As a customer of Waste Free Systems, you agree to be bound by the following terms and conditions of this service agreement.

Agreement to Provide Equipment and Services

1. BETWEEN
WFS Recycling Pty Ltd, trading as Waste Free Systems (WFS) ABN 23690316726

AND (“Customer”, “You/Your”)

(hereinafter referred to collectively as 'the Parties')

2. RECITALS

1. By accepting this Service Agreement, WFS agrees to provide to Customer with suitable waste bins for the purpose of collection and repurposing of Business Waste Materials, and to provide you with Training and Promotional Material.

2. By accepting this Service Agreement, and in exchange for the goods and services supplied by WFS, you agree to pay by Direct Debit a weekly "Recycle Fee", inclusive of GST, as determined by and agreed to in the accepted Quote.

3. DEFINITIONS

1. WFS means WFS Recycling Pty Ltd trading as Waste Free Systems (ABN  23690316726) and any of its employees or authorised representatives.

2. Account means the bank account or credit card details Customer provides to our secure payment provider.

3. Training means the training and instruction given to Customer on the proper use of the WFS system and collection bins which WFS will provide to Customer staff.

4. Business Waste Materials are strictly defined by this agreement as: All materials used in the course of running of Customer’s primary business.

5. Bins means Business Waste Material disposal bins, strictly for internal use.

6. Outside Bins means the external bins into which the Bins are emptied of their Business Waste Materials.

7. Secure Payment Provider means the 3rd party service WFS engages to process all Customer payments securely. WFS retains full rights over which 3rd party provider to work with, and will do so based on providing the appropriate level of security.

8. Quote means the pricing given by WFS to Customer for the service, including any variations made to that pricing during the normal course of business via written notice.

4. SUPPLY OF BINS

1. WFS will provide Customer with Bins which are strictly for interior use and the collection of Business Waste Materials. WFS will also provide Outside Bins which are to be accessible for WFS driver collection without interference or the need for Customer to provide access, unless otherwise agreed to by Parties. The Bins and Outside Bins we supply to Customer are serialised and recorded in our customer systems.

2. The Bins and Outside Bins shall remain the property of WFS and are supplied to Customer for the exclusive use in accordance with the terms and conditions of this Agreement.

3. Customer may not use any other waste disposal bins for a similar purpose from an alternate supplier during the term of this Agreement, or use WFS supplied Bins and Outside Bins for purposes other than the service provided by WFS.

4. WFS will provide appropriate training for customer staff on the use of the Bins and the handling of Business Waste Materials in line with the needs of the service.

5. RECYCLE FEE

1. Customer will pay to WFS the Recycle Fee, as agreed to in the accepted Quote. .

2. This payment shall be made weekly and by direct debit arrangement only.

3. The minimum Agreement Term is 12 months unless otherwise agreed to by WFS. At the end of the Term, unless action is taken under the Termination clause, this Agreement will automatically roll over into a subsequent Annual Term.

4. By entering into this Agreement you authorise WFS, via Secure Payment Provider, to make direct debits from your Account only in accordance with this Agreement and you warrant that at all relevant times your Account shall have sufficient funds to service this Agreement.

5. WFS and Secure Payment Provider will notify Customer should a direct debit fee payment under this Agreement not be successful.

6. WFS will notify Customer at least 30 days in advance of any proposed change to the Recycle Fee.

6. TERMINATION

1. Customer may terminate this Agreement after the end of their current term, by providing WFS with written notice at a time of no less than 30 days before the next date that Customer's last fee payment is due under the current term.

2. Early termination before the end of Agreement Term requires 30 days notice and will incur a final payment equal to the value of the remaining time in current term.

3. Upon Termination of this Agreement, Customer must permit, allow, facilitate and do all things necessary to enable WFS to collect all Bins and Promotional Material and any intellectual property provided to you in the course of, or ancillary to, this Agreement.

7. LIABILITY AND INDEMNITY

7.1 Limitation of Liability

1. To the maximum extent permitted by law, Waste Free Systems is not liable to the Customer for any loss, damage, cost, or expense (whether direct, indirect, incidental, special, or consequential) arising out of or in connection with:

   1. delays or interruptions in collection or processing of materials;

   2. contamination of materials by the Customer or third parties;

   3. changes in the availability of recycling or processing facilities; or

   4. disposal outcomes that are outside Waste Free Systems’ reasonable control.

2. Nothing in this Agreement excludes, restricts, or modifies any guarantee, condition, warranty, right, or remedy implied or imposed by the Australian Consumer Law or any other applicable law which cannot lawfully be excluded or limited.

3. Where liability under such laws cannot be excluded but may be limited, Waste Free Systems’ liability is limited, at its option, to:

   1. resupplying the Services; or

   2. paying the cost of having the Services resupplied.

4. In all other cases, Waste Free Systems’ total aggregate liability to the Customer in connection with this Agreement will not exceed the total fees paid by the Customer for the Services in the 12 months immediately preceding the event giving rise to the liability.

7.2 Indemnity

1. The Customer indemnifies and must keep indemnified Waste Free Systems, its employees, contractors, and agents (those indemnified) from and against all loss, damage, liability, cost, expense, or claim (including legal costs on a full indemnity basis) suffered or incurred by any of those indemnified arising directly or indirectly from:

   1. the Customer’s breach of this Agreement;

   2. contamination of materials by the Customer or its personnel;

   3. the disposal of hazardous, prohibited, or unsafe materials by the Customer;

   4. any claim by a third party in connection with the Services, to the extent caused or contributed to by the Customer; or

   5. the Customer’s negligence, fraud, or wilful misconduct.

2. This indemnity does not apply to the extent that the loss, damage, liability, cost, expense, or claim is caused by Waste Free Systems’ negligence, fraud, or wilful misconduct.

8. GOVERNING LAW

This Agreement is governed by the laws of Queensland, Australia. Each party irrevocably submits to the non-exclusive jurisdiction of the courts of Queensland and the Commonwealth of Australia in respect of any proceedings arising out of or in connection with this Agreement.

9. ASSIGNMENT

WFS may assign, transfer, or novate its rights and obligations under this Agreement, in whole or in part, to any person or entity that agrees to perform the Services on the same terms and conditions. Customer's rights and obligations under this Agreement will not be affected by any such assignment, transfer, or novation.