TERMS AND CONDITIONS FOR REGULATED MEDICAL WASTE SERVICE
TERM, RENEWAL AND TERMINATION. The initial term of this Agreement (the "Initial Term") shall commence on the Effective Date indicated above and for the duration set forth on Page 2 of this Agreement. The Initial Term and each Extension Term, if any, are collectively referred to as the "Term". Upon the expiration or termination of this Agreement, Customer shall pay ENVIROMERICA all amounts due for services and products provided prior to the expiration or termination. Unless Customer provides at least sixty (60) days' written notice prior to the expiration of a Term that it does not wish to continue with the Agreement, this Agreement will automatically renew for successive terms of the same duration (each, an "Extension Term"). The Initial Term and each Extension Term, if any, are collectively referred to as the "Term". Upon the expiration or termination of this Agreement, Customer shall pay ENVIROMERICA all amounts due for services and products provided prior to the expiration or termination (and any other amounts due to ENVIROMERICA, which may include a final pickup fee). ENVIROMERICA also reserves the right to assign its rights and obligations under this Agreement to any individual, corporation, or other business entity at its sole discretion at any time without prior notice to Customer. In the event of a sale of Customer's business prior to the expiration date of this Agreement, the Customer is still obligated to fulfill the Terms and Conditions of this Agreement and must pay ENVIROMERICA the entire balance owed for the remaining time of this Agreement. This obligation can be transferred to the new owner of the business whereas THE NEW OWNER assumes the rights and responsibilities of this Agreement with ENVIROMERICA and continues their service with ENVIROMERICA going forward. In the event of the closure of the Customer's business for any reason prior to the expiration date of this Agreement, the Customer is still obligated to fulfill the Terms and Conditions of this Agreement and must pay ENVIROMERICA the entire balance owed for the remaining time of this Agreement. ENVIROMERICA may annually increase its pricing by up to an amount equal to 5% annually or equal to the most recent annual percentage increase in consumer prices for services as measured by the United States Consumer Price Index entitled "All Services Less Rent of Shelter" or a similar index should such index no longer be published. The Customer will have 60 days prior notice to any increase in pricing from ENVIROMERICA.
DEFINITION. EnviroMerica, Inc. (known as "ENVIROMERICA") is not a direct licensed medical waste transporter and therefore not the actual service provider. Regulated Medical Waste, as used in this Agreement, means isolation waste, cultures and stocks of infectious agents and associated biological human blood products, pathological waste, trace chemotherapy waste, contaminated sharps, waste from surgery and autopsy, miscellaneous laboratory waste, dialysis or disposable linen substitutes and any other waste defined as "regulated medical waste" "infectious waste", "medical waste", "bio-hazardous waste" or any similar terminology under applicable laws or regulations. Regulated Medical Waste shall NOT include hazardous or toxic fluids, research or productive mycotoxins, heavy metals (lead or mercury), bulk chemicals or reagents, volatiles, fetal and anatomical remains, bulk chemotherapy waste, and all hazardous waste as defined in any applicable federal, state or local laws or regulations or any other items or materials not specifically included within the definition of infectious wastes set forth previously. Regulated Medical Waste may be referred to herein as "RMW". In addition to RMW, ENVIROMERICA's authorized subcontractor is licensed to transport "universal waste" such as dental inline filters and vacuum traps containing trace amounts of Amalgam, fluorescent bulbs, alkaline batteries, and electronic waste, as well as dental facility specific chemicals such as x-ray solutions, Glutaraldehyde (cold sterilization solution), Formaldehyde (i.e., Formalin, heat sterilization solution), lead foil and protective lead aprons, but will arrange the transport of these materials for the Customer.
COLLECTION/TREATMENT. ENVIROMERICA will arrange a pickup all of the Customer's RMW, "universal waste," and other dental chemicals listed in section "B" in a manner consistent with the applicable federal, state, and local laws and regulations and according to a schedule agreed upon by the parties in accordance with the Customer's disposal needs as set forth above. This schedule may, from time to time, be changed by mutual consent to reflect changes in operating conditions of either party. All RMW picked up from Customer will be transported to a licensed and/or permitted treatment facility where it will be treated either by steam sterilization (autoclaving) or incineration in accordance with all applicable federal, state, or municipal regulations. Treated RMW will then be disposed of in a permitted sanitary landfill. ENVIROMERICA's authorized subcontractor will provide containers for the transport of RMW. The Customer will ensure that all RMW deposited in the containers conforms to the definition set forth above and all local, state, and federal regulations and is packaged, segregated, and labeled in appropriate containers (pathological waste packaged in labeled boxes, chemotherapy waste in labeled containers, etc.) in conformity with applicable local, state, and federal regulations.
WASTE PROTOCOL. ENVIROMERICA's authorized subcontractor will provide containers for the transport of RMW. The Customer will ensure that all RMW deposited in the containers conforms to the definition set forth above and all local, state, and federal regulations and is packaged, segregated, and labeled in appropriate containers (pathological waste packaged in labeled boxes, chemotherapy waste in labeled containers, etc.) in conformity with applicable local, state, and federal regulations. ENVIROMERICA's authorized subcontractor may at its sole discretion refuse to collect containers that are improperly packaged, labeled, wet or leaking, or damaged in any way. To ensure compliance with packaging requirements and the safety of ENVIROMERICA's authorized subcontractor's employees, ENVIROMERICA reserves the right to charge a minimum overweight penalty of $0.65 per lb. when weights exceed 90 lbs. per container. ENVIROMERICA may at its sole discretion assign this account to be serviced by any other licensed and permitted RMW transporter at any time without prior notice or prior Agreement from Customer.
ADJUSTMENTS. Because disposal, fuel, and transportation costs constitute a significant portion of the cost of the RMW service provided hereunder, Customer agrees that ENVIROMERICA may increase the rate provided under the Service Terms proportionally to adjust for any increase in such costs. Customer agrees that ENVIROMERICA may also increase such rates from time to time to adjust for increases in the Consumer Price Index, and proportionally pass through to Customer any increases in taxes, fees or other governmental charges assessed or passed through to ENVIROMERICA. Customer is also responsible for any amount of waste over the agreed upon limits stated in this Agreement on "Page1" and will be billed for the additional waste picked up accordingly.
SERVICE CHANGES/CHARGES. Charges to the type, size and frequency of service with corresponding adjustments to the rates set forth in the Service Terms, may be made by the mutual Agreement of both parties, evidenced either in writing or by the practices and the actions of the parties, without affecting the validity of this Agreement and this Agreement shall be deemed amended accordingly. Customer will be charged the Extra Container Charge of $50 for each container collected per service call in excess of the number of containers per service call as indicated, and the Extra Pickup Fee of $85 for each service call in excess of the number of scheduled service calls. Customer will be charged an additional fee of $65 per container for any pathological, chemotherapeutic, or pharmaceutical (including outdated pharmaceuticals) waste generated by Customer.
DOCUMENTATION. ENVIROMERICA will provide the Customer with the documentation required by local, state, and federal agencies and maintain the associated records for a period of three (3) years or longer as required by the local, state, and federal law. When permissible by respective state regulations, ENVIROMERICA reserves the right to provide documentation electronically and may charge a fee to return the original manifest.
INSURANCE. All ENVIROMERICA's authorized subcontractors agree to maintain general liability insurance, and automobile liability, covering any loss or damage that may arise out of the negligent action or omission of its personnel in providing services pursuant to this Agreement in an amount no less than one million dollars ($1,000,000) per occurrence. ENVIROMERICA will provide the Customer, upon request, with a certificate of insurance evidencing such coverage, which, in addition, will provide the Customer with at least thirty (30) days advance notice of any change in coverage. Customer acknowledges it has read this Agreement carefully, including any attachments and additional terms, has had adequate opportunity to review the terms and conditions with counsel or a representative of its choice and understands and accepts the terms of this Agreement. Customer understands that accepting the terms of this Agreement constitutes acceptance of ENVIROMERICA's products and services and obligates Customer to a contractual term. Customer further understands that the Agreement may not hereafter be amended or modified without the express consent of ENVIROMERICA. Customer will receive a written or electronic copy of this Agreement. Customer agrees to be bound by the terms and conditions that appear on all pages of this Agreement, which are integral parts of this Agreement.