Roll Off Services Agreement

Acceptance; Contract Formation. The arrangement and delivery of Services, is subject to the terms and conditions set forth in this Roll Off Service Agreement (“Service Agreement”). Customer acknowledges that Customer has reviewed and understood this Service Agreement and agrees that by placing an order or accepting Services or the delivery of Equipment, that a binding and enforceable agreement shall exist between Company and Customer. This Service Agreement and any supplemental terms set forth in a Company issued service specific document, including, but not limited to any quotation, proposal, order confirmation, service schedules, acknowledgment or invoice, shall constitute the entire agreement between Customer and Company and supersede all previous agreements for the specified Services. Any of Customer’s terms contained in any request for quotation, purchase order, release, statement, correspondence, acknowledgement or any other Customer document which are in addition to or different from the terms contained herein are hereby specifically objected to, rejected and excluded, and shall be of no force or effect. No change in this Service Agreement will be valid unless approved by Company in writing; provided that Company may periodically update this Service Agreement and any update shall become effective upon the Customer’s acceptance of a quotation or Services or the delivery of Equipment that occurs after the effective date of the update. Except as specifically set forth herein, or as otherwise communicated by Company to Customer, this Service Agreement shall apply to and govern both commercial and residential services orders.

Ordering Process. Company intakes and processes all orders for Services either via telephone, or via our website which is located at https://www.dumpsters.com/  (the “Website”). Orders submitted via telephone or website may also be confirmed by the Company via an order confirmation sent to the Customer. All orders for Services are hereinafter collectively referred to as “Service Order(s)”). All Service Orders are accepted by the Company with the understanding that each such order is subject to the Company’s ability to arrange for the Services to Customer through its network of independent contractors and independent vendors (hereinafter “Service Providers”). Customer is solely responsible for contacting Company (either via telephone or via the Website) in order to initiate the commencement of the Services, as well as the final pickup of the Equipment (in accordance with the terms of Section 3 herein). Customer acknowledges that any telephone numbers posted on and/or adhered to the Equipment belong to third parties and should not be used for the purpose of attempting to contact Company.

Equipment. Except as otherwise specifically stated herein, Equipment is provided on an “AS-IS” basis and Company and Service Provider make no warranties to Customer, either express or implied, including, but not limited to, warranties as to merchantability, fitness for any particular use or purpose or that the equipment will meet Customer’s requirements. Customer agrees to inspect Equipment upon delivery and prior to use and to notify Company in writing of any defects. Company will use commercially reasonable efforts to ensure timely delivery and pickup of Equipment; provided that, due to circumstances beyond the Service Provider’s control, including, but not limited to, inclement weather, hazardous roads and/or driving conditions, traffic delays, motor vehicle accidents, and equipment failure, the Company cannot fully guarantee delivery times or dates. Company will not be liable to Customer under any circumstances for costs, expenses, losses and/or damages incurred by Customer in any manner relating to such delays.

Customer acknowledges and agrees that the Equipment must be placed on a firm and stable surface and must be easily accessed for the purpose of the Service Provider’s continuing performance of the Services, and be free of ground or overhead obstructions. In the event that the Service Provider attempts to deliver or pick up Equipment and is unable to do so for any reason beyond Service Provider’s control, including, but not limited to, overloaded Equipment, low-lying power lines or tree branches, blocked access to the delivery or pickup location, damaged Equipment, locked gates, fences or parking lots, inaccessible driveways and/or the storage of prohibited items or substances in the Equipment (collectively referred to as “Dry Run”), then Company shall be entitled to a Dry-Run/Trip Fee. The standard Dry-Run/Trip Fee is a minimum of $200; provided that, if Company incurs additional charges, fees, fines, penalties costs and/or expenses related to the Dry Run, then Company may increase the Dry-Run/Trip Fee in order to recoup any such charges, fees, fines, penalties costs and/or expenses. Customer acknowledges and agrees that the Company is authorized and entitled to charge to Customer’s credit card the amount of any such Dry-Run/Trip Fee.

Customer authorizes the Service Provider to drive on the premises, identified in the Service Order, in order to deliver and place the Equipment. Customer warrants to Company that it owns the premises or has express authorization to place the Equipment on the premises identified as the service address. EXCEPT IN THE CASE OF RECKLESSNESS OR INTENTIONAL MISCONDUCT, CUSTOMER ASSUMES FULL RISK OF ALL DAMAGE (AS DEFINED HEREINBELOW) AND HEREBY WAIVES ANY AND ALL CLAIMS AND LOSSES AGAINST THE COMPANY AND SERVICE PROVIDER RELATING TO OR ARISING FROM THE CUSTOMER’S USE OF THE EQUIPMENT OR FROM THE DELIVERY, PLACEMENT, OR RETRIEVAL OF THE EQUIPMENT AND FROM ANY RESPONSIBILITY FOR SUCH DAMAGE OR FOR DAMAGE DUE TO THE DESIGNATED AREA LACKING ADEQUATE SIZE, STRUCTURAL STRENGTH AND/OR CLEARANCE. DAMAGES INCLUDE BUT ARE NOT LIMITED TO PHYSICAL DAMAGE TO STREETS, ROADWAYS, DRIVEWAYS, AWNINGS, OVERHANGS, WALKWAYS, PAVEMENT, CURBS, WELLS, IRRIGATION SYSTEMS, LANDSCAPING, LAWN, SEPTIC SYSTEMS AND/OR UNDERGROUND UTILITIES AND INCLUDE DAMAGE TO THE PROPERTY OR PREMISES FROM LEAKS OR STAINS.

Upon the delivery of the Equipment to the location as designated in the Service Order, Customer shall not move, transport or attempt to move or transport (either directly or indirectly) the Equipment from the designated site without prior notice to and consent from Company, which may be withheld within the sole discretion of Company. In the event that a relocation of the Equipment is required in order to comply with applicable laws and regulations and/or to allow the Service Provider to perform the Services, then a relocation charge may be assessed by Company within its the discretion. Customer, shall be solely responsible for any fees, penalties, fines, assessments, charges, costs and expenses incurred in connection with the movement, placement, damage and/or use of the Equipment. Company may arrange for the pick-up the Equipment at any time if required to do so by local, county and/or state law or as required by order of any local, county and/or state government or agency.

Damage to Equipment. While at Customer's location and until returned to Service Provider's facility, Customer shall bear the risk of loss and damage to Equipment including but not limited to damage or loss caused by theft, vandalism, forces of nature, use, or misuse of the Equipment. Customer agrees that all Equipment furnished under this Agreement to Customer must be returned to Service Provider in the same condition as delivered, subject only to normal wear and tear. In the event of damage, Customer shall pay the lesser of (a) the cost of repair, or (b) the cost of replacement, which will be billed to the Customer in the event of loss. No loss or damage to Equipment, in whole or in part, shall impair Customer’s payment obligations under this Agreement. Customer shall be responsible for personal injury and/or property damage arising from or relating to Customer’s or its agent’s negligence or unauthorized movement or misuse of the Equipment.

Prices and Payment Terms. Prices for Services that are displayed on the Website, are intended to be illustrative and the applicable pricing may be modified from time to time within the sole discretion of Company; provided that applicable prices for each Service transaction will be confirmed by Company at the time of Customer’s placement of an order for such Service(s). Except as otherwise mutually agreed in writing between Customer and Company, Customer will pay Company for the Services via credit card payment and payment is due on the date specified in the invoice and shall be deemed overdue if not paid by the date specified. In the event that payment is not received by the specified due date, a late fee of 5% of the past due balance will be charged and the past due balance shall accrue interest at a rate of ten percent (10%) per annum, compounded monthly and Customer will liable for all reasonable costs and expenses, including but not limited to attorney's fees, court costs, and collection agency fees, incurred by the Company in connection with the collection of any past due amounts. Any such interest, costs, and fees shall be in addition to, and not in lieu of, any other remedies available to the owed party under applicable law.

Customer hereby expressly authorizes Company to retain Customer’s credit card information and charge Customer’s credit card on a monthly basis for service fees and all other fees and charges to which Company is entitled hereunder. Customer acknowledges and agrees that such credit card authorization shall remain valid and in full force and effect during the applicable service period and for a period of time not to exceed 120 days beyond the last day Services are provided. If, at any time during a service term, Company’s authorization to charge Customer’s credit card is revoked and/or cancelled by Customer or any third party, then Company, within its sole discretion, may immediately terminate the Service, recover the Equipment and cease providing the Services without notice or liability to Customer, and without prejudice to or waiver of any of Company’s remedies against Customer.

Cancellation and Cancellation Fees. If you wish to cancel a transaction you must do so no later than 3pm the business day before the delivery date that is set forth on the service confirmation (“Cancellation Window”), by calling or texting the phone number or emailing the email address listed on the service confirmation. Any Service Order, that is not canceled within the Cancellation Window, may not be cancelled by Customer except upon the consent of Company, which may be withheld within the sole discretion of Company. In the event that Company agrees to accept a cancellation outside the Cancellation Window, then Company shall be entitled to charge a cancellation fee (which may be charged to Customer’s credit card) in an amount not less than $150.00.

Weight Restrictions and Overage Fees. Customer is solely responsible for complying with the weight restrictions applicable to the Equipment. Customer acknowledges that: (a) each item/unit of Equipment has a designated weight specification and corresponding weight limitation (which varies based on the size and type of the Equipment, as well as other factors); (b) the size and/or volume of the particular item/unit of Equipment is not determinative of the applicable designated weight specification and weight limitation for such item/unit of Equipment; (c) local, municipal, city, county and/or state laws, regulations, rules and ordinances also govern and limit the weight and/or amount of material that can be legally stored in and/or transported in the Equipment; and (d) rain, water, snow, ice permitted by Customer to accumulate in the Equipment can increase (and under certain circumstances) exceed the applicable weight restriction relating to specific Equipment. Customer acknowledges that Customer is solely and exclusively responsible for determining the weight restrictions applicable to Customer’s Equipment and for strictly complying with such restrictions, including, but not limited to covering and/or tarping the Equipment in order to prevent rain, water, snow, ice accumulation in the Equipment. Customer hereby acknowledges that Company incurs charges and expenses in connection with the transport of loaded Equipment to landfills, and that such charges and expenses are based upon the weight of the Equipment. If Customer fails to comply with applicable weight restrictions, Company may incur and be required to pay for charges,expenses, penalties and/or fines from a landfill or other third party, whether private or public, including, but not limited to traffic fines and penalties or other consequential damages (collectively the “Overage Expenses”). In the event that Company incurs any Overage Expenses relating to or in connection with Customer’s failure to comply with applicable weight restrictions, then, in addition to all other remedies to which Company is entitled and in addition to all other amounts, fees, charges and expenses due from Customer to Company (including Customer’s reimbursement of all such Overage Expenses to Company), Customer will pay Company a fee of not less than $200.00 per ton in excess of the applicable weight restriction for the Equipment (“Overage Fee”), as determined within the sole discretion of Company. Customer acknowledges and agrees that all Overage Expenses and Overage Fees assessed by Company against Customer may be charged to Customer’s credit card.

Permits. Customer acknowledges that certain locations and/or uses of the Equipment may require a permit, license, certification or other local, municipal, city, county and/or state approval relating to the possession, placement, storage and/or transportation of the Equipment (collectively referred to hereinafter as a “Permit”). Customer acknowledges and warrants to Company that Customer (and not Company) is solely and exclusively responsible for obtaining and maintaining all necessary and required Permits relating to Customer’s possession and use of the Equipment. In the event that Customer fails to obtain and/or maintain all necessary and required Permits, Company may arrange for the pick up the Equipment without prior notice to Customer and without any liability to Customer.

Additional Service Schedules. In the event a Service Order includes services in addition to Waste Removal Services, this Agreement shall be supplemented by the inclusion of supplemental terms and conditions contained in a service specific schedule. (“Service Schedule(s)”). A full copy of each Service Schedule can be accessed by clicking here. The terms contained in an applicable Service Schedule shall be deemed to be included in this Agreement as if fully rewritten herein. In the event of any conflict between the specific provisions contained in a Service Schedule and this Agreement, the terms contained in the applicable Service Schedule shall prevail as it relates to the specific product or service.

Use of Logo. Customer hereby grants to Company the express right to use Customer's company logo in marketing, sales, financial, public relations materials and other communications solely to identify Customer as a Company customer. Other than as expressly stated herein, neither party shall use the other party's marks, codes, drawings or specifications without the prior written permission of the other party.

Prohibited Materials. CUSTOMER ACKNOWLEDGES THAT LOCAL, MUNICIPAL, CITY, COUNTY, STATE AND/OR FEDERAL LAWS, REGULATIONS, RULES AND ORDINANCES PROHIBIT THE STORAGE OF CERTAIN ITEMS, MATERIALS AND SUBSTANCES IN THE EQUIPMENT, INCLUDING WITHOUT LIMITATION, TIRES, BATTERIES, TREE STUMPS, RAILROAD TIES, CHEMICALLY TREATED LUMBER, PAINTS AND LACQUERS, OILS, ASBESTOS, INFECTIOUS WASTE, CONTAMINATED SOILS AND ABSORBENTS, INKS AND RESINS, INDUSTRIAL DRUMS, WATER HEATERS AND WATER TANKS, FOOD WASTE, FUELS, ADHESIVES, REFRIGERANTS, AEROSOLS, AND OTHER RADIOACTIVE, VOLATILE, HIGHLY FLAMMABLE, EXPLOSIVE, TOXIC, SPECIAL OR HAZARDOUS MATERIALS AND SUBSTANCES. (“PROHIBITED MATERIALS”). A NON-EXCLUSIVE LIST OF CERTAIN PROHIBITED MATERIALS IS AVAILABLE ON THE COMPANY’S WEBSITE  FOR CUSTOMER’S REVIEW. CUSTOMER ACKNOWLEDGES AND AGREES THAT THE ONLY MATERIAL TO WHICH THE WASTE REMOVAL SERVICES ARE PROVIDED CONSIST SOLELY OF NON-HAZARDOUS GENERAL SOLID WASTE AND/OR CONSTRUCTION AND DEMOLITION DEBRIS OR OTHER INERT WASTE AND RECYCLABLE MATERIALS, AND DOES NOT INCLUDE ANY PROHIBITED MATERIALS, WHICH ARE SPECIFICALLY EXCLUDED FROM SUCH SERVICES. CUSTOMER AGREES TO NOT DEPOSIT OR PERMIT THE DEPOSIT FOR COLLECTION ANY PROHIBITED MATERIALS IN THE EQUIPMENT AND FURTHER THAT TITLE TO AND LIABILITY FOR PROHIBITED MATERIALS WILL REMAIN WITH CUSTOMER AT ALL TIMES. CUSTOMER IS SOLELY AND EXCLUSIVELY RESPONSIBLE FOR COMPLYING WITH ALL APPLICABLE LAWS RELATING TO PROHIBITED MATERIALS, AND CUSTOMER SHALL BE LIABLE FOR ANY CHARGES, COSTS, EXPENSES, DAMAGES, LEGAL FEES AND COSTS, LOSSES, FINES AND/OR PENALTIES (INCLUDING, BUT NOT LIMITED TO REGULATORY OR TRAFFIC FINES, PENALTIES OR ASSESSMENTS) OF WHATEVER NATURE RELATING TO THE DEPOSIT, STORAGE AND/OR TRANSPORTATION OR DISPOSAL OF PROHIBITED MATERIALS IN THE EQUIPMENT.

Indemnification. CUSTOMER AGREES TO INDEMNIFY, DEFEND AND HOLD HARMLESS COMPANY AND ITS OFFICERS, DIRECTORS, MEMBERS, EMPLOYEES, AGENTS, PARENT COMPANIES, AFFILIATES, SUBSIDIARIES, SUCCESSORS, SUBCONTRACTORS, VENDORS, AND ASSIGNS AND THE SERVICE PROVIDER FROM AND AGAINST ANY AND ALL CLAIMS, COUNTERCLAIMS, SUITS, DEMANDS, ACTIONS, CAUSES OF ACTION, DAMAGES, SETOFFS, LIENS, ATTACHMENTS, JUDGMENTS, DEBTS, FINES, PENALTIES, CHARGES, EXPENSES, COSTS OR OTHER LIABILITIES OF WHATSOEVER KIND OR NATURE (COLLECTIVELY, “LOSSES”) ASSERTED OR ALLEGED BY ANY THIRD PARTY ARISING FROM OR RELATED TO: (A) OVERAGE EXPENSES; (B) CUSTOMER’S FAILURE TO OBTAIN AND/OR MAINTAIN ANY REQUIRED PERMIT; (C) CUSTOMER’S USE, STORAGE, OR DEPOSIT OF PROHIBITED MATERIALS IN THE EQUIPMENT; (D) LOSS OR THEFT OF THE EQUIPMENT; (E) DAMAGE AND/OR DESTRUCTION OF THE EQUIPMENT DURING THE APPLICABLE SERVICE TERM; (F) PERSONAL INJURY AND/OR PROPERTY DAMAGE RELATING TO CUSTOMER’S USE AND/OR POSSESSION OF THE EQUIPMENT; (G) PHYSICAL DAMAGE TO STREETS, ROADWAYS, DRIVEWAYS, WALKWAYS, PAVEMENT, CURBS, WELLS, IRRIGATION SYSTEMS, LANDSCAPING, LAWN, SEPTIC SYSTEMS AND/OR UNDERGROUND UTILITIES CAUSED BY THE EQUIPMENT INCLUDING, WITHOUT LIMITATION, ANY DAMAGE TO CUSTOMER’S PROPERTY FROM LEAKS OR STAINS RELATING TO THE USE OF THE EQUIPMENT; (H) CUSTOMER’S BREACH OF THIS SERVICE AGREEMENT; AND (I) ANY FEES, PENALTIES, FINES, ASSESSMENTS, CHARGES, COSTS AND EXPENSES ASSERTED BY A THIRD PARTY (INCLUDING, WITHOUT LIMITATION, A TOWING COMPANY) INCURRED IN CONNECTION WITH THE MOVEMENT, PLACEMENT AND/OR USE OF THE EQUIPMENT.

Governing Law; Severability. Any and all disputes arising from or in connection with the Services, including, but not limited to, this Service Agreement, the Service Documents and/or Customer’s possession and use of the Equipment or Company’s or the Service Provider’s performance of the Services, shall be construed in accordance with and governed by the laws of the State of Ohio, U.S.A., including all matters of construction, validity and performance, without giving effect to the conflict of laws provisions of such State. Any provision hereof which may be prohibited by applicable law shall be ineffective to the extent of such prohibition and without invalidating the remaining provisions hereof.

Arbitration. Any action arising from or in connection with the Service(s), including, without limitation, this Service Agreement, the Service Documents and/or Customer’s possession and use of the Equipment or Company’s (or the Service Provider’s performance of the Services), shall be resolved exclusively through arbitration administered by the American Arbitration Association in accordance with its Commercial Arbitration Rules. The number of arbitrators will be one. The seat, or legal place, of arbitration will be the City of Cleveland, Cuyahoga County, Ohio. The governing law will be the substantive law of Ohio, and judgment on the award rendered by the arbitrator may be entered by any court having jurisdiction. To initiate a claim a party must file a Demand for Arbitration in accordance with the administrative filing requirements under the Commercial Arbitration Rules. The parties agree to arbitrate solely on an individual basis, and that this Service Agreement does not permit class arbitration or any claims brought as a plaintiff or class member in any class or representative arbitration proceeding. The arbitration may not consolidate more than one person's claims, and may not otherwise preside over any form of a representative or class proceeding. In the event the prohibition on class arbitration is deemed invalid or unenforceable, then the remaining portions of this arbitration provision will remain in force.

Assignment. The Service Agreement, nor any part or portion of Customer’s performance hereunder is assignable by Customer in whole or part without the prior written consent of Company, which may be withheld within the sole discretion of Company. No approval shall be required from the Customer in order for the Company to assign this Service Agreement or the performance of the Services.