2011-184 - Laserfiche WebLink

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STANDARD TERMS — 2011 1 . Applicable Terms . These terms govern the Service Agreement on the reverse side or attached hereto and FCC Environmental LLC (the "Company") associated proposal , quotation, or acknowledgment ("Company' s Documentation") , Whether these terms are included in an offer or an acceptance by Company, such' offer or acceptance is conditioned on Customer' s assent to these terms . Company rejects all additional or different terms in any of Customer' s forms or documents. Notwithstanding the foregoing, in the event the Company and Customer have duly executed a form of master agreement specifically covering the services contemplated by this Agreement, this Agreement shall only apply to the extent it does not conflict with the terns of such master agreement. This proposal / Agreement shall remain valid for thirty days from the date of issue for Customer' s acceptance and acceptance by Company. 2. Payment For Billable Services. Customer shall pay Company the full service fee as set forth in Company' s Documentation. Unless Company ' s Documentation provides otherwise, all taxes, duties or other governmental charges relating to the services provided shall be paid by Customer. If Company is required to pay any such charges, Customer shall immediately reimburse Company. All payments are due within 30 days after receipt of invoice. Customer shall be charged the lower of 1 '''/% interest per month or the maximum legal rate on all amounts not received by the due date and shall pay all of Company' s reasonable costs (including attorneys' fees) of collecting amounts due but unpaid. All orders are subject to credit approval . 3 . Scope of Services and Exclusivity. 3 . 1 Company shall provide the services specifically described in Company' s Documentation during normal business hours, unless otherwise specified in Company' s Documentation . Services requested or required by the Customer outside of these hours will be charged at Company' s then current schedule of rates including overtime charges, if applicable, and will be in addition to the charges outlined in Company' s Documentation . Where the Customer requests additional Services which are outside of the scope of work itemized in Company' s Documentation, Company shall provide those services at its standard time and material rates and pursuant to its standard terms and conditions then in effect, unless Company agrees otherwise in writing. 3 .2 This Agreement covers all locations, accounts, address' s or tank locations referenced in the Customer / Site section in this document, and includes any attachments referenced in the Customer / Site section in this document. Customer must provide Company ' s vehicles with at least 30 feet of clear access to tanks at the time of collection. Failure to do so can result in a missed collection service, or additional charges . Tanks, drums, or other vessels must have a minimum opening of 2 inches in diameter. Customer will ensure that all areas of its premises where the Company ' s employees will be working ("Work Areas"), and all areas required to be traversed in order to access the Work Areas, are in safe condition for said employees to work and in full compliance with applicable health , safety, and environmental laws and regulations 3 .3 (Applicable for Parts Cleaner Services) Company will provide service to keep all parts cleaners leased by the Customer from the Company in good working order from the date of installation. The service provided includes preventative maintenance based upon the specific needs of the equipment as determined by the Company service representative and includes unscheduled on call remedial maintenance . Service will also include replacement of parts as deemed necessary by Company. The cost of parts cleaner equipment, replacement parts and associated replacement part labor is not included in service. In the event unscheduled maintenance is necessary Company agrees to respond to the call for service within two (2) business days of receiving telephonic notice of the request for service; or in the alternative, to provide a replacement unit or units for the Customer' s use. In the event Company fails to respond to a call for service within the time set forth above, Company will provide the requested service without charge to the Customer. 3 A By signing this Agreement Customer agrees to exclusively use Company' s services specifically described in Company' s Documentation throughout the term of this agreement. Customer acknowledges that Company ' s commitment of the Agreement Rate, if any, for used oil pursuant to this Agreement is based upon Customer' s commitment to (i) provide the Annual Gallons set forth in the Agreement and ( ii) exclusively use Company for the collection of used oil throughout the term of this Agreement. 4. Ownership of Materials. All devices, equipment (other than the Goods), designs (including drawings, plans and specifications), estimates, prices, notes, electronic data and other documents or information prepared or disclosed by Company in connection with services provided , and all related intellectual property rights (including without limitation those associated with the Goods), shall remain Company' s property. Company grants Customer a non-exclusive, non-transferable license to facilitate Customer' s use of the Goods supplied and the equipment serviced . Customer shall not disclose any such material to third parties without Company' s prior written consent. 2