Commercial Rental and Services Terms and Conditions
Dumpsters.com, LLC, an Ohio, U.S.A. limited liability company, including its affiliates and subsidiaries (“Company”), agrees to rent certain dumpster equipment (“Equipment”) to customer (“Customer”) and provide and/or have provided certain waste removal Services (as defined herein) on the basis of the terms and conditions as stated in the Commercial Rental and Services Agreement between Company and Customer (“Rental Agreement”), and as set forth in these Commercial Rental and Services Terms and Conditions (“Terms and Conditions”). Except as specifically set forth herein, or as otherwise communicated by Company to Customer, the following Terms and Conditions, including the Rental Documents (as defined herein) shall apply to and govern both commercial and residential rentals.
1. Acceptance; Contract Formation. This transaction, including Company’s rental of the Equipment to Customer and Company’s provision of the Services to Customer, is expressly limited to and made conditional upon Customer’s assent to and acceptance of all the terms and conditions contained herein and as set forth in any related rental document, including, but not limited to any quotation, proposal, Rental Agreement, acknowledgment and/or invoice (collectively referred to hereinafter as the “Rental Documents”). These Terms and conditions stated herein shall apply to and govern all Rental Documents, including any agreement, order and/or rental that may result herefrom, and these terms and conditions, along with the Rental Documents, constitute the entire agreement between Company and Customer. Any of Customer’s terms contained in any request for quotation, purchase order, release, 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.
2. Ordering Process. Company intakes and processes all Equipment rental and Services orders either via telephone or via our website which is located at www.dumpsters.com (the “Website”). Customer acknowledges and agrees that upon Customer’s placement of an order for a rental of Equipment and/or an order for the Services (either via telephone or via the Website), and Company’s acceptance of such order, then a binding and enforceable rental agreement shall exist between Company and Customer based upon these terms and conditions, as well any applicable Rental Documents. 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 pick-up of the Equipment (in accordance with the terms of Section 4 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.
3. Term of Agreement. Except as otherwise stated on the face-page of the Rental Agreement or as otherwise mutually agreed in writing between the parties, the Term of the Rental Agreement between Company and Customer shall be for a period of one (1) year from the start date as set forth on the face-page of the Rental Agreement (the “Initial Term”). Upon the expiration of the Initial Term, the Rental Agreement will automatically renew for successive and consecutive one (1) year terms (each a “Renewal Term”) unless either party gives the other party written notice to non-renew the Rental Agreement at least thirty (30) days prior to the expiration of the Initial Term. Notwithstanding the foregoing, during any Renewal Term, either party may terminate the Rental Agreement upon thirty (30) days prior written notice to the other party.
4. Delivery and Pick Up of Equipment. Company will use commercially reasonable efforts to ensure timely delivery and pick up of Equipment; provided that, due to circumstances beyond our control, including, but not limited to, inclement weather, hazardous roads and/or driving conditions, traffic delays, motor vehicle accidents, delays at landfills and equipment failure, we cannot and do not 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. Upon the delivery of the Equipment to the location as designated on the face-page of the Rental Agreement, 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 Company attempts to deliver or pick-up Equipment and is unable to do so for any reason beyond Company’s control, then Company shall be entitled to a Dry-Run inconvenience fee (as defined herein). Customer acknowledges and agrees that the Equipment must be placed on a firm and stable surface. The placement location must be easily accessed for the purpose of Company’s continuing performance of the Services, and be free of ground or overhead obstructions. In addition, the area surrounding the Equipment must also be clear of any ice or snow. Customer further acknowledges that the Equipment cannot be placed or located on streets or roadways. The location and placement of the Equipment is the sole responsibility of the Customer. In the event that a relocation of the Equipment is required in order to comply with applicable laws and regulations and/or to allow Company to perform the Services, then a relocation charge may be assessed by Company within the discretion of Company. Customer shall be solely responsible for 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. In the event of Customer’s violation and/or breach of the terms of the Rental Agreement (including these Terms and Conditions), Company may, within Company’s sole discretion and without prior notice to Customer and without any liability to Customer, pick-up the Equipment. In addition, Company may 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.
5. Waste Removal Services. Subject to the restrictions relating to Prohibited Substances (as defined herein), throughout the Term of the Rental Agreement, Company shall via Company’s subcontractors and via third-parties, use commercially reasonably efforts to arrange for the removal of waste materials (as defined herein) contained in the Equipment located at Customer’s location (the “Services). Subject to the terms of the Rental Agreement (including these Terms and Conditions), the waste materials contained in the Equipment shall be removed from Customer’s location at the frequency and/or on the days and times as set forth on the face-page of the Rental Agreement. In the event that Company (including its subcontractors) attempts to remove the waste materials on a scheduled pick-up day (in accordance with the terms stated on the face-page of the Rental Agreement) and is unable to do so for any reason beyond Company’s control including, but not limited to, overloaded Equipment, low lying power lines or tree branches, blocked access to the delivery or pick-up 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 a “Dry-Run”), then Company shall be entitled to charge Customer and receive from Customer a Dry-Run inconvenience fee (“Dry-Run Fee”). The standard Dry-Run Fee is $150.00; 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 Fee in order to recoup any such charges, fees, fines, penalties, costs and/or expenses.
6. Payment Terms. In addition to Customer’s initial payment to Company which shall consist of the applicable fees for the first month of Service plus a security deposit in the amount as stated on the face-page of the Rental Agreement (the “Deposit”), on a monthly basis throughout the Term of the Rental Agreement, Customer shall pay Company the monthly Services fees as stated on the face-page of the Rental Agreement. During the Initial Term, Company shall not increase the applicable monthly Service fees; provided that, upon the expiration of the Initial Term and during the Renewal Term, Company may increase the monthly Service fees charged to Customer from time to time within the sole discretion of Company upon notice to Customer. Except as otherwise mutually agreed in writing between Customer and Company, Customer will pay Company the initial fee (including the Deposit) and all recurring monthly Service fees via credit card payment. Customer hereby expressly authorizes Company to retain Customer’s credit card information and charge Customer’s credit card on a monthly basis for rental fees and all other fees and charges to which Company is entitled hereunder, including, without limitation, any Dry-Run Fees, cancellation fees (as stated in Section 7 below), Overload Expenses (as defined herein), Losses (as defined herein), and any other charges, fees, fines, penalties, costs and/or expenses which Company incurs as a result of Customer’s breach of the terms of the Rental Agreement or to which Company is entitled to charge Customer in accordance with the terms of the Rental Agreement, the Rental Documents and/or these Terms and Conditions. Customer acknowledges and agrees that such credit card authorization shall remain valid and in full force and effect throughout the entire Term of the Rental Agreement (including the Initial Term and any Renewal Term) and for a period of time not to exceed 120 days beyond the date of termination of the Rental Agreement. If, at any time during the Term of the Rental Agreement 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 Rental Agreement, 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. Customer acknowledges and agrees that upon termination of the Rental Agreement, for any reason, Company may apply the Deposit to the last month’s Services fees and/or to any outstanding charges that Customer owes to Company at the time of termination of the Rental Agreement.
7. Cancellation and Cancellation Fees. In the event that Customer terminates the Rental Agreement prior to the expiration of the Initial Term or if Customer terminates the Rental Agreement during a Renewal Term and fails to provide Company with the requisite notice as stated in Section 3 above, then, in addition to retention of the Deposit, Company shall be entitled to charge Customer all of the following fees and amounts: (a) an early termination fee in the amount of $150.00; (b) an Equipment pick-up charge in the amount of $100.00; and (c) any other charges, fees, fines, penalties, costs and/or expenses owed by Customer to Company pursuant to the terms of the Rental Agreement, these Terms and Conditions and/or the Rental Documents. Any cancellation fees to which Company is entitled pursuant to this Section 7 may be charged to Customer’s credit card in accordance with the provisions of Section 6 above.
8. Weight Restrictions and Overload 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 any 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 “Overload Expenses”). In the event that Company incurs any Overload 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 Overload Expenses to Company), Customer will pay Company a fee not to exceed the amount of $125.00 per ton in excess of the applicable weight restriction for the Equipment (“Overload Fee”), as determined within the sole discretion of Company. Customer acknowledges and agrees that all Overload Expenses and Overload Fees assessed by Company against Customer may be charged to Customer’s credit card in accordance with the provisions of Section 6 above.
9. 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 represents 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 pick-up the Equipment without prior notice to Customer and without any liability to Customer.
10. Prohibited Substances. 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 (“Prohibited Substances”). Prohibited Substances include, without limitation, tires, batteries, appliances, tree stumps, railroad ties, chemically treated lumber, paints and lacquers, motor oil, oils, fuels, liquid chemicals, asbestos, roofing, concrete, brick, block, asphalt, dirt, infectious waste, contaminated soils and absorbents, inks and resins, industrial drums, water heaters and water tanks, food waste, adhesives, refrigerants and other toxic and/or hazardous materials and substances. A non-exclusive list of certain Prohibited Substances is available on the Website for Customer’s review. Customer acknowledges and agrees that Customer is solely and exclusively responsible for complying with all applicable laws relating to Prohibited Substances, and Customer shall be liable for any charges, expenses, damages, losses, fines and/or penalties (including, but not limited to traffic fines and penalties) relating to the storage and/or transportation of Prohibited Substances in the Equipment.
11. Indemnification. Customer agrees to indemnify, defend and hold harmless Company, including its officers, directors, members, employees, agents, affiliates, subsidiaries, successors and assigns 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) Overload Expenses; (b) Customer’s failure to obtain and/or maintain any required Permit; (c) Customer’s use or storage of Prohibited Substances in the Equipment; (d) loss or theft of the Equipment; (e) damage and/or destruction of the Equipment during the applicable rental 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, septic systems and/or underground utilities caused by the Equipment; (h) Customer’s breach of the these terms and conditions or the terms of any of the Rental Documents; 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.
12. Waiver; Limitation of Liability and Disclaimer of Warranties. EXCEPT IN THE EVENT OF THE GROSS NEGLIGENCE OR INTENTIONAL MISCONDUCT OF COMPANY, CUSTOMER HEREBY WAIVES ANY AND ALL CLAIMS AND LOSSES AGAINST COMPANY RELATING TO OR ARISING FROM CUSTOMER’S RENTAL OF THE EQUIPMENT AND/OR COMPANY’S PERFORMANCE UNDER THE RENTAL DOCUMENTS, INCLUDING, BUT NOT LIMITED TO, ANY DAMAGE TO CUSTOMER’S PROPERTY, PAVEMENT, CURBING, DRIVEWAYS, WALKWAYS, LANDSCAPING, LAWN, WELLS, IRRIGATION SYSTEMS, SEPTIC SYTEMS AND/OR UNDERGROUND UTILITIES RELATED TO OR ARISING FROM THE STORAGE OR TRANSPORT OF THE EQUIPMENT IN OR ON CUSTOMER’S PROPERTY, INCLUDING, WITHOUT LIMITATION, ANY DAMAGE TO CUSTOMER’S PROPERTY FROM LEAKS OR STAINS RELATING TO CUSTOMER’S USE OF THE RENTAL EQUIPMENT. THE RENTAL EQUIPMENT SHALL BE PROVIDED ON AN “AS-IS” BASIS, AND DUMPSTERS.COM MAKES 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 YOUR REQUIREMENTS.
13. Governing Law; Severability. Any and all disputes arising from or in connection with the Equipment and/or the Services, including, without limitation, the Rental Agreement, these Terms and Conditions, the Rental Documents and/or Customer’s possession and use of the Equipment or Company’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.
14. Jurisdiction and Venue. Any action arising from or in connection with the Equipment and/or the Services, including, without limitation, the Rental Agreement, these Terms and Conditions, the Rental Documents and/or Customer’s possession and use of the Equipment or Company’s performance of the Services, shall be commenced and prosecuted in the Court of Common Pleas of Cuyahoga County, Ohio, U.S.A., or in the United States Federal District Court for the Northern District of Ohio, Eastern Division. Customer hereby consents to the exclusive jurisdiction and venue of the Court of Common Pleas of Cuyahoga County, Ohio, U.S.A., or in the United States Federal District Court for the Northern District of Ohio, Eastern Division and Customer hereby waives any objection or defense based on improper jurisdiction and/or forum non-convenience.
15. Assignment. Neither the Rental Agreement (including the Rental Documents), 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.
16. Reservation of Rights. Company expressly reserves all rights and remedies which are available to it at law or in equity.