PLEASE READ THE FOLLOWING AGREEMENT CAREFULLY BEFORE CLICKING THE “I ACCEPT” BUTTON. THIS SERVICE AGREEMENT (THE “AGREEMENT”) IS BETWEEN SOL METALS AND PAPER RECYCLING LTD (“SOL”), AND THE CUSTOMER IDENTIFIED IN THE ACCOUNT REGISTRATION PROCESS (THE “CUSTOMER”). SOL and Customer are sometimes referred to together as the “Parties” and individually as a “Party”.
BY CLICKING THE “I ACCEPT” BUTTON, OR BY RECEVING THE MANAGEMENT SERVICES (WHICHEVER OCCURS FIRST, THE “EFFECTIVE DATE” OF THIS AGREEMENT), CUSTOMER AGREES TO BE BOUND BY THE TERMS OF THIS AGREEMENT AND REPRESENTS AND WARRANTS TO SOL THAT IT HAS READ THIS AGREEMENT AND UNDERSTANDS IT. THE INDIVIDUAL CLICKING “I ACCEPT” BELOW AND CONSENTING TO THIS AGREEMENT REPRESENTS AND WARRANTS THAT HE/SHE IS AT LEAST 18 YEARS OF AGE, AND THAT HE/SHE HAS FULL LEGAL AUTHORITY TO BIND THE CUSTOMER TO THIS AGREEMENT.
The terms of this Agreement may be amended, supplemented or modified at any time by SOL, in its sole discretion, effective as follows: (a) SOL will post the revised version of this Agreement on the SOL website located at WWW.SOLRECYCLING.COM in the SOL WEBISTE and update the “Last Updated” date set forth above; (b) SOL will implement an acceptance process requiring Customer to click “I Accept” to the amended, supplemented or modified Agreement; or (c) SOL may provide such other notice as SOL may elect in its sole discretion (in each case, a “SOL Amendment”). If any future SOL Amendments implemented pursuant to subsections (a) or (c) above are unacceptable to Customer or cause Customer to no longer be in compliance with this Agreement, Customer may terminate this Agreement in accordance with Section 6(c) below. As applicable, Customer’s (i) continued receipt of the Management Services following the implementation by SOL of changes to this Agreement (as described above), (ii) failure to terminate this Agreement in accordance with Section 6(c), or (iii) clicking “I Accept” to the amended, supplemented or modified Agreement, shall conclusively demonstrate Customer’s consent to the SOL Amendment (in either event, the “Amendment Effective Date”). Except as set forth in this Section 1, no amendment to or modification of this Agreement is effective unless it is in writing and signed by an authorized representative of each Party.
2. Account Registration
Receipt and use of the Management Services requires Customer’s advanced account registration on the SOL website located at WWW.SOLRECYCLING.COM. During the account registration process Customer must specify (a) its contact and address information; (b) the date it would like the Management Services to begin (the “Service Start Date”); (c) its waste and recycling needs; and (d) such other information as SOL may require (collectively, the “Service Details”). Customer must also consent to the Letter of Authorization (the “Letter of Authorization”). Customer agrees that it must complete the Service Details and the Letter of Authorization (if applicable) and register with SOL prior to clicking the “I ACCEPT” button, and prior to receipt and use of the Management Services. Otherwise Customer will not be able to receive and use the Management Services. If Customer receives Management Services without clicking the “I ACCEPT” button this Agreement shall nonetheless govern Customers receipt of the Management Services and Customer’s relationship with SOL. The Service Details and the Letter of Authorization are incorporated by reference into this Agreement and governed hereby. Customer agrees to keep the account registration information in the Service Details accurate and complete and promptly update its account registration data with SOL as necessary to keep it accurate, current and complete.
SOL is in the business of providing technology, management, collection and disposal services for waste and recyclable materials. SOL agrees to furnish Customer with the waste and recycling management services specified in the Service Details (the “Management Services”). As part of the Management Services, Customer’s waste and recyclable materials (the “Waste and Recyclable Materials”) will be collected and disposed of (the “Collection Services”) by SOL network of third party, independent haulers (the “Haulers”).
4. Management Services.
- a. AGENCY. CUSTOMER HEREBY AUTHORIZES SOL, AS ITS AGENT, TO MANAGE AND OVERSEE ALL WASTE AND RECYCLING SERVICES ON ITS BEHALF. NOTWITHSTANDING THE FOREGOING, CUSTOMER REMAINS SOLELY RESPONSIBLE FOR THE PAYMENT OF ANY PAST DUE AMOUNTS ACCRUED AS OF THE DATE HEREOF.
- b. Haulers. Customer agrees to deliver to SOL’s Haulers all Waste and Recycling Materials, in accordance with this Agreement. SOL shall select the Hauler(s) to provide Customer with the Collection Services. The particular Hauler(s) selected shall be at SOL’s sole discretion. Customer hereby acknowledges and agrees that all Haulers and their respective employees are independent contractors, and not employees, of SOL.
- c. Single Point of Contact. SOL will act as the single point of contact between Customer and the Haulers. In providing the Management Services, SOL will make the arrangements necessary for the provision of the Collection Services, including without limitation, scheduling and routing, using SOL’s network of Haulers. Customer agrees to contact SOL, and not the Haulers, regarding any hauling, billing, or other issues. SOL will provide Customer with Customer Advocates to monitor Customer’s waste streams in order to assess the timeliness and the efficiency of the Collection Services.
d. Software platform. During the Agreement Term, Customer will have access to SOL’s customer software platform (the “Software Platform”). Customer’s access and use of the Software Platform is governed by this Agreement and such other terms and conditions as SOL may implement from time to time with respect to Customer’s access and use of the Software Platform.
i. License to Use Software Platform. Subject to Customer’s compliance with this Agreement, SOL hereby grants Customer a limited, non-exclusive, non-sublicensable, revocable, non-transferrable right and license during the Agreement Term to access and use the Software Platform solely in connection with the Management Services. The Software Platform, including without limitation all text, articles, names, logos, images, illustrations, designs, icons, photographs, characters, video clips and written and other materials that appear in the Software Platform (collectively, the “Content”) are and shall remain SOL’s and SOL’s licensors’ property and are protected by copyright and other laws. The only rights and licenses Customer receive in connection with the Software Platform are the rights expressly granted in this Agreement. SOL is not responsible for any third-party Content that is available through the Software Platform.
ii. License to Use Waste and Recycling Data. The Software Platform uses waste and recycling data provided by or collected from Customer during the Agreement Term (the “Waste and Recycling Data”). To the extent that Customer has any rights in or to the Waste and Recycling Data, Customer unconditionally grants SOL a worldwide, perpetual, irrevocable, royalty-free, fully paid, exclusive, sublicensable and transferrable right and license to use, commercially exploit, publish, reproduce, adapt, create derivative works, publicly display, publicly perform and otherwise use all Waste and Recycling Data.
iii. Restrictions. Customer may not: (A) remove any copyright, trademark or other proprietary notices from any portion of the Software Platform; (B) reproduce, modify, prepare derivative works based upon, distribute, license, lease, sell, resell, transfer, publicly display, publicly perform, transmit, stream, broadcast or otherwise exploit the Software Platform except as expressly permitted by SOL; (C) decompile, reverse engineer or disassemble the Software Platform except as may be permitted by applicable law; (D) link to, mirror or frame any portion of the Software Platform; (E) cause or launch any programs or scripts for the purpose of scraping, indexing, surveying or otherwise data mining any portion of the Software Platform or unduly burdening or hindering the operation and/or functionality of any aspect of the Software Platform; or (F) attempt to gain unauthorized access to or impair any aspect of the Software Platform or its related systems or networks to which Customer does not have access, including other customers’ accounts or information.
e. Title to Waste and Recyclable Materials. Title to Waste and Recyclable Materials shall, at the time of collection, transfer directly from Customer to the Haulers or vendors identified by SOL; provided, however, that at SOL’s option, title to approved Recyclable Materials shall, at the time of collection, pass directly from Customer to SOL. Notwithstanding anything to the contrary in this Agreement, title to and liability for Prohibited Materials shall at all times remain with Customer, and SOL shall not be deemed to own, generate, possess or control, and shall not be liable to Customer or any third party regarding any (i) Prohibited Materials, or (ii) Waste and Recyclable Materials for which SOL has not expressly accepted title in writing.
Customer agrees to pay for all amounts due to SOL for services rendered. In addition, customer shall pay SOL $250, per instance, for and “Dry Run Service”, i.e., any instance in which the hauler attempts to provide service to the customer but is unable to do so through no fault of the hauler.
6. Term and Termination
- a. Term. The term of this Agreement begins on the Requested Service Date and ends on the pickup date for each service rendered.
- b. Termination for convenience by SOL. SOL, in its sole discretion, may terminate this Agreement at any time by providing three (3) days prior written notice to Customer.
- c. Termination by Customer. Termination must occur before the Requested Service Date. Once service equipment is delivered, the contract cannot be cancelled.
- d. Termination for Material Breach. Either Party may terminate this Agreement upon written notice, without prejudice to any other right or remedy, if the other Party breaches this Agreement and either the breach cannot be cured or, if the breach can be cured, it is not cured by the breaching Party within 7 days after the breaching party’s receipt of written notice of the breach.
- e. Termination for Event of Insolvency. Either Party may immediately terminate this Agreement, without prejudice to any other right or remedy, if the other Party (i) becomes insolvent, (ii) is generally unable to pay, or fails to pay its debts as they become due, (iii) files, or has filed against it, a petition for voluntary or involuntary bankruptcy or pursuant to any other insolvency law, (iv) makes or seeks to make a general assignment for the benefit of its creditors, or (v) is appointed a trustee, receiver or custodian on account of such Party’s insolvency.
7. Customer Obligations
Customer Obligations with regard to Environmental Laws and Prohibited Materials.In using the Management Services, Customer represents, warrants and covenants to SOL that: (i) Customer is providing and will provide only Accepted Materials for collection, (ii) Customer is not providing and will not provide Prohibited Materials for collection; and (iii) Customer is and will remain in compliance with all Environmental Laws. Customer acknowledges and agrees that SOL may, from time to time, supplement, modify or otherwise change its customer policies with regard to what constitutes Acceptable Materials, Recyclable Materials and/or Prohibited Materials. Customer agrees to periodically check SOL’s website at WWW.SOLRECYCLING.COM, for any such changes and to comply with any such changes. For purposes of this Agreement, those changes shall be deemed effective and incorporated into this Agreement thirty (30) days after posting on SOL’s website. As used in this Agreement, the following terms shall have the following meanings:
- a. “Accepted Material” means non-hazardous solid Waste and Recyclable Materials. Accepted Material specifically excludes Prohibited Materials.
- b. “Alternative Material” as defined in this Agreement means used tires, construction and demolition (C&D) materials, and materials recognized as “universal waste” or as “special waste” under Environmental Law.
- c. “Environmental Law” means all applicable federal, provincial and local laws and regulations and common law concerning solid or hazardous waste, toxic or hazardous substances or materials, pollution, or protection of human health and safety or the environment, that is or potentially may be infectious, biohazardous, biomedical, or any other “medical” or similar waste regulated under any Environmental Laws, including without limitation: medical wastes requiring treatment prior to disposal, “red bag” medical waste, blood-soaked bandages, culture dishes and other glassware, discarded surgical gloves, discarded surgical instruments, discarded needles (e.g., medical sharps), cultures, stocks, swabs used to inoculate cultures, removed body organs, and discarded lancets. For avoidance of doubt, Medical Waste is a Prohibited Material under this Agreement.
- e. “Prohibited Material” means: (a) any Alternative Materials not expressly approved in writing by SOL, and (b) any materials or substances that are hazardous, toxic, explosive, flammable, radioactive, infectious, or which cannot lawfully be disposed of in a “Subtitle D” landfill, including without limitation, (i) any material considered a “hazardous waste” , (ii) PCBs, (iii) asbestos, (iv) diesel fuel, gasoline, or other petroleum products or hydrocarbons, (v) Medical Waste, medications or pharmaceuticals, (vi) any other material or substance that is hazardous or toxic, and which would form the basis of any claim, under any Environmental Laws, and (vii) any waste and recycling materials contaminated by, mixed with or containing Prohibited Materials ; and (c) solely for the purposes of organics disposal, any material identified in the Prohibited Organics Material Sheet, which shall be provided to Customer at the start of service and may be updated from time to time, as well as any other material improperly placed in an organics disposal container and that is prohibited by applicable law.
f. “Recyclable Material” means approved materials that can be recycled or recovered, and are not intended for disposal, provided further, however, such term specifically excludes Prohibited Materials.
8. Compliance with Laws
Subject to the limitations set forth in this Agreement, SOL shall, and shall require its Haulers to, comply with all local, state and federal laws, regulations and ordinances applicable to the performance of Management Services and Collection Services and procure and maintain all licenses and permits required by government authorities. Customer shall be responsible for (a) properly identifying all Waste and Recyclable Materials to be handled by SOL and its Haulers hereunder; and (b) comply with all applicable local, state and federal laws, regulations and ordinances related to the Management Services and Collection Services, including all Environmental Laws.
9. Limited Warranty
THE MANAGEMENT SERVICES, COLLECTION SERVICES, AND ANY OTHER SERVICES PROVIDED BY SOL HEREUNDER ARE PROVIDED “AS IS” ON AN “AS AVAILABLE” BASIS. SOL DISCLAIMS ALL REPRESENTATIONS AND WARRANTIES, EXPRESS, IMPLIED OR STATUTORY, INCLUDING THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. IN ADDITION, SOL MAKES NO REPRESENTATION, WARRANTY OR GUARANTEE REGARDING THE RELIABILITY, TIMELINESS, QUALITY OR AVAILABILITY OF THE MANAGEMENT SERVICES, ANY COLLECTION SERVICES REQUESTED THROUGH THE MANAGEMENT SERVICES, OR ANY OTHER SERVICES PROVIDED BY SOL HEREUNDER. SOL DOES NOT GUARANTEE THE QUALITY, SUITABILITY, SAFETY OR ABILITY OF THE HAULERS.
10. Limitation of Liability
- a. Haulers. SOL shall not be liable for damages from any cause whatsoever, regardless of the form of action, whether in contract or in tort, including negligence, strict liability, personal injury, real or personal property damage or otherwise, arising from or relating in any manner to any action or failure to act on the part of a Hauler, except to the extent those damages arise solely and directly out of SOL’s provision of the Management Services or its management of the Collection Services.
- b. Exclusion of Damages. IN NO EVENT SHALL SOL OR ANY OF ITS AFFILIATES OR THEIR RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES, SHAREHOLDERS, AGENTS OR REPRESENTATIVES BE LIABLE TO CUSTOMER OR ANY OTHER PERSON OR ENTITY FOR ANY INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE OR CONSEQUENTIAL DAMAGES (INCLUDING WITHOUT LIMITATION, LOSS OF GOODWILL OR BUSINESS PROFITS, WORK STOPPAGE, DATA LOSS, OR COMPUTER FAILURE, DELAY OR MALFUNCTION), EVEN IF SOL HAS BEEN ADVISED OF THE POSSIBILITY OR LIKELIHOOD OF SUCH DAMAGES.
- c. Limitation of Liability SOL TOTAL AGGREGATE LIABILITY TO CUSTOMER OR ANY OTHER PERSON OR ENTITY FOR ANY AND ALL CLAIMS AND DAMAGES ARISING FROM OR OUT OF THIS AGREEMENT (WHETHER ARISING UNDER CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY OR OTHERWISE) SHALL IN NO EVENT EXCEED THE TOTAL AMOUNT PAID BY CUSTOMER TO SOL PURSUANT TO THIS AGREEMENT IN THE SIX (6) MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CLAIM.
- d. Exceptions THE FOREGOING LIMITATIONS APPLY TO THE EXTENT PERMITTED BY APPLICABLE LAW.
Notwithstanding anything to the contrary in this Agreement, Customer shall defend, indemnify, and hold harmless SOL and SOL’s employees, agents, representatives, current or future parent, subsidiaries, commonly owned affiliates and advisors including without limitation SOL Global Holdings, LLC (collectively, “SOL Indemnitees”) from and against any and all liabilities arising from or relating to: (a) a breach of this Agreement by Customer or its employees, subcontractors or suppliers, including without limitation any breach or inaccuracy of any representation, covenant or warranty contained herein; (b) Prohibited Materials of or concerning Customer; (c) any violation by Customer or Customer’s employees, subcontractors or suppliers of, or liability under, any Environmental Laws or any other governmental laws, rules, ordinances, or regulations; or (d) any bodily injury, including death, or damage to real property or tangible personal property arising out of any negligence or willful misconduct of Customer or Customer’s employees, subcontractors or suppliers. Customer agrees to promptly notify SOL in writing of any matter covered above and do all things required to protect SOL’s interests. Customer’s indemnity of SOL shall survive the termination or expiration of this Agreement.
12. Confidential Information
SOL and Customer acknowledge and agree that during the Agreement Term, either Party (the “Disclosing Party”) may disclose or make available to the other Party (the “Receiving Party”), non-public proprietary and confidential business information that is of value to its owner and is treated as confidential, which shall expressly include SOL’s pricing methodology under this Agreement (“Confidential Information”). Confidential Information shall not include information that (a) is or becomes generally available to the public other than as a result of the Receiving Party’s breach of this Section 12; (b) is or becomes available to the Receiving Party on a non-confidential basis from a third-party source, provided that such third party is not and was not prohibited from disclosing such Confidential Information; (c) was in the Receiving Party’s possession prior to the Disclosing Party’s disclosure hereunder; or (d) was or is independently developed by Receiving Party without using any Confidential Information. Except as otherwise expressly set forth in this Agreement, the Receiving Party shall hold in confidence and not disclose or use the Confidential Information or any portion of it. The Receiving Party shall protect and prevent the unauthorized use or disclosure of the Confidential Information using the same degree of care, but no less than a reasonable degree of care, as the Receiving Party uses to protect its own confidential information of a like nature. If the Receiving Party is required by applicable law or legal process to disclose any Confidential Information, it shall, prior to making such disclosure, use commercially reasonable efforts to notify the Disclosing Party to afford the Disclosing Party the opportunity to seek a protective order or other remedy. With regard to Confidential Information, the obligations in this Section 12 shall continue for the Agreement Term and for a period of five (5) years thereafter. With regard to trade secrets, the obligations in this Section 12 shall continue for so long as such information constitutes a trade secret under applicable law, but in no event less than the Agreement Term and for a period of five (5) years thereafter.
- a. Governing Law. his Agreement is governed by and construed in accordance with the laws of the province of Ontario, Canada, without regard to any conflicts of laws principles. Each Party hereby waives, to the fullest extent permitted by law, any claim, defense or objection of (i) improper venue, (ii) inconvenient forum, or (iii) lack of personal jurisdiction.
b. Dispute Resolution.
- i. Arbitration. Customer agrees that any dispute, claim or controversy arising out of or relating to this Agreement or the breach, termination, enforcement, interpretation or validity of them or the use or receipt of the Management Services or Collection Services (together, “Disputes”) will be settled by binding arbitration between Customer and SOL, except that SOL retains the right to seek injunctive or other equitable relief in a court of competent jurisdiction to prevent the actual or threatened infringement, misappropriation or violation of its copyrights, trademarks, trade secrets, patents or other intellectual property rights, or the wrongful disclosure of its Confidential Information. CUSTOMER ACKNOWLEDGES AND AGREES THAT CUSTOMER IS WAIVING THE RIGHT TO A TRIAL BY JURY OR TO PARTICIPATE AS A PLAINTIFF OR CLASS IN ANY PURPORTED CLASS ACTION OR REPRESENTATIVE PROCEEDING. Further, unless both Customer and SOL otherwise agree in writing, the arbitrator may not consolidate more than one person’s claims, and may not otherwise preside over any form of any class or representative proceeding.
- c. Equitable Remedies and Specific Performance. Customer acknowledges that each provision of this Agreement providing for the protection of SOL’s or its licensors’ Confidential Information, copyrights, trademarks, trade secrets, patents or other intellectual property rights, is material to this Agreement. Customer acknowledges that any threatened or actual breach of the provisions providing for the protection of SOL’s or its licensors’ Confidential Information, copyrights, trademarks, trade secrets, patents or other intellectual property rights shall constitute immediate and irreparable harm to SOL or its licensors, for which equitable remedies may be awarded by a court of competent jurisdiction. The right to obtain equitable relief shall not limit the right to seek further remedies. Customer hereby waives any right to injunctive relief or rescission and agrees that its sole and exclusive remedy for any breach or alleged breach, termination or cancellation of this Agreement by SOL will be an action for damages and termination of its Management Services hereunder.
- d. Force Majeure. SOL will not be liable to Customer for default in the performance or discharge of any duty or obligation under this Agreement, when caused by acts of God, public enemy, labor disputes and disorders, lockouts, strikes, work stoppages or other difficulties with the work force, fire, floods, windstorms, corruption, earthquakes, tidal waves, tornadoes, hurricanes, civil commotion, closing of the public highways, intentional or malicious acts of third person or any other governmental interference or regulations and other contingencies beyond the reasonable control of SOL.
- e. Notices. Any notices or other communications required or permitted to be given or delivered by SOL under this Agreement shall be undertaken by SOL by any means SOL determines in its discretion to be reasonable including, but not limited to, sending Customer an email notification (in which case the notice or other communication shall be deemed to be given when it is sent) or posting the notices or other communications on SOL’s website located www.solrecycling.com (in which case the notice or other communication shall be deemed to be given when posted on SOL’s website ). Any notices or other communications required or permitted to be given or delivered by Customer under this Agreement shall be in writing and shall be sufficiently given if delivered personally or if delivered by overnight commercial courier or by registered or certified mail, postage prepaid, return receipt requested, to SOL at the following address: 5033 MAINGATE DR MISSISSAUGA ONTARIO CANADA, Attention: General Counsel. Any notice or other communication by Customer shall be deemed to be given when it is personally delivered or as of the date it is delivered by the commercial courier or five (5) days after being mailed by registered or certified mail, as the case may be, as herein specified. Any change of address shall be served by notice pursuant to this Section 13(d).
- f. Complete Agreement. This Agreement, including the Service Details and all Addenda and other attachments and provisions of SOL’s website that are specifically incorporated into this Agreement, is the complete agreement between the Parties with respect to the subject matter of the Agreement, and supersedes any prior and contemporaneous oral or written agreement regarding that subject matter. The Parties acknowledge and agree that (i) if there is any conflict between the terms and conditions of this Agreement and the terms and conditions of any Addendum or other attachment, the terms and conditions of this Agreement shall supersede and control, unless expressly stated otherwise on the Addendum, (ii) if there is a conflict between the terms of this Agreement, any Addendum or other attachment and the provisions of SOL’s website that are specifically incorporated by reference into this Agreement, the provisions on SOL’s website shall supersede and control.
- g. Assignment. Customer may not assign this Agreement, by operation of law or otherwise, without SOL’s prior written consent. SOL may assign this Agreement, without Customer’s consent, to: (i) a subsidiary or affiliate, (ii) an acquirer of SOL’s equity, business or assets; (iii) a successor by merger; or (iv) for the benefit of creditors. Any attempted assignment in violation of this Section 13(g) will be null and void. This Agreement is binding on and inures to the benefit of the Parties to this Agreement and their respective permitted successors and assigns.
- h. Waiver. SOL’s failure to enforce any right or provision in this Agreement will not constitute a waiver of such right or provision unless acknowledged and agreed to by SOL in writing.
- i. Independent Contractor Status. Except as expressly provided under this Agreement, no joint venture, partnership, employment, or agency relationship exists between Customer, SOL or any Hauler as a result of this Agreement or use of the Management Services or Collection Services.
- j. Severability. If any provision in this Agreement is declared invalid by a court of competent jurisdiction, such provision shall be ineffective only to the extent of such invalidity so that the remainder of that provision and all remaining provisions of this Agreement will continue in full force and effect and be enforced to the maximum extent permitted by applicable law.
- k. Counterparts. Customer acknowledges and agrees that this Agreement is being signed electronically and that such electronic signature has the same force and effect as delivery of an original signed copy of this Agreement with a hand written signature.
l. Survival. The preamble and Sections 1, 4(d), 4(e) and 6-13 shall survive this Agreement after the expiration or termination of the Agreement.
I ACKNOWLEDGE THAT I HAVE READ, UNDERSTOOD AND ACCEPT THE SERVICE AGREEMENT. I AM AT LEAST 18 YEARS OF AGE AND HAVE THE FULL LEGAL AUTHORITY TO BIND THE CUSTOMER REQUESTING THESE WASTE AND RECYCLING SERVICES.