Terms and Conditions for the distribution of sludge waste

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These are the sole terms and conditions of Lloyds Environmental Waste Management Limited (the "Contractor") and shall govern all transactions between the Contractor and the person stated overleaf (the "Landowner") save as otherwise expressly agreed in writing by the Contractor. These terms and conditions apply in preference to and to supersede any terms and conditions referred to, offered or relied on by the Landowner whether in negotiations or at any stage in the dealings between the Contractor and the Landowner in connection with the distribution of Waste on the Land.

For the purposes of these terms and conditions the following words and phrases shall have the following meanings:-

"The Code" means The Code of Good Agricultural Practice for the Protection of Water.

"Exempt activity" has the meaning ascribed to it in the Waste Management Licensing Regulations 1994.

"The Land" means the land more particularly described overleaf as where the Waste is to be distributed subject to these terms and conditions.

"Waste" means any waste as described in Schedule 3 of the Waste Management Licensing Regulations 1994.

"The 1994 Regulations" means the Waste Management Licensing Regulations 1994 made pursuant to the Control of Pollution Act 1974 copy of which Regulations has been provided to the Landowner for the purposes of these terms and conditions.

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1. DISTRIBUTION

1.1 Only the signing by both the Landowner and the Contractor of the front page of this agreement shall legally bind the parties thereto in respect of the distribution of Waste on the Land by the Contractor on the terms contained herein.

1.2 The Contractor shall use reasonable endeavours to ensure that the distribution of the Waste pursuant hereto is carried out at the times and dates requested by the Landowner.

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2. PAYMENT

2.1 The price for the use of the Land for distribution of the Waste shall be the price advised in writing to the Landowner by the Contractor and is inclusive of any applicable VAT.

2.2 The Contractor shall pay the price within [30] days of distribution of the Waste on the Land.

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3. WARRANTIES OF THE CONTRACTOR

3.1 The Contractor hereby warrants that provided the Landowner complies with these terms and conditions it will comply with all statutory and regulatory requirements which apply to it in connection with the Waste including the 1994 Regulations and the Code.

3.2 The Contractor hereby confirms that the Waste and the distribution of the Waste falls within paragraph 7 schedule 3 of the 1994 Regulations and a Disposal License is not required for the distribution of the Waste on the Land.

3.3 The Contractor is not a Waste Producer.

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4. WARRANTIES OF THE LANDOWNER

4.1 The Landowner hereby warrants that:-

4.1.1 The Land is suitable for the distribution of the Waste.

4.1.2 The Landowner has drawn to the attention of the Contractor any matter which may affect any decision of the Contractor whether or not to distribute the Waste on the Land having particular regard, but without prejudice to the generality of the foregoing, to the Code (in particular paragraphs 29 to 41 inclusive and 150 to 167 inclusive), the 1994 Regulations.

4.1.3 There is no spring, well or bore hole that supplies water for human consumption or to be used in farm dairies within at least 50 metres of the Land and the Land is not situated such that there could be any contamination to any such spring, well or bore hole.

4.1.4 The Land is not situated in an area where the distribution of the Waste could cause a nuisance.

4.1.5 The Land is not liable to flooding.

4.1.6 The Land has not been pipe or mole drained within the 10 years prior to the proposed distribution of the Waste.

4.1.7 The Landowner will not cause or permit any activity to take place on the Land which may be in contravention of any statutory or regulatory provision and in particular shall not cause or permit the activity specified in Column (1) of the Table in regulation 4 of the 1989 Regulations to be carried out on the Land before the expiry of the period specified in the Column (2) thereof.

4.1.8 The description of the Land is sufficiently detailed for the distribution area to be identified by the Contractor.

4.1.9 The Landowner has an interest in the Land such that it has authority and power to enter into this agreement and to consent to the distribution of Waste on the Land.

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5. ACCESS TO LAND

The Landowner shall allow the Contractor access to the Land in order to carry out any tests pursuant to any statutory or regulatory requirements.

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6. LIABILITY OF THE LANDOWNER

6.1 The Landowner hereby indemnifies the Contractor against all loss and damage which arises by reason of:

6.1.1 Any breach of any of the terms and conditions herein contained.

6.1.2 Any of the warranties, undertakings or statements in Clause 4 above being inaccurate in any way.

6.1.3 The Landowner failing to comply with any statutory requirement or regulation applying to the Waste and in particular, without prejudice to the generality of the foregoing, the Code, the 1994 Regulations.

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7. EXCLUSION OF LIABILITY

7.1 The Contractor hereby accepts liability in the event of any injury to any person arising out of the negligence of the Contractor or its agents or employees.

7.2 To the extent permitted by law and subject to the provisions of clause 7.1 the Contractor hereby excludes liability for any loss or damage whatsoever to any goods or property of the Landowner arising in any way whatsoever including breach of contract, breach of any statutory provisions or implied terms and/or as a result of the negligence of the Contractor or its servants or agents.

7.3 The Contractor shall not be liable in any event for any consequential or indirect losses suffered by the Landowner arising in any way whatsoever including without limitation to the generality of the foregoing from breach of contract or in tort or as a result of the negligence of the Contractor or its servants or agents and including any loss of income, loss of profits or loss of interest or opportunity.

7.4 The Contractor shall not be liable for any failure of, or delay in, performance of any contract or part thereof in pursuance of these terms and conditions which is due wholly or partially to the imposition, application or enactment of any law or statutory regulation (whether of the United Kingdom or elsewhere) by any competent authority, strikes, lock-outs, failure of other suppliers to supply the Contractor with any goods or services, an act of God or natural disaster or other cause or occurrence reasonably beyond the control of the Contractor.

7.5 All warranties of the Contractor in respect of the distribution of the Waste whether implied by statute or common law, made expressly or otherwise are hereby excluded to the extent permitted by law. The Contractor's employees or agents are not authorised to make any representations concerning the distribution of Waste unless confirmed by the Contractor in writing. In entering into the Agreement the Landowner acknowledges that it does not rely on, and waives any claim for breach of, any such representation which are not so confirmed.

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8. GENERAL

8.1 This Agreement is the entire agreement between the Contractor and the Landowner in respect of the distribution of the Waste and no variation of this Agreement shall be effective unless in writing and signed by the Contractor. This Agreement replaces any relevant existing agreement between the Landowner and the Contractor.

8.2 If the Contractor agrees with the Landowner or a court of law determines that any provision of this Agreement is illegal or unenforceable the rest of this Agreement shall continue unaffected but the provision in question will be either changed by the minimum amount required to make it legal and enforceable or, in the event that this is not possible, taken out altogether.

8.3 No delay or failure on our part to exercise or enforce any rights or remedies pursuant to the terms of this Agreement shall constitute a waiver of such rights or operate to prejudice the exercise of any such rights at any time thereafter.

8.4 Any signatory on behalf of the Landowner shall be personally liable for all the obligations of the Landowner under this Agreement. Joint signatories on behalf of the Landowner shall be jointly and severally liable for all the obligations of the Landowner under this Agreement.

8.5 If any provision of this Agreement shall be found to be void, invalid or unenforceable the rest of this Agreement shall remain in full force and effect notwithstanding any such invalidity or unenforceability.

8.6 Any headings to clauses or sub-clauses are for convenience only and shall not affect the interpretation or construction thereof.

8.7 This Agreement form and these terms and conditions shall be construed in accordance with and governed by English law and subject to the jurisdiction of the English courts.