Terms & Conditions
CUSTOMER TERMS AND CONDITIONS
- COMMENCEMENT AND TERM
1.1 The Agreement shall commence on the earliest of the date when it has been signed by both parties, the Service Start Date, or the date on which You first use our Services (“Commencement Date”).
1.2 The Agreement shall continue unless terminated in accordance with clause 10.
- OUR RIGHTS AND RESPONSIBILITIES
2.1 We shall use all reasonable endeavours to:
2.1.1 Provide the Service in accordance with the Agreement in all material respects;
2.1.2 Meet any performance dates, but such dates shall be estimates only, and time for performance shall not be of the essence of the Agreement;
2.1.3 Observe all health and safety and security requirements that apply at the Site that have been communicated to us and agreed in writing by us, provided that we shall not be liable under the Agreement if, as a result of such observation, we are in breach of any of our obligations under the Agreement.
2.2 We may re-perform or re-schedule any Service not provided on the date set out in the Agreement, which shall be your sole remedy.
2.3 We may send you a Welcome Pack, which is for information only and is not intended to be a contractual document.
2.4 If requested by you, we may provide training to your employees, agents, or subcontractors as agreed and at your cost.
2.5 Without prejudice to clause 3.11 and without liability to you, we may refuse to perform the Service (with or without notice) if we believe (acting reasonably) that performance may cause harm to property or persons, result in criminal or civil liability, or incur additional costs or liability not reasonably foreseen or agreed by us, and you shall pay a wasted journey charge per clause 6.8.6.
2.6 We shall take all reasonable steps to ensure the Disposal Site is operated in accordance with the Law but will not be liable for any third party’s failure so to operate, where “third party” includes the operator of the Disposal Site.
- YOUR RIGHTS AND RESPONSIBILITIES
Appointment and Exclusivity
3.1 You appoint us as your exclusive provider of the Service or services similar to the Service for the period of the Agreement.
3.2 You shall not obtain the Service or services similar to the Service without our prior written consent except you may continue to obtain Service or services similar to the Service for such period specified in a contract which pre-dates the Commencement Date.
The Containers and the Site
3.3 You shall accept delivery of the Container on the date set out in the Service Agreement or such other date agreed between us.
3.4 If you do not notify us of any Container damage or defect within 5 Business Days of delivery, then the Container will be considered to be in good working order and condition.
3.5 If you notify us of any Container damage or defect which: 3.5.1 is “minor” (e.g., affecting the appearance but not functionality of the Container), we may (in our sole discretion) decide not to change the Container (in which case you will have no liability for the minor damage or defect); 3.5.2 is “major” (e.g., affecting the safety or functionality of the Container), you must not use the Container and you agree to a reasonable time period in which to replace the Container and/or to make temporary arrangements until a replacement Container can be delivered.
3.6 We retain ownership of the Container at all times, and you grant us an irrevocable licence to enter the Site for any purpose in connection with the Agreement, including repossessing the Container. You have no rights in the Container other than as set out in the Agreement.
3.7 Risk in the Containers shall pass to you on delivery. You shall indemnify us against all claims, losses, costs, expenses, and damages arising from any loss or damage to the Containers not caused by us except damage:
- present on delivery and notified to us in accordance with clause 3.5; or
- caused by us, provided that you notify us within 3 days of the loss or damage caused by us.
3.8 You must:
3.8.1 Adequately insure the Container to its full replacement value (details of replacement values are available on request) with a reputable insurer and provide evidence of such insurance if requested by us;
3.8.2 Take care of the Container and keep the Container reasonably clean and free from infestation and odour using cleaning products and methods which do not cause harm to the Container, the environment, any person, or property. If required by you or if you fail to comply with this clause 3.8.2 and, in our reasonable opinion, the Container requires cleaning, we may arrange for the Container to be cleaned at your cost;
3.8.3 Observe and comply with the maximum weight requirement either: set out in the Service Agreement; or notified by us to you from time to time; or which is the industry standard in respect of the Container;
3.8.4 Not allow the Container to be used by any third party;
3.8.5 Not allow the Container to be moved from the place it is situated or from the Site;
3.8.6 Not allow the Container to be placed on a public highway without a permit;
3.8.7 Not display any advertising, mark, logo, sign, or lettering on the Containers;
3.8.8 Not interfere with the mechanism or appearance of any Container;
3.8.9 Use the Container only for the containment of Waste;
3.8.10 Not overload (which means the weight at the time of the Lift shall not exceed the Assumed Weight) or overfill (which means the Waste shall not exceed the level sides of the Container) the Container;
3.8.11 Ensure Waste is placed inside the Container and shall not present Loose Waste for collection without our prior written consent and indemnify us from and against our losses, costs, expenses, and damages caused by any failure to do so, including without limitation damage to the vehicle or container caused by an attempted Lift.
3.9 You will provide suitable and safe access to the Site for the safe and efficient performance of the Service and otherwise in connection with the Agreement. If we are not permitted access to or we are prevented from accessing the Site on our arrival at the Site or we refuse to perform the Service under clause 2.5, you remain liable to pay the Charge.
3.10 You shall provide a suitable area for siting the Container and adequate facilities for manoeuvring the Vehicle.
3.11 You shall notify us if the conditions at the Site are not suitable for the safe and efficient performance of the Service. If you permit us access to the Site or do not prevent us from accessing the Site, then Site conditions shall be deemed to be suitable and we shall not be liable for damage caused to any property howsoever caused.
3.12 Without prejudice to our responsibilities under health and safety Law, you shall ensure the safety of our employees, consultants, agents, subcontractors, and any person acting on our behalf whilst on the Site.
The Waste
3.13 Property and risk in the Waste shall pass to us on collection of the Waste.
3.14 You warrant that:
3.14.1 You have segregated the materials comprising the Waste in accordance with our instructions from time to time;
3.14.2 You have complied with the Law as regards the Waste;
3.14.3 The Waste does not contain Excluded Waste; and
3.14.4 You are the producer and owner of the Waste.
3.15 You shall notify us immediately on becoming aware that any Waste Information is false, inaccurate, or incomplete.
3.16 If we receive notice under clause 3.15 or refuse to perform the Service under clause 2.5, we may suspend further performance of the Service (in whole or in part at our discretion) and the parties shall, without delay, agree remedial action and changes to the Service (if any).
3.17 Without prejudice to your obligations under clause 3.15, we may, at any time, sample and analyse the Waste to satisfy ourselves of the accuracy and completeness of the Waste Information. You shall be liable for the reasonable cost of this analysis if the Waste Information is found to be incorrect in any way.
3.18 If the Service includes the collection of Hazardous Waste, you shall:
3.18.1 Not mix Hazardous Waste with non-hazardous waste; and
3.18.2 Comply with the Hazardous Waste Regulations 2009 (and any update or replacement) including in respect of record-keeping and transporting Hazardous Waste.
3.19 If the Service includes the collection of Waste which is liquid, you will be responsible for the connection of the Vehicle’s hose to your valve or coupling and the operation of any coupling, valve, or other mechanism which is not our property.
The Portal
3.20 If the Service includes access to any Circulai-created Portal (“the Portal”) and/or the Circulai Mobile App, clauses 3.20 to 3.26 shall apply.
3.21 Subject to the restrictions set out in clause 3.22, we hereby grant to you a non-exclusive, non-transferable right to permit the Authorised User to use the Portal and/or the Circulai Mobile App only in connection with the Agreement.
3.22 You shall not access, store, distribute, or transmit any Viruses, or any material during the course of your use of the Portal and/or the Circulai Mobile App that:
3.22.1 Is unlawful, discriminatory, harmful, threatening, defamatory, obscene, infringing, harassing, or racially or ethnically offensive;
3.22.2 Facilitates illegal activity;
3.22.3 Depicts sexually explicit images;
3.22.4 Promotes unlawful violence;
3.22.5 Attempts to use any of our AI or ML-based tools for purposes other than those for which they have been expressly offered to You; or
3.22.6 Is in a manner that is otherwise illegal or causes damage or injury to any person or property.
3.23 We reserve the right, without liability or prejudice to our other rights, to disable your access to any material that breaches clause 3.22.
3.24 You shall use all reasonable endeavours to prevent any unauthorised access to, or use of, the Portal and/or the Circulai Mobile App and, in the event of any such unauthorised access or use, promptly notify us.
3.25 You shall keep any password, user identification code, login, or any other information provided to you for the purpose of enabling access to www.circulaiportal.co.uk and/or the Circulai Mobile App or such other website address as may be notified from time to time confidential and not disclose it to any third party.
- NON-SOLICITATION
You shall not, during the Agreement or for a period of 12 months after the termination or expiry of the Agreement, solicit or entice away from us or employ or attempt to employ any person who is, or has been engaged as an employee, consultant, or subcontractor of ours in the provision of the Services.
- CHANGES TO THE SERVICE
5.1 If we wish to make a change to the Service, we shall notify you and the change shall take effect from the date set out in the notice.
5.2 If required by you and upon the agreement of a Charge, we may supply the Extra Service as agreed between us.
- CHARGES AND PAYMENT
6.1 In consideration for the Service, you will pay the Charges:
6.1.1 In advance (unless we agree otherwise in writing); or
6.1.2 In respect of the elements of the Charge which by their nature can only be determined after the event giving rise to that element of the Charge (including, for example, and without limitation, the Excess/Overweight Charge), in arrears; and 6.1.3 Calculated in accordance with the Service Agreement.
6.2 We may increase the Charges and reasonable costs and charges at clause 6.8:
6.2.1 At any time by giving you not less than 30 days written notice (and an invoice will be written notice in this respect); or
6.2.2 Immediately to reflect actual direct increases in our costs of performing the Service due to any factor which is beyond our control.
6.3 We shall invoice you for the Charges at the intervals set out in the Service Agreement. If no intervals are specified, we shall invoice you each month.
6.4 Unless otherwise required by us, you shall pay each invoice within 30 days of the date of the invoice by direct debit except payment for Services provided to the termination date shall become due immediately.
6.5 You are responsible for checking the accuracy of the invoices and you will notify us immediately if there are any errors. If you do not notify us of errors within 14 days of the date of the invoice, it will be deemed accurate and payable. You agree that our records will be proof of the Service provided.
6.6 Without prejudice to clause 6.4, you shall pay all undisputed sums on the due date. Any invoice dispute shall be referred to the dispute resolution procedure at clause 13.
6.7 Without prejudice to any other right or remedy that we may have, if you fail to pay us any sum due under the Agreement on the due date:
6.7.1 You shall pay interest on the overdue amount at a rate of 8% per annum above The Royal Bank of Scotland’s base rate from time to time. Such interest shall accrue on a daily basis from the due date until actual payment of the overdue amount, whether before or after judgment. You shall pay the interest together with the overdue amount;
6.7.2 If you have a credit limit, we may revise it. If you do not have a credit limit, we may impose a credit limit; and
6.7.3 We may, without liability to you, suspend all or part of the Services until payment has been made in full.
6.8 The Charges exclude the following reasonable costs and charges which shall be payable by you if required by us:
6.8.1 An administration charge of £25.00 in respect of each direct debit returned unpaid;
6.8.2 A copy charge of £5.00 if you require copies of documents (except downloads from the Portal which are free of charge);
6.8.3 A surcharge on credit card payments;
6.8.4 A security deposit in respect of the Container (which, subject to clause 11.1.3, will be refunded on the expiry or termination of the Agreement if the Container is returned to us clean, fit for the purpose of storing waste, and without damage (fair wear and tear excepted));
6.8.5 An administration charge of £25.00 if we suspend the Service under the Agreement;
6.8.6 A wasted journey charge equal to the charge per lift; and
6.8.7 Our costs enforcing our right to payment for the Service.
6.9 All sums payable by you under the Agreement:
6.9.1 Are exclusive of VAT, and you shall, in addition, pay an amount equal to any VAT chargeable on those sums on delivery of a VAT invoice; and
6.9.2 Shall be paid in full without any set-off, counterclaim, deduction, or withholdings.
6.10 We may withhold the Service without liability to you if you exceed a credit limit set by us.
- COMPLIANCE WITH LAW
7.1 In performing its obligations under the Agreement, the parties shall comply with the Law.
7.2 Changes to the Service required because of changes to the Law shall be notified under Condition 5.
- LIMITATION OF LIABILITY
8.1 Nothing in the Agreement shall limit or exclude our liability for:
8.1.1 Death or personal injury caused by our negligence;
8.1.2 Fraud or fraudulent misrepresentation; or
8.1.3 Breach of the terms implied by section 2 of the Supply of Goods and Services Act 1982 (title and quiet possession) or any other liability which cannot be limited or excluded by applicable Law.
8.2 Subject to clause 8.1, we shall not be liable to you, whether in contract, tort (including negligence), for breach of statutory duty, or otherwise, arising under or in connection with the Agreement for:
8.2.1 Loss of profits;
8.2.2 Loss of sales or business;
8.2.3 Loss of agreements or contracts; 8.2.4 Loss of anticipated savings;
8.2.5 Loss of goodwill;
8.2.6 Loss of use or corruption of software, data, or information;
8.2.7 Loss to the extent that it is caused by your breach, default, act, omission, or negligence;
8.2.8 Loss not notified to us within 3 months of the cause of the loss; and
8.2.9 Any indirect, special, or consequential loss.
8.3 Subject to clause 8.1, our total liability to you, whether in contract, tort (including negligence), for breach of statutory duty, or otherwise, arising under or in connection with the Agreement shall be limited to the average annual Charges (calculated by reference to the Charges in successive 12-month periods from the date of the Agreement) paid by you under the Agreement.
- GENERAL INDEMNITY
9.1 Without prejudice to any rights and remedies available to us, you shall fully indemnify us against all losses, damages, costs, claims, and expenses arising from or in connection with: (i) Your breach of the Agreement; (ii) Your act or default; and/or (iii) Your breach of any Law.
9.2 This clause 9 shall survive the termination or expiry of the Agreement.
- TERMINATION
10.1 You may terminate the Agreement by giving us not less than 3 months’ written notice to expire on the last day of the Minimum Term or any anniversary thereof.
10.2 Without affecting any other right or remedy available to us, we may suspend or terminate (at our sole discretion) the Agreement and any other agreement that we have with you with immediate effect by giving written notice to you:
10.2.1 If you persistently breach any term of the Agreement;
10.2.2 If you commit a material breach of any term of the Agreement and where such breach is irremediable or (if such breach is remediable) you fail to remedy that breach within a period of 7 days after being notified in writing to do so;
10.2.3 If you fail to pay any amount due to us under the Agreement by the due date for payment;
10.2.4 If, without our prior written consent, you obtain the Service, or services similar to the Service, from a third party during the Agreement;
10.2.5 If you terminate the Agreement otherwise than in accordance with this clause 10;
10.2.6 If any consent, licence, or authorisation held by you is revoked or modified such that you are no longer able to comply with your obligations under the Agreement or receive any benefit to which you are entitled;
10.2.7 If you fail to pass our credit check;
10.2.8 On a Change of Control; or
10.2.9 On an Insolvency Event or if there arises in our reasonable opinion reason to doubt that amounts due from you will be paid in full when due.
10.3 We may terminate the Agreement at any time by giving you 1 month’s notice in writing.
10.4 The Agreement shall terminate automatically on the Commencement Date of any superseding agreement between us in respect of the Service or services similar to the Service.
10.5 If we terminate the Agreement under clause 10.2 (and any of its sub-conditions), we may require, and in this event, you shall pay to us liquidated damages equal to 39% of the Charges that would have become payable for the period starting on the date we terminate the Agreement and ending on the earliest date on which you could have terminated the Agreement at clause 10.1.
10.6 You must give us immediate notice on becoming aware of an Insolvency Event or if you take steps in anticipation of, or have no realistic prospect of avoiding, an Insolvency Event.
- CONSEQUENCES OF TERMINATION
11.1 On termination: (i) Your right to use the Container shall end immediately, but your obligations in relation to the Containers shall continue while they are in your possession; (ii) Your licence to use the Portal and/or the Circulai Mobile App will terminate; (iii) You give us an irrevocable permission to enter the Site to repossess the Container and you will indemnify us against the cost of taking possession of the Container, repairing, cleaning, or replacing the Container, and dealing with the Waste or other contents in the Container. We may, at our discretion, deduct these costs from any Security Deposit held by us; (iv) You appoint us as your agent for completing and signing a Transfer Note as necessary for the lawful management of the Waste.
11.2 Termination of the Agreement shall be without prejudice to any rights or liabilities of either party accrued to that date.
11.3 Any conditions which expressly or by implication are to survive termination will do so.
- DATA PROTECTION
12.1 The parties acknowledge that the factual arrangements between them dictate the classification of each party in respect of the Data Protection Legislation.
12.2 Notwithstanding clause 12.1, the parties anticipate that during the period of the Agreement, we may process Personal Data where such Personal Data has been made available to us by you, and that we shall be the Controller of such Personal Data upon receipt, and that you rights in the Data shall thereafter terminate.
12.3 The parties agree the Data Protection Particulars are accurate.
12.4 Both parties will comply with all applicable requirements of the Data Protection Legislation. This data protection clause 12 is in addition to, and does not relieve, remove, or replace, a party’s obligations under the Data Protection Legislation.
12.5 Without prejudice to clause 12.1, to the extent that we act as a Controller:
12.5.1 You will ensure that you have all necessary appropriate consents and notices in place to enable lawful transfer of the Personal Data to us for the duration and the purposes of the Agreement;
12.5.2 We will ensure that we have in place appropriate technical and organisational measures to protect against unauthorised or unlawful processing of Personal Data and against accidental loss or destruction of, or damage to, Personal Data, appropriate to the harm that might result from the unauthorised or unlawful processing or accidental loss, destruction, or damage and the nature of the data to be protected, having regard to the state of technological development and the cost of implementing any measures;
12.5.3 We will ensure that all personnel who have access to and/or process Personal Data are obliged to keep the Personal Data confidential;
12.5.4 We will not transfer any Personal Data outside of the EEA without the appropriate legal basis to do so; and
12.5.5 We will maintain complete and accurate records and information to demonstrate our compliance.
12.6 You consent to the appointment of our sub-contractor as a third-party processor of Personal Data under this Agreement. We confirm we have or (as the case may be) will enter with the third-party into a written agreement incorporating terms which are substantially similar to those set out in this clause 12. As between you and us, we shall remain fully liable for all acts or omissions of any third-party processor appointed by us.
12.7 Either party may, at any time on not less than 30 days’ written notice, revise this data protection clause 12 by replacing it with any applicable controller-to-processor standard clauses or similar terms forming part of an applicable certification scheme (which shall apply when replaced by issuing to you).
12.8 We may require a credit application from you and in processing the credit application you agree that we may make enquiries of credit reference agencies or other sources (including trade references), who may keep a record of our enquiry, and that we may use any information obtained for the purposes of risk assessment, fraud prevention, and for occasional debt tracing.
12.9 We may monitor and record telephone calls for permitted purposes including, without limitation, for quality control or staff training purposes.
- DISPUTE RESOLUTION
13.1 If a dispute arises out of or in connection with the Agreement or the performance, validity, or enforceability of it (“Dispute”), then the parties shall follow the procedure:
13.1.1 Either party shall give to the other written notice of the Dispute, setting out the nature and full particulars (“Dispute Notice”), together with supporting documents. On service of a Dispute Notice, the Credit Control Manager (or person performing a similar role) of each of the parties shall negotiate in good faith to resolve the Dispute;
13.1.2 If the Credit Control Managers (or similar) are unable to resolve the Dispute within 14 days of service of the Dispute Notice, the Dispute shall be referred to the Director (or sole proprietor or a partner) of each of the parties who shall attempt in good faith to resolve the Dispute;
13.1.3 If the Directors (or similar) are unable to resolve the Dispute within 14 days of service of the Dispute Notice, the parties will attempt to resolve the Dispute by mediation in accordance with CEDR Model Mediation Procedure. To initiate the mediation, a party must serve notice in writing (“ADR Notice”) to the other party requesting a mediation.
13.1.4 The commencement of mediation shall not prevent the parties commencing or continuing court proceedings in relation to the Dispute under clause 14.9 which conditions shall apply at all times.
- GENERAL
Amendments
14.1 Any amendment to the Agreement is invalid unless we accept it in writing. We may amend the Agreement at our option if we consider it necessary to comply with changes in Law or our reasonable interpretation of the Law.
Assignment and Sub-Contracting
14.2 The Agreement is personal to you and you may not assign or otherwise transfer it. We may assign, transfer, or otherwise deal with any or all our rights and obligations under the Agreement, and you consent to all such dealings. The Service may be provided by a sub-contractor to us.
14.3 You shall notify us immediately in advance and on becoming aware that a Change of Control may happen or on the occurrence of a Change of Control.
Confidentiality
14.4 You shall at all times (including for a period of 12 months from the end of the Agreement) keep confidential and secret and shall not disclose to any person (other than a person authorised by us) all information (including the Charges which you acknowledge are highly confidential) and other matters acquired by you in connection with the Agreement provided that this shall not apply to information that is required to be disclosed by Law, disclosed to professional advisers who are aware that it is confidential, or is in the public domain otherwise than as a result of a breach of this Condition 14.4.
Entire Agreement and Non-Reliance
14.5 The Agreement constitutes the entire agreement between the parties in relation to its subject matter and supersede any previous terms and conditions. No other terms or conditions apply.
14.6 Each party acknowledges that in entering the Agreement it does not rely on and shall have no remedies in respect of any statement, representation, assurance, or warranty (whether made innocently or negligently) that is not set out in the Agreement. Each party agrees that it shall have no claim for innocent or negligent misrepresentation or negligent misstatement based on any statement in the Agreement.
Force Majeure
14.7 Neither party shall be in breach of the Agreement nor liable for delay in performing, or failure to perform, any of its obligations under the Agreement if such delay or failure results from events, circumstances, or causes beyond its reasonable control.
Governing Law and Jurisdiction
14.8 The Agreement will be governed by the law of England and Wales.
14.9 Disputes will be submitted to the exclusive jurisdiction of the courts of England and Wales.
Notices
14.10 All notices under the Agreement (except notices via the Portal) will be in writing and sent to the parties at the addresses (including email addresses) set out in the Service Agreement. They may be given, and will be deemed received by first-class post: two Business Days after posting; by hand: on delivery; and/or by e-mail: on receipt of a delivery or read receipt mail from the correct address.
14.11 A written notice excludes fax.
Priority and Conflict
14.12 The Service Agreement will prevail over the Waste Information and the Conditions.
14.13 The Waste Information will prevail over the Conditions.
Relationship
14.14 We are independent businesses and not principal and agent, partners, or employer and employee.
Rights of Third Parties
14.15 The Agreement is not enforceable by any third party under the Contracts (Rights of Third Parties) Act 1999 or otherwise.
Severability
14.16 If any part of these Conditions is found by a court, tribunal, or other administrative body of competent jurisdiction to be unenforceable or invalid for any reason, that provision is to be severed from the Conditions and the remaining provisions of the Conditions will otherwise remain in full force.
Waiver
14.17 No delay, act, or omission by either party in exercising any right or remedy will be deemed a waiver of that, or any other, right or remedy.
DEFINITIONS
- “ADR Notice” as defined at clause 13.1.3.
- “Agreement” the Service Agreement, Waste Information, and the Conditions.
- “Assumed Weight” in relation to each Container, the assumed weight set out in the Service Agreement.
- “Authorised User” the person or persons authorised by you to access the Portal.
- “Bag” each bag supplied to you in the provision of the Service (and Bags shall be construed accordingly).
- “Business Day” a day on which the banks are generally open for banking business in London (excluding Sunday and bank, public, and local holidays).
- “Change of Control” occurs where a third party obtains control of you as defined by section 840 of the Income and Corporation Taxes Act 1988, where you become a subsidiary of a third party as defined in section 736 of the Companies Act 2006, or being a sole trader or partnership on a sale of the business or substantially all the assets or expiry or termination of any licence or contract so to operate.
- “Charges” the charges payable by you for the Service, set out in the Service Agreement as amended from time to time in accordance with these Conditions, including charge per Lift, charge per bag, container delivery charge, Excess/Overweight Charge, and the container rental charge weekly.
- “Collection Site” the premises set out in the Service Agreement as amended from time to time in accordance with these Conditions (and Site shall be construed accordingly).
- “Commencement Date” as defined at clause 1.1.
- “Conditions” the standard terms and conditions set out in these Customer Terms and Conditions.
- “Customer” is the customer whose details are at Section A of the Service Agreement (referred to as you and your shall be interpreted accordingly).
- “Container” the container, compactor, or equipment supplied to you under the Agreement (including Bags).
- “Data Protection Legislation” (i) unless and until the GDPR is no longer directly applicable in the UK, the GDPR and any national implementing laws, regulations, and secondary legislation, as amended or updated from time to time, in the UK and then (ii) any successor legislation to the GDPR or the Data Protection Act 1998.
- “Data Protection Particulars” the subject matter, duration, nature, and purpose of processing by us, and the types of personal data (as defined in the Data Protection Legislation, Personal Data) and the categories of Data Subject as follows:
- Subject Matter and purpose of processing: the performance of the Service and administration of the Agreement.
- Duration: 7 years after the expiry or termination of the Agreement.
- Nature of processing: collection, recording, and use of the Personal Data solely for the performance of the Service and administration of the Agreement.
- Types of Personal Data: the name, telephone number, and email address of your officers and employees provided to us by you in connection with the Agreement.
- Categories of Data Subject: officers and employees.
- “Disposal Site” the site or sites where Waste shall be delivered for re-use, recycling, recovery, or disposal.
- “Dispute” as defined at clause 13.1.3.
- “Dispute Notice” as defined at clause 13.1.1.
- “Excess/Overweight Charge” the excess/overweight charge set out in the Service Agreement or if none is specified, a sum reasonably determined by us taking into account the Charge Per Lift and the maximum weight of the Container (where the maximum weight will be set out in the Service Agreement or if none is specified, the industry standard).
- “Excluded Waste” waste not produced by you at the Site, Hazardous Waste, and liquids (unless agreed otherwise in writing), Waste which has not been segregated in accordance with the Agreement; Waste requiring handling, treatment, or dealing not reasonably anticipated by us and Waste that is prohibited by Law from being handled or treated as anticipated by the Agreement.
- “Expected Frequency” the expected frequency of the Service (excluding the Extra Service) set out in the Service Agreement or if none is specified, once per week per Container.
- “Extra Service” the supply of a Container or Containers to a Site for the containment of Waste on a temporary basis.
- “GDPR” the General Data Protection Regulation ((EU) 2016/679).
- “Circulai Mobile App” the mobile device application made available by us.
- “GDPR Regulation” (EU) 2016/679 of the European Parliament and of the Council of 27 April 2016 on the protection of natural persons with regard to the processing of Personal Data and on the free movement of such data, and repealing Directive 95/46/EC (General Data Protection Regulation).
- “Hazardous Waste” means hazardous waste as defined by Law from time to time.
- “Insolvency Event” occurs if you are unable to pay your debts as they fall due, shall have a receiver, an administrator, or an administrative receiver appointed for the whole or any part of your assets or if an order is made or a resolution passed for winding-up (unless this is only for its reconstruction or amalgamation) or being an individual you shall have a bankruptcy order made against you or you compound with your creditors or come to any arrangements with your creditors or any events analogous to the foregoing.
- “Invoicing Frequency” the invoicing frequency set out in the Service Agreement.
- “Law” any applicable bye-law, statute, European Community Directive or the requirements of any government department, local authority, or other public or competent authority, and guidelines including those contained in government waste management papers and codes of practice issued by the government for the waste management industry.
- “Lift” a single collection of Waste from a single Container.
- “Loose Waste” is Waste presented for collection that is not placed inside the Container.
- “Minimum Term” the minimum term set out in the Service Agreement or, if none is specified, 12 months from (and including) the Service Start Date.
- “Portal” the secure web-based service portal located at www.circulaiportal.co.uk.
- “Service” is the service set out in the Service Agreement and the Extra Service that we agree to provide to you in accordance with these Conditions.
- “Service Agreement” is the service agreement comprising sections A to C set out overleaf and any other document or schedule that is signed by both of us and which identifies the Service to be provided by us to you.
- “Service Start Date” is the last Container delivery date set out in the Service Agreement or: if no container delivery date is specified; or the Container is delivered on a different date, the date the Container is delivered to you.
- “Transfer Note” is the document containing the Waste Information completed by you and signed by both of us.
- “Vehicle” any vehicle used in the performance of the Service or in connection with the Agreement.
- “Waste” is the waste transferred to us which is described and identified in the current Transfer Note and in relation to which we have agreed to provide the Service excluding Excluded Waste.
- “Waste Information” is the waste information (including the description, waste classification, and other waste information prescribed by Law) provided by you and set out in the Transfer Note.
- “Welcome Pack” is the welcome pack sent by us to you setting out your waste collection details and guidance on acceptable materials.
- “We”, “we” is Circulai Ltd. (company registration number [Insert Registration Number]) (and “us” or “our” shall be interpreted accordingly).