Waste Hauling Master Service Agreement

This Waste Hauling Services Agreement (the “Agreement”) is made as of the timestamped agreement date (“Effective Date”) by and between Wayste Inc, a Delaware Corporation, located at 30 Montgomery St, Suite 1330, Jersey City, NJ 07302 (“Wayste”) and the Hauler (“Contractor” and together with Wayste, the "Parties", and each, a "Party”).

WHEREAS, Wayste is in the business of providing logistics and other waste management services for Wayste clients and engages independent waste hauling companies to fulfill certain waste hauling services;

WHEREAS, Contractor is in the business of operating vehicles and providing waste hauling services; and

WHEREAS, Wayste wishes to appoint Contractor as a Consultant of waste hauling services, and Contractor desires to accept such appointment, subject to the terms and conditions of this Agreement.

NOW, THEREFORE, in consideration of the mutual covenants, terms and conditions set out herein, and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Parties hereto agree as follows:

Defined Terms.

Applicable Laws. For the purposes of this Agreement, the term “Applicable Laws” shall mean any and all federal, state, and local laws, regulations, rules, and ordinances governing the activities described generally in this Agreement, including, without limitation the Comprehensive Environmental Response, Compensation and Liability Act, the Resource Conservation and Recovery Act, Clean Water Act, and Hazardous Material Transportation Act; regulations of the U.S. Department of Transportation, U.S. Environmental Protection Agency and Occupational Safety and Health Administration.
Authorized Representative. For the purposes of this Agreement, the term “Authorized Representative” shall mean the person designated by a party to this Agreement to represent and act for the designating party, to have authority to make binding and enforceable decisions for the designating party, and to accept service on behalf of the designating party of all notices which are permitted or required by this Agreement.
Designated Disposal Facility. For the purposes of this Agreement, the term "Designated Disposal Facility" shall mean a facility which the Parties designates or approves of in writing as the primary facility or alternate facility authorized to receive, store, treat, or dispose of Waste Material. A Designated Disposal Facility shall fail to qualify as such if it fails to be, at any time, or in compliance with all Applicable Laws with all required permits, licenses, certificates or approvals.
Designated Recycling Facility. For the purposes of this Agreement, the term "Designated Recycling Facility" shall mean a facility which the Parties designates or approves of in writing as the primary facility or alternate facility authorized to recycle, reclaim or recover Waste Material. A Designated Recycling Facility shall fail to qualify as such if it fails to be, at any time, in compliance with all Applicable Laws and has been and is in compliance with all required permits, licenses, certificates or approvals required. Contractor shall note the Designated Recycling Facilities for each Wayste Client after Contractor receives approval in writing from Wayste's Authorized Representative.
Hazardous Material. For the purposes of this Agreement, the term "Hazardous Material" shall include but shall not be limited to any substance, material, or waste that is regulated by any federal, state, or local government authority because of toxic, flammable, explosive, corrosive, radioactive, or other properties that may be hazardous to human health or the environment, and any other special toxic, or hazardous substances, materials, or wastes of any kind, including without limitation those now or hereafter defined, determined, or identified to be "hazardous substances," "hazardous materials," "toxic substances," or "hazardous wastes."
Subsequent Transporter. For the purposes of this Agreement, the term “Subsequent Transporter” shall mean a transporter owned or operated by a third party which Wayste designates or accepts in writing as a transporter other than the contractor authorized to receive Wayste's Waste Material for transporting to a Designated Facility. Wayste shall have the right, but not the obligation, to revoke and withdraw its approval of a Subsequent Transporter upon notice to the Contractor if, in Wayste's reasonable judgment, the Subsequent Transporter is not in compliance with all Applicable Laws or otherwise fails to conduct its operations in accordance with industry standards.
Solid Waste Material. For the purposes of this Agreement, the term “Solid Waste Material” shall mean any and all waste, including without limitation, trash, refuse and other solid or liquid waste.
Non-Conforming Waste. Any Waste Material which, unknown to Contractor at the time of acceptance:
1. Is materially inconsistent with the descriptions, limitations or specifications stated or referenced in the Waste stream profile and any such inconsistency either:
2. Contains constituents or components substantially different from those identified or referenced in the Waste stream Profile; or
3. Is a hazardous material and is improperly packaged or identified.
Used Oil. For the purposes of this Agreement, the term “Used Oil Waste Material” shall mean any “used oil” as that term is defined at 40 CFR 279.1.
Hazardous Waste. For the purposes of this Agreement, the term “Hazardous Waste Material” shall mean any and all Hazardous Material, and any containers used for the removal, handling, and disposal of any such waste.
Waste Material. For the purposes of this Agreement, the term “Waste Material” shall mean any and all Solid Waste Material, Universal Waste Material, Used Oil Waste Material and Hazardous Waste Material.
Waste Stream Profile. The document prepared and signed by the Authorized Representatives of Wayste and the Contractor, which identifies Wayste's Client Waste Material and describes the general composition and characteristics of Wayste's Client Waste Material.
Waste Hauling Services. For the purposes of this Agreement, the term “Waste Hauling Services” are the services that are provided by Contractor as directed by Wayste hereunder, and include the handling, removal, transportation, and disposal of Waste Material which may include one or more of the following: Solid Waste Material, Universal Waste Material, Used Oil, and Hazardous Waste.
Other Services. For the purposes of this Agreement, the term “Other Services” refers to the services not covered.

Waste Hauling Services

As directed by Wayste, Contractor shall be responsible for and perform the removal, handling, transportation, and disposal or recycling or reclamation of the Waste Material from the Wayste Clients in accordance with all Applicable Laws and in accordance with the Wayste workflow specifications as set forth in Exhibit A attached hereto (“Workflow Specs”).
Contractor and its employees will be properly trained to render the Waste Hauling.
Contractor shall transport and deliver the Waste Material, accompanied by the appropriate manifests or shipping documents only to the Designated Disposal Facility or to a Designated Recycling Facility or Subsequent Transporter specified in a specific Work Order executed by the Parties on the form provided in Exhibit B attached hereto (“Work Order”).
Upon request, Contractor shall offer assistance to Wayste for selecting appropriate containers and packaging, labeling, and marking of containers for Waste Material prior to transport, disposal or recycling.
Contractor shall pump or place the Waste Material into vehicles provided by Contractor when the Waste Material are of a bulk nature, consistent with current operating procedures at the Wayste Client's facilities or as otherwise required by any Applicable Laws.
While at the Wayste Client(s), Contractor shall comply with the health and safety regulations and precautions of Wayste, which are communicated to Contractor as set forth in the Workflow Specs. With respect to the removal, handling and transport of Waste Material under this Agreement, risk of loss and all other incidents of ownership shall pass to Contractor at the time Contractor accepts delivery and takes possession and control of the Waste Material. Contractor shall immediately notify Wayste in the event of any emergency or accident during transport or handling the Waste Material, and shall take all reasonable and necessary response actions.
Upon request, Contractor shall provide advice and consultation relating to the Waste Hauling Services to Wayste.
To the extent that Wayste directs Contractor to be responsible for or perform Waste Hauling Services with regard to Hazardous Waste Material:
1. Contractor may, or if required by Applicable Laws shall, obtain a chemical and physical analysis of a representative sample of the Hazardous Waste Material at Contractor's own expense;
2. upon disposal of Hazardous Material, Contractor shall make available to Wayste a fully executed Uniform Hazardous Waste Manifest or other shipping document within thirty (30) days of the date that the waste was removed from the relevant Wayste Client, which shall serve as a certification from Contractor that the Hazardous Material were received;
3. Contractor shall arrange for the removal, transportation and disposal or recycling of Hazardous Waste Material from each Wayste Client as necessary to ensure compliance with any Applicable Laws.
Wayste will be required to provide the Contractor with new Work Orders for all work performed that is not identified or approved in a prior Work Order. Contractor shall not be obligated to perform any work for which a new Work Order has not been issued.
Non-Conforming Wastes: In the event Contractor's examination or testing of the Waste Material determines that the material is Non-Conforming Waste, the Contractor shall notify Wayste immediately upon discovery of the nature of the nonconformity discuss the following options:
1. Rejection of the Non-Conforming Waste and all Waste Material delivered with it.
2. Acceptance of all delivered material; or
3. Rejection of any Non-Conforming Waste and acceptance of the Waste Material delivered with it.
Rejected Material. If Contractor rejects all, or any, Waste Material pursuant to this agreement and if such Waste Material is then in Contractor's possession or control, Contractor shall, notify Wayste by phone immediately and no later than within one (1) business day. If it is jointly decided to return the waste to the Wayste Client the Contractor shall within five (5) business days after rejection, prepare the material for transportation and return it to the Wayste Client or to another party specified by Wayste in writing. Wayste shall reimburse the Contractor for any reasonable and necessary costs it may incur in handling and storing the material, preparing the Waste Material for transport, and transporting any Waste Material returned pursuant to this agreement. Waste Manifest or other shipping document shall follow the waste on return to the Wayste Client.
Accepted Material. If Contractor accepts all or any Waste Material pursuant to this agreement the Contractor and Wayste shall cooperate to amend the manifests or other shipping documents to accurately describe the Waste Material. If the Contractor and Wayste are unable to agree on a mutually acceptable amended waste disposal option within a reasonable time, Contractor may elect to reject the Waste Material pursuant to this agreement. Fully executed Waste Manifest or other shipping document shall serve as a certification from the Contractor that the Waste Material was received and have been properly managed.

Recycling of Waste Material:
To the extent that Wayste directs Contractor to perform any recycling or reclamation services as regarding the Waste Material, then notwithstanding any other provision in this Agreement, Contractor may arrange for the recycling, reclamation, reuse and/or recovery of any Waste Material without the prior written approval of Wayste of each specific Waste Material that Contractor seeks to recycle, reclaim, reuse or recover. To the extent that Wayste issues such a written request for the Waste Material to be recycled, Contractor shall arrange for the recycling, reclamation, reuse and/or recovery of such Waste Material only at a Designated Recycling Facility and Contractor shall take all necessary steps to ensure that such materials are recycled, reclaimed, reused or recovered in accordance with all Applicable Laws.
Insurance:
Contractor shall maintain at their own expense, the following types of insurance in at least the minimum limits set forth below. In addition, other insurance or increased limits may reasonably be required, which at the time is usual and commonly obtained in connection with services and/or products provided within the Agreement.

Statutory Workers Compensation
Employers Liability with minimum per occurrence limit of $1,000,000
Commercial General Liability written on an occurrence form basis with minimum liability limit of $1,000,000 per occurrence and $2,000,000 aggregate limit. Coverage shall include bodily injury, personal injury and death, property damage, contractor's liability coverage, contractual liability coverage and completed operations coverage.
Commercial umbrella/excess liability coverage not less than $5,000,000.
Commercial Automotive Liability with a minimum per occurrence limit of $1,000,000.
Contractors Pollution Liability inclusive of Environmental Liability and Professional Errors and Omission coverages with minimum $1,000,000 per occurrence and $5,000,000 aggregate limits

Contractor Warranties:
These warranties shall survive inspection, test, delivery, acceptance, use and payment by Wayste and shall inure to the benefit of its successors, assigns, and customers. These warranties may not be limited or disclaimed. Contractor warrants and represents to Wayste as follows:

Contractor shall perform all Waste Hauling Services required under this Agreement in compliance with Applicable Laws, in accordance with all Wayste Client on-site policies, and in a manner which will not increase risk of harm to Wayste's Client's employees, Wayste's Client's premises, the public health or the environment.
Contractor shall not commingle or combine any Waste Material of Wayste with the wastes of any other party without Wayste's prior written approval. Contractor shall not ship, transfer, or trans-ship any Waste Material of Wayste to any location other than a Designated Disposal Facility or Designated Recycling Facility.
Contractor understands the hazards which are presented to persons, property, and the environment in providing the Waste Hauling Services under the Agreement, and Contractor has the requisite experience, facilities, equipment and qualified personnel, and the legal authority to perform all aspects of the Agreement.
Contractor shall render the Waste Hauling Services in a manner consistent with the level of care and skill ordinarily exercised by members of the waste removal/transport/disposal industry.
Contractor has obtained, and shall maintain in effect, all final, provisional, or interim permits, licenses, certificates or approvals required for performance of all Waste Hauling Services under the Agreement in compliance with Applicable Laws. Contractor shall give Wayste prompt notice of the modification, revocation or cancellation of any permit, license, certificate or approval required for the performance of Waste Hauling Services under the Agreement; at a minimum, such notification will be given orally, and shall be confirmed in writing within five (5) days.
Any transport or working vehicles used by Contractor to perform Waste Hauling Services hereunder shall be licensed and permitted as required by Applicable Laws. Any Designated Disposal Facility or Designated Recycling Facility which is owned or operated by Contractor has been issued all final, provisional, or interim permits, licenses, certificates or approvals required for acceptance, storage, treatment, recycling, reclaiming or disposal of the Waste Material in compliance with Applicable Laws.
In addition to Contractor's customary warranties, any express warranties set forth in this Agreement, any statutory warranties or any warranties implied by law, Contractor expressly warrants that all of the Waste Hauling Services rendered under this Agreement all services, including the Waste Hauling Services, performed for Wayste shall be performed in a competent, workmanlike manner.

Mutual Indemnification

To the fullest extent permitted by law, Contractor agrees to defend, indemnify and hold harmless Wayste, and its officers, directors, employees and agents, from and against all losses, damages, liabilities, claims, action, and expenses, including, but not limited to fines, penalties, actual legal and professional fees, and reasonable costs of investigation, to the extent resulting from or arising out of:

Any negligence or willful misconduct of Contractor or its employees or agents (including any Subsequent Transporters),
Any failure of Contractor, or its employees or agents (including any Subsequent Transporters) to comply with Applicable Laws relating to services and activities, including the Waste Hauling Services, undertaken by Contractor pursuant to the Agreement,
Any material breach of this Agreement by Contractor or its employees or agents,
Any breach by Contractor or its employees or agents of any representations or warranties under this Agreement,
Any injury, sickness or death of any person (including, but not limited to employees and agents of Wayste Clients ), damage or loss or destruction of any property (including, but not limited to property of Wayste Clients and its respective employees and agents) or contamination of, damage to or other adverse effect upon the environment or violation of Applicable Laws to the extent resulting from or arising out of the performance of the Waste Hauling Services by Contractor or its employees or agents (including any Subsequent Transporters);
Any spill, release or emission of Waste Material occurring after such waste materials are under the possession and/or control of the Contractor (including any Subsequent Transporters); and
Any claims for environmental investigation, remediation, or other response activities at any waste disposal, handling, storage, or treatment facility owned or utilized by Contractor (including, but not limited to the Designated Disposal Facilities or Designated Recycling Facilities) with respect to the Waste Material under any Applicable Laws.
If such indemnify is made void or otherwise impaired by any law controlling the construction thereof, such indemnity shall be deemed to conform to the indemnity permitted by law, so as to require indemnification, in whole or in part, to the fullest extent permitted by law.
Contractor shall strictly observe and comply with all safety laws, rules, and regulations (including but not limited to teh Federal Occupational Safety and Health Act, the New York Labor Law, and all regulations promulgated pursuant to such laws) and to provide such protection as necessary to protect its workers and the workers of other contractors. In the event that additional safety measures are required, Contractor agrees that it will install or procure such additional safety measures at its sole expense. To the fullest extent permitted by law, Contractor shall hold harmless, indemnify and defend Wayste against all losses, claims, fines, or expenses, including but not limited to attorney's fees, resulting from the enforcement of these laws and for related acts of it's officers, employees, subcontractors, suppliers, and materialmen.
The indemnity provided by requirements contained herein shall be in addition to and not in limitation upon any rights of common law indemnity.

Wayste agrees to indemnify and hold harmless Contractor, its affiliates, and its and their officers, directors, employees and agents, from and against all losses, damages, liabilities and expenses, including, but not limited to fines, penalties, actual legal and professional fees, and reasonable costs of investigation, to the extent resulting from or arising out of:

Any negligence or willful misconduct of Wayste or its employees or agents,
Any failure of Wayste, or its employees or agents to comply with Applicable Laws relating to activities undertaken by Wayste pursuant to the Agreement
Any material breach of this Agreement by Wayste or its employees or agents,
Any breach by Wayste or its employees or agents of any representations or warranties under this Agreement.

The rights and remedies of Wayste shall be cumulative and in addition to any other rights or remedies provided by law or equity. A waiver by Wayste of any right or remedy shall not affect any rights or remedies subsequently arising under the same or similar clauses. Except as set forth in this Agreement, any attempt to limit the party's remedies or the amount and types of damages it may seek shall be null and void. The failure to insist upon the performance of any term or condition hereof, or to exercise any right hereunder shall not be construed as a waiver of the future performance of any such term or condition or the exercise in the future of any such right.

Term of Agreement.
This Agreement shall be for a term of two (2) years commencing on the Effective Date (the “Term”) and shall automatically renew for additional successive two-year periods, unless this Agreement is otherwise earlier terminated as provided herein. This Agreement shall terminate upon thirty (30) days prior written notice by the Party seeking termination to the non-terminating Party, with or without cause.
Payment and Consideration:
Payment shall be in accordance with each Work Order issued.
Independent Contractor:
Contractor shall be an independent contractor in the performance of its obligations under this Agreement. Wayste and Contractor are not and shall not be considered joint ventures or partners and none of those parties has the power or authority to bind, obligate or act on behalf of the other parties.
Non-Exclusive:
Wayste shall have the right to use the services of any other contractor or contractors of its choice. Contractor shall have the right to refuse to perform any proposed Work Order offered by Wayste. Additionally, Contractor shall have the right to perform Waste Hauling services for companies other than Wayste, at its sole discretion.
Non-Circumvention Covenant:
The Parties acknowledge that Wayste uses substantial labor and effort to connect Wayste Clients with Contractors. Contractor represents and warrants that it will not circumvent or attempt to circumvent Wayste or this Agreement, or in any way provide services for Wayste Clients directly outside of this Agreement, without Wayste's prior written consent (“Non-Circumvention Covenant”). Should Contractor breach its Non-Circumvention Covenant, Contractor shall pay Wayste a one-time fee equal to the greater of: 1) twenty-five percent (25%) of the Contractor's estimated annual compensation from all Contractor Work calculated by Wayste based on previous Work orders; or 2) $10,000 as liquidated damages.
Non-Solicitation Covenant.
In light of Contractor's access to Confidential Information and position of trust and confidence with Wayste, each Contractor agrees that, during the Term of this Agreement and continuing for a period of two (2) years thereafter, Contractor shall not, directly or indirectly, themselves or through one or more of any of their Affiliates,

hire or solicit, or encourage any other Person to hire or solicit, any individual who has been employed by Wayste or any Wayste subsidiary within two (2) years prior to the date of such proposed hiring or solicitation, or encourage any such individual to leave such employment, or
solicit or entice, or attempt to solicit or entice, any clients, customers, or suppliers of the Wayste or any Wayste Subsidiary for purposes of diverting their business or services from the Wayste.

Assignment:
This Agreement is not assignable by either party, in whole or in part, without the prior written consent of the other (which consent shall not be unreasonably withheld) and any attempted assignment without such consent, whether by operation of law or otherwise, shall be void, except that this Agreement shall bind and inure to the benefit of the successors and assigns of the respective parties hereto.
Survival:
Subject to the limitations and other provisions of this Agreement: (a) the representations and warranties of the Parties contained herein will survive the termination of this Agreement; and (b) Sections 6, 11, 12 and 16 of this Agreement, as well as any other provision that, in order to give proper effect to its intent, should survive such termination.
Compliance with Quality Procedures:
Contractor shall be responsible for ensuring that it and its employees, agents and Subcontractors comply with Wayste's quality and environmental policy and all applicable Wayste Client safety policies, procedures or requirements. A copy of which will be provided upon request, at all times that such personnel are on Wayste's Client's premises.
Confidentiality, Audit Rights:
Contractor shall not release or disclose information regarding the Waste Hauling Services provided hereunder without the prior written consent of Wayste, except for information that is in the public domain other than through the unauthorized disclosure by Contractor, or is disclosed by a third party who has the right to make such disclosure, or is legally required to be disclosed to comply with a judicial order or decree. Contractor shall permit Wayste, upon reasonable notice, all necessary access to audit Contractor's facilities and operations at reasonable times upon reasonable notice. Contractor shall provide Wayste with access to Contractor's facilities, vehicles, and documents and shall provide such additional information as is reasonably requested by Wayste in performing any such audits.
Entire Agreement:
This Agreement constitutes the entire agreement between the parties. It supersedes all prior or contemporaneous communications, representations, or agreements, whether oral or written, with respect to the subject matter hereof, and has been induced by no representations, statements, or agreements other than those expressed in this Agreement. No amendment to this Agreement is effective unless it is in writing and signed by an authorized representative of each Party.
Governing Law:
The rights and obligations of the parties and the terms identified in this Agreement shall be governed by and construed in accordance with the domestic laws of the State of New Jersey, without regard to the State of New Jersey's conflict of laws rules. Any legal or equitable actions arising out of or relating to any terms of this Agreement shall be brought only in federal or state courts in New Jersey. The parties agree that such court shall have personal jurisdiction over the parties.
Counterparts.
This Agreement may be executed in counterparts, each of which is deemed an original, but all of which together are deemed to be one and the same agreement. A signed copy of this Agreement delivered by facsimile, email or other means of electronic transmission is deemed to have the same legal effect as delivery of an original signed copy of this Agreement.
Other Provisions:
Any failure of any party to enforce any provision of this Agreement at any time shall not be construed as a waiver of that provision or the right to enforce future violations. If any one or more of the provisions of this Agreement shall for any reason be held to be invalid, illegal or unenforceable, the remaining provisions of this Agreement shall be enforceable. The language used in this Agreement shall be deemed to be the language chosen by the parties to express their mutual intent, and no rule of strict construction shall be against any party.

EXHIBIT A
WORKFLOW SPECIFICATIONS

How We Pay Contractors

Contractors will only be paid after transmitting an invoice and copy of dump ticket to Wayste:

Wayste must receive an invoice with a copy of the dump ticket via email.
Invoice date and weight must match what is on the dump ticket.
Payment shall be made within five (5) business days of invoice date for properly submitted invoices.

Scheduling Delivery

Wayste provides a proposed Work Order to Contractors for review and engagement, which shall contain:

Service Address
Service Date(s)
Type of Material
Pricing
Container Size
Service Requirements
Time Requirements
Trucking options/Logistics (optional)

Once Contractor accepts the proposed Work Order, Contractor is responsible for meeting all requirements.

Circumstances When Contractor Must Send Wayste Photos

Unable to Deliver
Unable to Pick Up: Blocked, Overfilled, Visual Contamination
Damage to customer property caused by Contractor
Pre-Existing damages (if Contractor does not want to be held accountable)
Any contamination once dumped that will change the price set forth in the Work Order
If Contractor is requesting additional charges for any reason, Contractor must include a photo substantiating the reason for the up charge and Wayste shall either accept or reject the proposed additional charge, at its sole discretion.

Procedure for Notifying Wayste of Changes

Contractors must inform Wayste of changes to haul rates, dump rates, trip charges or any other charges in writing by email and sent to dispatch@sourgum.com. If a Contractor does not follow procedure and informs Wayste of pricing changes via phone or other medium the Wayste team member MUST email the Contractor confirming Wayste's acceptance or denial of the pricing changes. These processes apply to any and all:

Changes to pricing in General
Change to price on a specific load
Wayste Client calls Contractor directly for pick up or swap
Contractor cannot deliver what the order details entail (different size or date)

Property Damage

The steps and protocol for when a Contractor does damage to a property during pickup or delivery of a dumpster. This damage can be on the Wayste Client's property or the neighboring properties as well.

Common damages include but are not limited to:

Scraping or scratching of asphalt, paver(s), or concrete surface
Tire ruts when driving on lawn
Damage to mailbox, lawn ornaments, and landscaping
Hit low hanging wires
Vehicle damage

If Damage is Caused

Steps and procedures for when a Contractor causes damage to the Wayste Client's property:

Contractor must contact Wayste immediately. Call (732) 366-9355
Make sure the driver knows to never argue or make false guarantees. Let the Wayste Client know Wayste will be in touch to resolve the issue.
Contractor must take photos of damage from ALL angles. Send photos to dispatch@sourgum.com
Payment will be withheld until Contractor rectifies the issue and Wayste Client's is satisfied with a reasonable resolution.
Contractor is responsible for ALL damages done and assumes FULL responsibility of all costs involved.

Lawn Waiver

The lawn waiver is provided to the Wayste Client when they request a dumpster to be placed on the lawn or in an area where the truck has to leave the driveway and drive onto the grass.

Lawn waiver will provide that Wayste and Contractors are not responsible for any damages done to the property or if the truck gets stuck. The customer assumes TOTAL responsibility and ALL costs involved.

Pre-existing Damages

When Contractor finds pre-existing damages at or around the area they are conducting work, Contractor must:

Immediately stop and assess the damages. If safe to proceed take photos and immediately contact Wayste dispatch.
If unsafe to proceed call Wayste dispatch immediately.
Photos will be necessary to prevent any liability by Contractors.

Trip Charge

When a trip charge incurs

A trip charge is a fee given to the Wayste Client for the failure of a pickup or delivery. A trip charge can incur in the following circumstances but is not limited to:

Blocked driveway or entrance to delivery location.
Overfilled dumpster above the maximum fill level or exceeding the height of the walls.
Visual and obvious contamination in the load.

Procedures for recording a trip charge

The steps each Contractor must take when an issue arises either for delivery or pick-up and a trip charge may incur:

Take a photo of why you cannot get the dumpster delivered/picked up.
Call the Wayste Client or Ring doorbell. If no answer call Wayste dispatch.
Wait 15 minutes and then call back down to Wayste Dispatch
DO NOT LEAVE THE SITE WITHOUT CALLING WAYSTE DISPATCH & SENDING PHOTO
Trip charge must be the rate disclosed to Wayste prior to the delivery.

Reasons for withheld and /or delayed payment to Contractor

The list below outlines probable reasons why Wayste will withhold payments made to Contractors, even after providing a dump ticket & invoice.

Property Damage Claim
Change made in order without permission
Failure of any such proof for contamination, overfill, or blocked dumpster
No submission of dump ticket with invoice
Charge different than agreed upon
Removing dumpster without consent from Wayste

General Protocol & Procedures

Placing the dumpster on wood

Wayste Client must supply the wood. Recommend 4 pieces of plywood 2x4'
Contractor should provide their drivers with wood when noted in the Work Order.

Rental Period: Wayste requires a 7-day minimum. Contractor must agree to start working with Wayste.
Payment to Contractor: ALL Contractors will be paid via check, only after receiving invoice and copy of dump ticket within five (5) business days.
How Wayste handles property damage

Payment to Contractor is withheld until a resolution has been made between Wayste and the Wayste Client
Contractor is responsible for ALL damages done and assumes Full responsibility of all costs involved.

If Contractors messes up a dumpster delivery (i.e placed in wrong location, can't open the door) then Contractor is at fault and must return within 24 HRs at NO additional charge and resolve the issue.
If Contractors makes any unauthorized changes to Wayste

Wayste with withhold all payments until the issue is resolved
ANY change in size, time, or price must be reported IMMEDIATELY
Contractor is responsible for any costs associated with unauthorized changes.

Dump tickets and Invoices

MUST be sent via EMAIL within 14 days of PICKUP date

Order Confirmation
Wayste sends email to the primary email address on file for all deliveries, pickups, and swaps.
Order emails MUST be answered by the Contractor in a timely manner
Disposal Facilities and Prohibited items

Contractors must provide a list of their Disposal Facilities, subject to the approval of Wayste
Contractors must send a list of ALL PROHIBITED items and Contractor may not charge Wayste for prohibited items without providing said list of items in advance of accepting a Work Order from Wayste.

EXHIBIT B
WORK ORDER

Contractor will receive a work order to listed primary email in a similar format:

Wayste dumpster rental confirmation details:

Order Number:

Delivery Address:

Delivery Date:

Delivery Instructions:

Size:

Material:

Haul Rate:

Dump Rate:

Please respond to this email to confirm.

Version: 2. Last Updated: 03/27/2023

Waste Hauling Master Service Agreement

Defined Terms.

Waste Hauling Services

Recycling of Waste Material:

Insurance:

Contractor Warranties:

Mutual Indemnification

Term of Agreement.

Payment and Consideration:

Independent Contractor:

Non-Exclusive:

Non-Circumvention Covenant:

Non-Solicitation Covenant.

Assignment:

Survival:

Compliance with Quality Procedures:

Confidentiality, Audit Rights:

Entire Agreement:

Governing Law:

Counterparts.

Other Provisions:

EXHIBIT A WORKFLOW SPECIFICATIONS