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<br />TERMS AND CONDITIONS OF SERVICE AGREEMENT
<br />SERVICE AGREEMENT (the “Agreement”):
<br />Customer grants to Himco the exclusive right to collect and dispose of all of Customer’s waste material as warranted below (including recyclable) for an initial term of 5 years,
<br />and shall automatically renew for an identical term every 5 years, unless either party shall give written notice to the other within 60 days before the termination date of the
<br />initial term or any renewal term. If Customer no longer requires collection and disposal service for its waste materials, through discontinuance of business, or relocation
<br />outside the area in which Himco provides collection service, Customer may terminate this agreement upon written notice to Himco at least 60 days before the intended
<br />termination date, but only upon payment of all amounts then due Himco. If Customer terminates this Agreement by any means other than that stated above, Customer shall
<br />be liable for liquidated damages in an amount equal to six months fees or the fee for the remaining term of the Agreement, whichever is less. Customer acknowledges that
<br />the actual damage to Himco in the event of termination is difficult to fix or prove, and the foregoing liquidated damages amount is a reasonable estimate of Himco’s
<br />expected damages resulting from such termination and is an agreed upon fee and is not imposed as a penalty.
<br />SERVICE GUARANTEE:
<br />All Himco Services will be performed in a professional manner, in accordance with industry accepted standards, and are annually reviewed with Himco’s policies and
<br />procedures. Himco guarantees all services will be completed within a reasonable time on or after the original scheduled service date. Changes to scheduled service date may
<br />be made by either party provided such change is agreed to by both parties in advance of the scheduled service date. Himco’s failure to perform as agreed will result in a
<br />refund of the transportation charges billed for such service. Charges for disposal costs will remain the responsibility of Customer.
<br />PAYMENT TERMS:
<br />Customer agrees to pay Himco for services rendered in accordance with the terms and charges herein; all charges are due in full 10 days after invoice date. Any unpaid
<br />balance beyond 30 days will be subject to a late charge of 1.5% per month, minimum fee $4.95. In consideration of the charges and rates imposed under this Agreement,
<br />Customer agrees that it shall exclusively use Himco for the removal of its non-hazardous solid waste during the original or any renewal term of the Agreement. Customer
<br />shall be responsible for all expenses, court costs, and attorney’s fees incurred by Himco due to the enforcement of this Agreement. The Agreement shall be binding on the
<br />parties and their successors and assigns. Himco may assign its collection obligations and billing rights under this Agreement to any of its affiliated companies. The laws of the
<br />State of Indiana shall govern the validity, enforcement and performance of the Agreement. The invalidity or unenforceability of any provision hereof shall not impair or affect
<br />any other provision. If any provision of the Agreement shall be declared invalid or unenforceable, the remainder shall continue in full force and effect.
<br />WASTE MATERIALS TO BE TRANSPORTED:
<br />Himco agrees to collect and dispose legally permitted solid wastes generated by Customer. Customer warrants that all waste deposited for collection hereunder will not
<br />include any waste or substances that pose a present or potential hazard to human health and environment or that is a regulated hazardous waste as defined in the Federal
<br />Regulations, 40 CFR, Part 261, and State of Indiana Administrative Code, title 329 IAC-3.1 or any other applicable law or regulation. Himco does not take title to any property
<br />transported on behalf of Customer. Customer agrees that all property transported by Himco shall remain the sole property of the Customer, and Customer directs Himco to
<br />dispose of Customer’s property in accordance with applicable federal, state and local regulations. Customer agrees to indemnify and hold Himco and its affiliates harmless
<br />against all losses, claims, expenses (including attorney’s fees), lawsuits or other liabilities for injury or damage to persons, property or the environment in connection with the
<br />use of equipment by Customer or breach of any term of this Agreement by Customer. The indemnity provided herein shall survive the termination of this Agreement.
<br />EQUIPMENT - CUSTODY AND USAGE:
<br />Himco places in the care, custody and control of Customer appropriate equipment for the express purpose of collection and disposal of non-hazardous solid waste; such
<br />equipment is and shall remain the sole property of Himco. Customer further acknowledges that Himco shall not be liable for any damage to pavement, driving surface, or
<br />underground structures such as but not limited to septic systems or dry well. Himco acknowledges that it will be responsible for damage, other than that noted above, that is
<br />caused by Himco’s negligence while collecting such waste. Customer shall be responsible for loss or damage to equipment except that caused by Himco’s handling of the
<br />equipment, and normal wear and tear. Customer agrees not to alter, move, overload (by weight or volume), or use equipment in any other manner than instructed by the
<br />manufacturer or Himco. Customer acknowledges and agrees that any fire related damage to Himco’s equipment is the Customer’s sole responsibility and agrees to provide
<br />sufficient insurance coverage to protect Himco’s interest in said equipment. At the time of collection, Customer shall provide unobstructed access to the equipment. If
<br />equipment is inaccessible and any additional collection service is required, Customer agrees to pay for any additional collection service as an extra pick-up.
<br />CHANGES TO AGREEMENT:
<br />Since landfill disposal charges, governmental fees, fuel costs and other expenses to which Himco is subject are uncontrollable costs of the service provided, Himco may adjust
<br />the price of the collection services annually, and Customer agrees to such price adjustments. Changes in material type or weight, frequency of collection service, or the
<br />number, capacity or type of equipment, and the corresponding changes in charges therefore may be agreed to, only in writing. No oral agreements shall be binding on Himco
<br />or Customer.
<br />CUSTOMER REPRESENTATIVE’S PERSONAL GUARANTY:
<br />Customer’s representative signing this Service Agreement hereby personally and unconditionally guarantees timely payment by Customer as required by the Payment Terms
<br />above. Customer representative waives demand for payment and notice of every kind, and consents to any and all extensions of time for services performed under this
<br />Agreement and to any and all changes in the terms of this Agreement. Himco may enforce this guaranty without first resorting to or exhausting other remedies provided by
<br />this Service Agreement or by law. Customer representative agrees to pay all costs, expenses and attorneys’ fees incurred by Himco in enforcing this guaranty. Customer
<br />representative signs this guaranty in consideration of Himco’s willingness to enter into this Service Agreement with Customer.
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<br />Customer Initials:
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