnity basis, reasonably incurred by
RBS in connection with any debt recovery, legal
proceedings and/or other action taken by RBS to
enforce payment.
7.5. The Customer agrees that RBS may charge the Customer an
Administration Fee of $15.00 for each time any direct debit
payment is dishonoured.
7.6. The Customer agrees that RBS may charge a transaction fee of
0.1% of the total invoice per direct debit transaction for the
payment of any Fees.
8. EARLY TERMINATION BY CUSTOMER
8.1. In consideration of the fees chargeable by RBS under clause
7.2, notwithstanding the Term of this Agreement, the Customer
may terminate this Agreement prior to the expiry of the Term.
8.2. If the Customer terminates this Agreement prior to the expiry of
the Term, the Customer must pay to RBS:
8.2.1. If the Customer terminates the Agreement within the first
6 months of the Term, or any Further Term: 80% of the
balance of fees that RBS would have charged to the
Customer if the Agreement had been performed to its
Expiry; and
8.2.2. If the Customer terminates the Agreement within the last
6 months of the Term, or any Further Term: 50% of the
balance of fees that RBS would have charged to the
Customer if the Agreement had been performed to its
Expiry;
8.2.3. A collection fee to recover the Equipment.
8.3. The Customer agrees that the fees payable by the Customer in
clause 8.2 are reasonable.
9. TERMINATION AND SUSPENSION FOR BREACH
9.1. RBS may immediately suspend any or all Services if the
Customer fails to pay an Invoiced Amount by the due date.
9.2. RBS may immediately terminate this Agreement should any
Invoiced Amount remain unpaid for a period of more than 30
days.
9.3. On termination under clause 9.1, RBS may, in addition and
without prejudice to any other rights or remedies available to it,
recover from the Customer:
9.3.1. all amounts owing to RBS and not paid by the Customer
up to the date of termination;
9.3.2. the balance of the fees payable under the Agreement
to the Expiry;
9.3.3. reasonable legal costs incurred by RBS on an indemnity
basis;
9.3.4. default interest calculated at the Interest Rate from the
date of termination until the date of payment by the
Customer of the total of all amounts recoverable under
clause 9.3.; and
9.3.5. collect the Equipment.
10. EQUIPMENT
10.1. The Equipment remains the property of RBS at all times.
10.2. From the time of delivery of the Equipment to the Premises until
the Equipment is collected by RBS, the Customer must, at its
expense:
10.2.1. maintain the Equipment in a clean and sanitary
condition;
10.2.2. comply with any laws governing the storage of waste;
and
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10.2.3. notify RBS promptly if the Equipment is damaged, is in a
dangerous condition or requires repair or replacement.
10.3. The Customer is responsible for any damage, theft, loss or
destruction of the Equipment while on the Premises or in its
possession or control, excepting normal wear and tear. In
particular, in the event that one or more of the following waste
collection bins are stolen, lost, destroyed or damaged to the
extent that they are unusable, and not returned to RBS at the
end of the service agreement, the Customer will be liable to
pay the corresponding charge:
10.3.1.Skip Bins:
10.3.1.1. Skip Bin 2m3 full replacement – $1500.00 ex GST
10.3.1.2. Skip Bin 3m3 full replacement – $2000.00 ex GST
10.3.1.3. Skip Bin 3m3 with wheelbarrow door full
replacement – $2100.00 ex GST
10.3.1.4. Skip Bin 4m3 full replacement – $2300.00 ex GST
10.3.1.5. Skip Bin 6m3 full replacement – $3000.00 ex GST
10.3.1.6. Skip Bin 8m3 full replacement - $4000.00 ex GST
10.3.2.Litre Bins:
10.3.2.1. 120 Litre bin full replacement – $80.00 ex GST
10.3.2.2. 240 Litre bin full replacement – $110.00 ex GST
10.3.2.3. 360 Litre bin full replacement – $140.00 ex GST
10.3.2.4. 660 Litre bin full replacement – $660.00 ex GST
10.3.2.5. 1100 Litre bin full replacement – $870.00 ex
GST
10.4. The Customer agrees that in the event the Equipment is
damaged, stolen or requires repair or replacement whilst in the
Customer’s possession, the Customer will be liable for any
additional travel fees required to attend the Premises.
10.5. The Customer must place the Equipment at the front of the
Premises (or at a location on the Premises agreed between the
parties) in order to enable RBS to access the Equipment and
provide the Services. If the Equipment is inaccessible, or access
to the Premises is inaccessible, RBS are not required to perform
the Service.
10.6. By agreement between the parties, the Customer may supply
their own garbage receptacle for the purposes of this
Agreement. If the Customer provided their own receptacle:
10.6.1. RBS are not responsible for any damage caused to that
receptacle in the performance of the Service unless
caused by negligence of RBS;
10.6.2. RBS are not responsible for any costs associated with the
repair or replacement of the receptacle; and
10.6.3. if the receptacle requires replacement, the Customer
agrees to RBS replacing the receptacle with Equipment
provided by RBS in accordance with this Agreement.
10.7. The Customer must not:
10.7.1. remove the Equipment from the premises to which it was
delivered without the prior consent of RBS;
10.7.2. use the Equipment for purposes other than depositing
and storing Waste for collection and disposal by RBS;
10.7.3. deposit any waste in the Equipment other than the
Waste specified in this Agreement;
10.7.4. in any way damage or deface the Equipment or
remove, obscure, deface nor cover up any labels or
identifying marks on the Equipment;
10.7.5. write on the Equipment;
10.7.6. overfill the Equipment with Waste or place Waste beside
or on top of the Equipment; or
10.7.7. use the Equipment for any purpose other than in
accordance with this Agreement.
10.8. The customer is liable, at the end of the service agreement, or
upon return of the Equipment, to pay the corresponding
disposal and cleaning charge as follows:
10.8.1. waste disposal fees as per the bin collection rate at the
time of end of service.
10.8.2. cleaning fees;
10.8.3. 120 Litre bin cleaning – $10.00 ex GST
10.8.4. 240 Litre bin cleaning – $10.00 ex GST
10.8.5. 360 Litre bin cleaning – $15.00 ex GST
10.8.6. 660 Litre bin cleaning – $25.00 ex GST
10.8.7. 1100 Litre bin cleaning – $25.00 ex GST
10.8.7.1. Skip Bin 2m3 full replacement – $1500.00ex GST
10.8.7.2.Skip Bin 3m3 full replacement – $2000.00ex GST
10.8.7.3.Skip Bin 3m3 with wheelbarrow door full
replacement – $2100.00ex GST
10.8.7.4.Skip Bin 4m3 full replacement – $2300.00 ex GST
10.8.7.5.Skip Bin 6m3 full replacement – $3000.00 ex GST
10.8.7.6.Skip Bin 8m3 full replacement - $ 4000.00 ex GST
11. WASTE MATERIAL AND TITLE
11.1.RBS may agree to provide Services for Special Waste if the
Customer fully and completely discloses the type and amount
of Special Waste. If RBS do agree, the obligations of the
Customer under this Agreement in respect of Waste also apply
to Special Waste.
11.2. Title to all Waste vests in RBS on deposit in the Equipment.
11.3. Title to all Special Waste, and liability for risk in all Special Waste,
remain with the Customer unless otherwise agreed in writing by
RBS.
11.4.RBS will dispose of Waste and, if applicable, Special Waste,
lawfully at licensed facilities.
11.5. The Customer must accept return, at the Customer’s expense,
of any Special Waste.
11.6.RBS may agree to provide Services for Recyclable Waste. If RBS
do agree, the obligations of the Customer under this
Agreement in respect of Waste also apply to Recyclable Waste.
11.7. If the Service includes Recyclable Waste, the Customer will be
provided with the required Equipment and relevant information
as to the sorting procedures that the Customer will need to
adhere.
11.8. The Customer acknowledges and agrees that if the Recyclable
Waste is not sorted in accordance with the sorting procedures
prior to the Service being completed, RBS may:
11.8.1. refuse to collect the Recyclable Waste until the correct
sorting procedures have been followed by the
Customer; or
11.8.2. charge a surcharge to the Customer for the separation
of the Recyclable Waste to ensure acceptance of the
Recyclable Waste at the relevant waste management
facilities.
11.8.3. dispose of the Recyclable Waste material into general
landfill if found to be contaminated due to the correct
sorting procedures not having been followed by the
Customer.
12. INDEMNITY
12.1. The Customer indemnifies RBS (except to the extent loss or
damage is caused by its negligence or misconduct of RBS)
against any loss or damage arising under or in connection with:
12.1.1. breach by the Customer of:
12.1.1.1. any warranty or other term of this Agreement;
12.1.1.2. any duty of care owed to RBS whilst on the
Premises; and/or
12.1.1.3. any law or regulation;
12.1.2. injury or death to persons, loss or damage to property or
the environment caused by or in connection with use,
storage or operation of the Equipment by the Customer;
and
12.1.3. damage to or loss of any Equipment while in the
possession or control of the Customer or on the Premises.
13. CUSTOMER WARRANTIES
13.1. The Customer warrants that, and undertakes to continue to
ensure that:
13.1.1. there is adequate access and safe passage at all times
to the Arranged Collection Area;
13.1.2. the access to the Arranged Collection Area is clear at all
times, and RBS are able to access this location with a
clear turn around for vehicular access;
13.1.3. there are no overhead services or trees at any location
on the Premises which will inhibit access to the
Equipment; and
13.1.4. there are no septic trenches, underground services or
other underground assets at any location on the
Premises over which we may need to access or may
foreseeably drive over with RBS vehicles.
13.2. The Customer must notify RBS immediately if there are any
relevant changes to anything that is the subject of a warranty in
clause 15.1 above.
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13.3. The Customer agrees that if there are any breaches of clause
15.1 above, such that RBS are unable to perform the Services or
attend to the Equipment, RBS are entitled to charge the
Customer the relevant fees.
14. EXCLUSIONS AND LIMITATIONS
14.1. Except as expressly stated in this Agreement, any term,
condition or warranty express or implied by statute or otherwise
in relation to the Services and/or this Agreement is excluded to
the full extent permitted by law.
14.2.Nothing in this Agreement excludes, restricts or modifies the
application of the Competition and Consumer Act 2010 (Cth),
as amended, consolidated, supplemented or replaced.
14.3. To the full extent permitted by law, RBS’s liability arising under or
in connection with this Agreement is limited at RBS’s option to
the re-supply of Services or payment of the cost of re-supplying
Services by a third party.
14.4. To the full extent permitted by law, RBS are not liable for:
14.4.1. any indirect or consequential losses, expenses, loss of
turnover, profits, business or goodwill or any liability to
any other party suffered by the Customer or any third
party, however caused; or
14.4.2. any loss or damage suffered by the Customer where RBS
fail to meet any nominated times or cancels or suspends
the supply of the Services.
15. FORCE MAJEURE
15.1. If RBS are prevented or delayed in performing any of its
obligations under this Agreement or that performance is
rendered uneconomic because of any event beyond its control
(“Force Majeure Circumstance”):
15.1.1. RBS will not be in default under this Agreement or liable
for any loss, cost, expense and/or damage suffered by
the Customer for that reason; and
15.1.2. the performance of its obligations under this Agreement
will be suspended for the period of delay or prevention
due to the Force Majeure Circumstance.
15.2. If RBS’s performance of the Agreement is prevented or delayed
due to a Force Majeure Circumstance for a continuous period
exceeding three (3) months, then either party may terminate
this Agreement by providing written notice to the other.
15.3. For the sake of clarity, a “Force Majeure Circumstance”
includes, but is not limited to, inclement weather (including
heavy rain, thunderstorms and snow), mechanical breakdown,
staff illness, natural disaster, emergency, closure of a tip or
recycling centre typically used by RBS, one of its vehicles being
damaged or vandalised, the owner of the Premises withdrawing
their consent for RBS to access or be on the Premises, and
contamination of one of its vehicles.
15.4. Should any Waste be removed from the Equipment due to a
Force Majeure Circumstance, the clean up of, and removal of
this Waste will not be the responsibility of RBS.
16. NOTICES
16.1.A notice required or permitted to be given under this
Agreement shall be in writing, addressed to the party to whom it
is to be given, and shall be deemed to have been effected:
16.1.1. when delivered personally, upon delivery to the relevant
address listed below if delivered before 5:00pm on any
business day;
16.1.2. on the third business day after mailing by registered post
to the relevant address listed below;
16.1.3. when sent by email or facsimile to the relevant address
specified below and upon the receipt by the sending
party of written confirmation by the receiving party;
16.1.4. A notice received after 5:00pm, or on a day that is not a
business day, is deemed to be effected at 9:00am on
the following business day.
17. PPSA
17.1. If RBS determines that this Agreement (or any transaction in
connection with it) contains a Security Interest for the purposes
of the PPSA, the Customer will acknowledge that RBS will be
entitled to Perfect such Security Interest by registration on the
Register.
17.2. The Customer agrees to waive any entitlements under the PPSR
regarding notices.
17.3. The Customer agrees, at RBS’s request, to do all acts, matters
and things necessary to ensure that RBS hold a valid and
Perfected Security Interest.
17.4.Non-compliance by the Customer with this clause will constitute
a breach of this Agreement.
17.5.Any cost associated with the enforcement of RBS’s rights under
the PPSR will be payable by the Customer.
17.6. The Customer and RBS agree that the Customer and RBS will not
disclose any of the information set out in section 275(1) of the
PPSA in relation to this Agreement or any Security Interest
created under any Finance Document to any person (except
that RBS may do so where required due to the operation of
section 275(7) of the PPSA or in accordance with another
provision of a Finance Document.
17.7. In this clause PPSA means the Personal Property and Securities
Act 2009 (Cth), and Security Interest, Perfected and Register
have the meanings given to those terms in the PPSA.
18. VARIATION
18.1.No variation of this agreement is effective unless made in writing
and signed by each party.
19. MISCELLANEOUS
19.1. The Customer must not assign any of its rights or obligations
under this Agreement without RBS’s prior written consent.
19.2. This Agreement will bind the successors and permitted assigns of
the parties.
19.3.RBS may at any time at its discretion assign its rights and
obligations under this Agreement and subcontract any of the
Services.
20. GOVERNING LAW
20.1. The law of this Agreement is the law of the state of New South
Wales and the Commonwealth of Australia.
20.2. The parties submit themselves to the jurisdiction of the courts of
New South Wales and the Commonwealth of Australia for all
proceedings arising out of this Agreement.
21. SEVERABILITY
21.1. If the whole or any part of any clause of the Contract that is
illegal or unforeseeable will be severed and will not affect the
continued operation of the remaining provisions of the
Contract.
22. WAIVER
22.1. The failure of any party to insist on performance of any
obligation under the Contract by another party is not a waiver
of its right:
22.1.1. to insist on performance of that obligation or to claim
damages unless that party acknowledges in writing that
the failure is a waiver; and
22.1.2. at any other time to insist on performance of that or any
other obligation.
23. ENTIRE AGREEMENT
23.1. This Contract constitutes the entire agreement between the
parties and in relation to its subject matter supersedes all
previous agreements, arrangements and representations
between the parties. No modification is binding in relation to
the Contract unless agreed to in writing by both parties.
23.2.No confirmation, shipment or delivery docket, invoice or other
such document issues by or on behalf of the Supplier in relation
to the Goods or Services will vary this Contract. To the extent
that these Terms and Conditions conflict with any other
document, the Supplier agrees that these Terms and Conditions
will prevail and override any terms contained in the other
document. For avoidance of doubt, no order is binding on the
Purchaser.
Rural Bin Service/RBS Forms & Templates/Terms & Conditions/RBS Commercial Terms & Conditions