These are the Terms & Conditions for the provision of on-site destruction of confidential and non-confidential documents and other items of waste, which may be agreed (‘the service’) between you and us in contracting with ShredcoUK Ltd to provide the service to you. These Terms & Conditions and any associated enclosures annexed to these Conditions form the Terms & Conditions of an Agreement to which both parties agree to be bound to the exclusion of any other Terms & Conditions for the provision for the said services. Your request for us to carry out the services is deemed as acceptance of these Terms & Conditions.
- Definitions in this Agreement:
‘Charges’ means those pursuant to our quotation to which these Terms & Conditions are annexed. These charges are subject to increase by us at any time on giving not less than 30 days notice in writing.
‘Confidential Documents’ means all documents placed in the containers, boxes/bags or other receptacles by you for confidential destruction provided these are capable of being shredded by us.
‘Non-confidential Documents’ means any documents, paper or cardboard placed in bags/boxes or other receptacles for the purpose of being shredded but not being of a confidential nature.
‘General Waste’ any items other than paper or cardboard which we agree to dispose of or destroy.
‘Containers’ these are the lockable container(s) that we provide you with at the outset of the contract.
- Duration of this Agreement
Save for contracts for a single or specified number of visits or unless specified otherwise in ‘Term of Agreement’, this Agreement is subject to an eight-week trial period and if satisfactory will then remain in force until terminated by either party giving the other not less than 3 months notice in writing. In the event that this Agreement is terminated following the continuation of the service after the trial period the cost charged during the notice period will not be less than the cost charged in the 3 months prior to the notice of termination even in the event that you reduce the number of containers or frequency of visits required during the notice period.
- Entire Agreement
These Terms & Conditions plus any attachments hereto constitute the entire Agreement and understanding between you and us and supersedes any previous Agreement between you and us relating to the subject matter of this agreement.
- Our Obligations
- Use our best endeavours to provide you with the service at or as close as reasonably possible to your premises
- Provide you with a Certificate of Destruction of the confidential documents.
- If you so require to allow one of your employees to be present and observe at all stages of the service subject to any requirements or limitations of our Health & Safety Policy.
- Remove all confidential documents and non-confidential documents and recycle all of the paper that we shred in the performance of this contract.
- To dispose of general waste in an appropriate manner to recycle the same if reasonably practicable.
- Your Obligations:
- you acknowledge and agree to furnish us with reasonable access during normal working hours to the lockable container(s) so as to carryout the service.
- That you will locate the lockable container(s) in a feasible and practical location to allow for its removal and return by us.
- You will not damage the lockable container(s).
- If the shredding is to take place on land over which you have rights to park then to provide facilities for our truck to park there to carryout the shredding.
- Not to put or allow to be put anything other than paper or cardboard (save for staples, file clips, plastic covers and the like incidental to the storage of documents) in the container.
- To ensure that any confidential documents or non-confidential documents are suitable for shredding.
- To notify us at least 24 hours before any scheduled visit if that visit is not required and in default you agree that we may charge you and you will pay 100% of the Minimum Visit Charge as shown within the agreement.
1. You accept and acknowledge that you are responsible for the safety and security of the container whilst it is in your possession. You will be provided with one key for the container, which may not be copied.
2. If the key is lost a replacement key may be obtained upon written request and in such circumstances you will accept that the loss of the key compromises security of your confidential documents.
- You agree to pay within 30 days from the date of our invoice the charges for the services. If payment is not made in accordance with this clause we reserve the right to suspend the service to you forthwith without further notice.
- In the event of payment not being made within 60 days of the date of the invoice notwithstanding clause 2 hereof we may by notice in writing terminate the contract forthwith.
- The container(s) remain our property at all times and in the event of termination of the contract we may attend your premises at any time during normal working hours to collect the container(s) and an such circumstances this/these will be made available for us for collection without any confidential waste therein. Any confidential waste remaining in the container(s) may be removed by our operatives and left at your premises.
We shall not be liable to you whether in contract, tort or otherwise for loss or damages which are:
- Indirect and/or not reasonably foreseeable
- loss of business profits, saving revenue or goodwill whether caused to you through any breach of this agreement or any matter arising under it
In respect of any other liability of us it is agreed that such liability be limited to the amount of the fee to be charged for any single visit for shredding, the parties herein agree that it is reasonable to do so.
Provided always this clause does not operate to exclude or limit liability for negligent acts or omissions causing death or personal injury to any person.
We will not be checking the contents of the container before consigning the contents to shredding consequently it is particularly important that no waste other than that permitted by this Agreement be placed in the container(s). The placing of materials into the container or bags other than those permitted by this Agreement may cause damage to our machinery arising out of the placing in the container(s) of unauthorised items or materials.
- Force Majeure
- For the provisions of this Agreement Force Majeure shall mean any event or cause happening to prevent either party performing its obligations which arise from or is attributable to acts, events, emissions or accident beyond the control of either party.
- If either party is prevented or delayed in the performance of its obligations under this Agreement by Force Majeure that party shall immediately or as soon as reasonably.Practicable service notice in writing upon the other party specifying the nature and extent of the circumstances giving rise to the Force Majeure and shall upon giving this notice suffer no liability in respect of its performance or the failure of its performance or obligations under this Agreement. This shall continue during the continuance of the Force Majeure events and for such time after they cause as is necessary for the affected party using reasonable endeavours to recommence the performance of its obligations.
- Should either party be prevented from performing their obligations under this Agreement for a period in excess of 3 months the other party may terminate this Agreement with immediate effect from the service or a written notice to the other party?
- Any party claiming to be prevented from the performance of any of its obligations under this Agreement by reason of Force Majeure shall take call reasonable steps as are necessary to bring the ForceMajeure event to a close or find a solutions by which the Agreement may be performed despite the continuance of the Force Majeure event.
Either party shall be entitled to terminate the Agreement without liability by giving notice to the other at any time if:
- That party breaches any of these Terms & Conditions provided that if the breach is capable of remedy the Agreement shall not be terminated unless or until the party in breach shall have failed to remedy the breach within 28 days of such notice of the same.
- That party makes any voluntary arrangements with its creditors (within the meaning of the Insolvency Act 1986) or being a company becoming subject to an Administration Order, or goes into liquidation (otherwise for the purpose of amalgamation or reconstruction) or any third party takes possession, or a receiver is appointed over any of the property or assets of the other party.
- That party causes or threatens to cease to carry on business or
- That party is affected by a force majeure event as detailed in clause 10 which continues for a period exceeding 3 months.
- If that party reasonably apprehends that any of the events mentioned above is about to occur in relation to the other party and notifies the other party accordingly.
- Termination of this Agreement or any part thereof shall not affect any accrued rights or liability of either party.
This agreement is severable in that if any provision of this Agreement is determined to be illegal or unenforceable by any Court of competent jurisdiction such provision shall be deemed to have been deleted without affecting the remaining provisions of this Agreement.
- Contracts (Rights of Third Parties) Act 1999
Both parties hereby acknowledge and agree to contract out of the Contracts (Rights of Third Parties) Act 1999 and any rights in the Agreement arising from the said act in respect of any third parties are void and shall have no application to this Agreement.
Any delay or failure to exercise a right or remedy arising under this Agreement or by operation of law does not constitute a waiver of the right or remedy or waiver of any other right or remedy. A waiver of a breach of Terms or of default under this Agreement does not constitute a waiver of any other breach or default and shall not affect any other terms contained in this Agreement. Any such waiver of a breach or default under this Agreement shall not prevent a party from subsequently requiring compliance with a waived obligation. The right and remedies provided by this Agreement are cumulative and (subject as otherwise provided in this Agreement) are not exclusive of any rights or remedies arising under law.
This Agreement shall be capable of being varied only by a written instruction signed by a duly authorised officer or representative of both parties.
This Agreement shall be governed and construed in accordance with the law of England & Wales. Each party irrevocably agrees to submit to the exclusive jurisdictions of the Courts of England & Wales over any claim or matter arising under or in connection with this Agreement or the legal relationships established by this Agreement.