Website Terms and Conditions

1. OVERVIEW

Lakeshore Recycling Systems (hereinafter “LRS”, “we”, “our”, “us”), whose offices are set at 5500 Pearl Street Rosemont, IL 60018, collect and process personal information when you visit our Website (the “Site”) which provide services and information (“Services”) to you subject to the following terms and conditions (“Terms of Use”). The terms “you”, “your”, “User” or “customer” shall refer to any individual or entity who accepts these Terms of Use by using the Site or the services found at the Site. If you are agreeing to these Terms of Use on behalf of a corporate entity, you represent and warrant that you have the legal authority to bind such corporate entity to these Terms of Use, in which case the terms “you”, “your”, “user” or “customer” shall refer to such corporate entity. These Terms of Use govern your use of the Site. Please read these Terms of Use carefully. Your use of the Site signifies your agreement to these Terms of Use. Separate terms and conditions may apply to other LRS services or business transactions. Nothing in these Terms of Use shall be deemed to confer any third-party rights or benefits.

Notice Regarding Dispute Resolution: These Terms of Use contain provisions that govern how claims you and LRS have against each other are resolved (see Legal Disputes Section below).

2. AUTHORIZATION

LRS customers and their respective employees (each, an “Authorized User”) are authorized to use the Site solely for purposes relating to their own respective account(s). LRS and their respective employees are not authorized to use or access any portion of the Site that relates to another customer’s account. Third parties (e.g. brokers, agents, competitors, etc.) are not authorized to use the Site for any purpose, including without limitation accessing or changing any customer information (e.g. billing information, etc.), unless the third party first obtains LRS’ express written consent. Third parties may not acquire any authorization to use the Site (including for billing purposes) from a customer via letters of authority or otherwise. Any such letters of authority or similar attempts to grant authority to a third party shall be void.

Unauthorized commercial use, access, or attempts to change information on the Site are strictly prohibited and subject to prosecution under all applicable state and federal laws, including but not limited to, the Computer Fraud and Abuse Act of 1986, 18 U.S.C. § 1030, the Electronic Communications Privacy Act, 18 U.S.C. §§ 2701 et seq.

3. USERS AND ACCOUNTS

To use certain features of the Site, you may need to create an account. If you create an account, you agree you will: (a) create only one account per Site; (b) provide honest, accurate, current and complete information regarding yourself; (c) keep your information updated and accurate; (d) keep your account password private and not share it with others; and (e) notify us if you discover or suspect that your account has been hacked or its security breached.

You agree to take responsibility for all activities on or under any account registered to you and you accept all risks for any unauthorized use of your account. You are responsible for providing the equipment and services that you need to access and use the Site. We do not guarantee that the Site is accessible on any particular equipment or device or with any particular software or service plan.

We reserve the right, without notice and in our sole discretion at any time, to terminate your right to access and use the Site or any component of them and to block or prevent future access to and use of the Site and to delete your account and any related information. Any obligation or liability incurred prior to our termination of your access to the Site will survive such termination.

4. MINORS

The Site is not intended for use by anyone under age 13. By accessing, using and/or submitting information to or through the Site, you represent that you are at least age 13. Anyone between age thirteen (13) and eighteen (18) may only use the Site under the supervision of his/her parent or a legal guardian.

5. INTELLECTUAL PROPERTY

Trademarks. The trademarks, trade dress, logos, and service marks (collectively the “Trademarks”) displayed on the Site are registered and unregistered Trademarks of LRS, its affiliates, its third-party licensors and others. You are not permitted to use any of the Trademarks displayed on the Site, without the prior, express written consent of LRS, its affiliates, or the third-party licensors that may own the Trademark. You may not use any hyper or HTML links, meta tags or any other “hidden text” utilizing LRS’ or its affiliates’ name or Trademarks without the express written consent of LRS, its affiliates, or third-party licensors. All rights reserved.

Site Materials. All Trademarks, and materials displayed on, or contained within the Site, including, but not limited to, layout, color schemes, design, text, editorial materials, informational text, photographs, illustrations, artwork and other graphic or digital materials, and names (collectively, the “Materials”), are the property of LRS, its affiliates or its licensors and are protected by copyright, trademark, patent and all other applicable intellectual property laws. You acknowledge and agree that the Site and the Materials are the property of LRS, its affiliates and licensors, and that you will not acquire any rights or licenses in any trademarks, patents, copyrights, or other intellectual property on the Site or in the Materials. You may download a copy of the Materials for your personal non-commercial use. You may not frame or utilize framing techniques to enclose any Materials or Trademark or other proprietary information (including images, text, page layout, or form) of LRS or its affiliates without the express written consent of LRS.

Any copies that you make of the Materials must retain all our copyright and other notices. Except as expressly provided for in these Terms of Use, you may not (i) reproduce, modify, publish, transmit, display, perform, distribute, disseminate, broadcast, circulate, or otherwise exploit any content on the Site, including, but not limited to, any Materials, in whole or in part, to any third party; (ii) participate in the transfer, license or sale of any content on the Site, including, but not limited to, the Materials; or (iii) create derivative works or in any way exploit any content on the Site, including, but not limited to, the Materials. No portion of the content on the Site may be stored in a computer except for personal and non-commercial use. All rights not expressly granted herein are reserved.

6. PERMISSIBLE USE

You agree that you shall not use the Site: (a) to delete, modify, hack or attempt to change or alter any of the Materials on the Site; (b) for any unlawful purpose; (c) to solicit others to perform or participate in any unlawful acts; (d) to violate any international, federal, or state regulations, rules, laws, or local ordinances; (e) to infringe or violate our intellectual property rights or the intellectual property rights of others; (f) to harass, abuse, insult, harm, impersonate, defame, slander, disparage, intimidate, or discriminate based on gender, sexual orientation, religion, ethnicity, race, age, national origin, or disability; (g) to submit false or misleading information; (h) to upload or transmit viruses or any other type of malicious code that will or may be used in any way that will affect the functionality or operation of our Site, other websites, or the Internet; (i) to collect or track the personal information of others; (j) to spam, phish (email fraud), pharm (web traffic redirection fraud), pretext, spider, crawl, or scrape or any other similar harmful or deleterious programming routine; (k) for any obscene or immoral purpose; (l) to interfere with or circumvent the security features of our Site, other websites, or the Internet; or (m) for any harvesting of any information concerning other users of the Site. We reserve the right to terminate your use of our Site for violating any of the prohibited uses. We may fully cooperate with any law enforcement agency or authorities, or court order requesting or directing disclosure of the identity of anyone suspected of use of the Site for illegal purposes.

In addition, you will not use the Site or the Services in any manner that: (a) is illegal, or promotes or encourages illegal activity; (b) promotes, encourages or engages in defamatory, harassing, abusive or otherwise objectionable behavior; (c) promotes, encourages or engages in child pornography or the exploitation of children; (d) promotes, encourages or engages in hate speech, hate crime, terrorism, violence against people, animals, or property, or intolerance of or against any protected class; (e) promotes, encourages or engages in any spam or other unsolicited bulk email, or computer or network hacking or cracking; (vi) infringes on the intellectual property rights of another user or any other person or entity; (f) violates the privacy or publicity rights of another user or any other person or entity, or breaches any duty of confidentiality that you owe to another user or any other person or entity; or (g) contains false or deceptive language, or unsubstantiated or comparative claims, regarding LRS, the Site or the Services.

LRS may change, suspend or discontinue any aspect of the Site at any time, including the availability of any Site feature, Services or LRS Content (including without limitation prices and fees for the same). LRS may also impose limits on certain features and services or restrict your access to parts or the entire Site without notice or liability.

7. LIMITED USAGE RIGHTS

The Site is owned by LRS and licensed to you for your limited use solely to learn about and/or purchase our services. Except as expressly provided in these Terms of Use, you may not copy, distribute, publish, transmit, modify, transmit, publicly display or perform, create derivative works of or otherwise exploit any part of the Site. You may not save or archive a significant portion of the material appearing in or on the Site. All rights not expressly granted herein are reserved by LRS.

8. YOUR OBLIGATION

By using the Site, you represent and warrant that: (i) you are the age of majority in your place of residence, and have the power and authority to accept these Terms of Use and to enter into this agreement with LRS; (ii) you are capable of assuming, and do assume, any risks related to the use of the Materials on the Site; and (iii) you understand and accept the terms, conditions and risks relating to the use of the content and Materials on the Site.

If you are under the age of majority, you may use the Site only with permission and involvement of a parent or guardian. LRS and its affiliates reserve the right to refuse service, terminate accounts, or remove or edit content in our sole discretion.

Due to technical difficulties with the Internet, Internet software or transmission problems could produce inaccurate or incomplete copies of information contained on the Site. Computer viruses or other destructive programs may also be inadvertently downloaded from the Site and Services.

9. NO ENDORSEMENT OF THIRD PARTY SITES

The Site may contain links to or references to third party websites, resources and advertisers (collectively, “Third Party Sites”). Your linking to such Third Party Sites is at your own risk. Under no circumstances shall LRS be held responsible or liable, directly or indirectly, for any loss, injury, or damage caused or alleged to have been caused to you in connection with the use of, or reliance on, any content, information, data, opinions, advice, statements, goods, services, or products available on such Third Party Sites. LRS also is not responsible for the availability of these Third Party Sites, nor is it responsible for the aesthetics, appeal, suitability to taste or subjective quality of informational content, advertising, products or other materials made available on or through such Third Party Sites. No endorsement of any third party content, information, data, opinions, advice, statements, goods, services or products is expressed or implied by any information, material or content of any third party contained in, referred to, included on, or linked from or to, the Sites. You should direct any concerns to the respective Third Party Site’s administrator or webmaster.

10. ACCOUNT

In order to utilize certain Site Services, you will be asked to create an account (“Account”) by providing certain personal information such as your name, email address, physical address, payment information, account preferences and other relevant information. (The Site’s Privacy Policy explains how such information may be collected and used). When you use Services from LRS on the Site, you accept these Terms of Use and the specific terms applicable to those Services. Neither LRS nor any of its data providers will be liable in any way to you or to other parties for delays, inaccuracies, errors or omissions in material published on the Site.

When you create your Account you may be asked for your home telephone and mobile telephone number so that we may contact you regarding importation information about your service and account, and to provide special offers to our customers. By providing your home and/or mobile telephone numbers to LRS you consent to receive autodialed and/or pre-recorded calls (or text messages if you provide your mobile telephone number) from or on behalf of LRS regarding importation information about your service and account to the telephone number(s) provided.

Account Holders must be 18 years or older, have properly registered and have an account with LRS (an “Account Holder”). An account is available only to users who have completed the information required by the Site’s enrollment form. As an Account Holder, you agree to provide true, accurate, current, and complete information about yourself as prompted by the Site’s enrollment form. LRS reserves the right to revoke or prohibit your Account for any reason at any time, without notice, but, in particular, upon any violation of any of these Terms of Use or the Privacy Policy.

You are responsible for maintaining the confidentiality of your account and password. You may not share your password with third parties without first obtaining LRS’ express written consent. You agree to accept responsibility for all activities that occur under your account or password. You agree to immediately notify us in the event of any unauthorized use of your account or other breach of security.

11. PRIVACY

Our Privacy Policy available at https://www.lrsrecycles.com/privacy/ (“Privacy Policy”) governs the collection, use, and disclosure of your personal information. Our Privacy Policy is incorporated into these Terms of Use by this reference. By accessing the Site you agree to the practices described in our Privacy Policy.

12. ELECTRONIC COMMUNICATIONS

When you visit the Site or send e-mails to us, you are communicating with us electronically. You consent to receive communications from us electronically. We may choose to communicate with you by e-mail, text messaging, or by posting notices on the Site. You agree that all agreements, notices, disclosures and other communications that we provide to you electronically satisfy any legal requirement that such communications be in writing.

13. MOBILE ACCESS & TEXT MESSAGING TERMS

Use of Mobile Devices. If you use a mobile device to access the Site, you acknowledge and agree that: (a) you are solely responsible for all message and data charges that apply to use of your mobile device to access the Site; and (b) all such charges are billed by and payable to your mobile service provider. Please contact your participating mobile service provider for pricing plans, participation status and details. You further understand that service may not be available in all areas at all times and may be affected by product, software, coverage or service changes made by your mobile service provider or otherwise. Additional terms and conditions may apply to your use of our mobile applications based on the type of mobile device that you use. By accessing or using our Site via a mobile device, you agree to these Terms of Use and to any applicable terms of a mobile app you may use.

General Terms & Disputes. Without limitation our text messaging program is subject to these complete Terms of Use, which contain provisions that govern how claims you and LRS have against each other are resolved (see Legal Disputes Section below).

Opting Out. You can opt out from receiving SMS/MMS text messages by responding STOP to any message you receive in our text messaging program, or just texting STOP to the number from which you currently are receiving our text messages. In either case, you will receive one additional message confirming that your request has been processed. For all other help inquiries, please text HELP to the number from which you are currently receiving the Message.

Your Own Wireless Plan. As always, message and data rates may apply for any messages sent to and by you. If you have any questions about your text plan or data plan, it is best to contact our wireless provider.

Your Duties for Your Own Phone Number. You represent that you are the account holder for the mobile telephone number that you provide when enrolling in our text messaging program. If you change or deactivate that number, you are responsible for notifying us at 844-633-3577 immediately. Neither we, our vendors, nor any mobile carrier is liable for delayed or undelivered messages. You agree to indemnify us in full for all claims, expenses, and damages related to or caused in whole or in part by your failure to notify us if you change your telephone number, including, but not limited to, all claims, expenses, and damages related to or arising under the Telephone Consumer Protection Act.

Participation Subject to Termination or Change. We may suspend or terminate your receipt of automated messages from us if we believe you are in breach of these Terms of Use. Your receipt of these messages is also subject to termination in the event that your mobile telephone service terminates or lapses. We reserve the right to modify or discontinue, temporarily or permanently, all or any part of these messages, with or without notice to you.

14. PAYMENT TRANSACTIONS; BILLING & PAYMENT

You represent and warrant that you have the right to use any credit card, ACH or bank account information, or other means of payment that you provide to us. By providing payment card or bank account information to us, you authorize us to store and use this billing information as a payment method for payment transactions made through your account with us. If you have enrolled in automatic billing, you authorize us to automatically charge your bank account or credit card information when payment is due. All billing information you provide to us must be truthful and accurate. Providing any untruthful or inaccurate information is a breach of these Terms of Use and may result in cancellation of your payment transaction. Prior to accepting a payment transaction, we may also request additional information from you. Verification of information may be required prior to the acknowledgment or completion of any payment transaction. We reserve the right to refuse or cancel a payment transaction for any reason, including not limited to inaccuracies or errors in service or pricing information, or problems identified by our credit and fraud avoidance department.

If your payment transaction is canceled after your credit card or bank account (or other payment account) has been charged, we will issue a credit to your credit card or bank account (or other applicable payment account) in the amount of the charge. We will attempt to contact you if all or any portion of your payment transaction is canceled or if additional information is required to accept your payment transaction. We may request a pre-authorization for some payment transactions placed online with a credit or debit card. This pre-authorization will not be billed to you; however, your card issuer may hold this amount for a short period. Your card issuer determines the length of time the pre-authorization is held. We do this to ensure that the card details are still valid and that you have sufficient funds to complete the transaction.

If you have an outstanding balance from a previous billing period, you must pay that outstanding balance before paying your most recent balance from the current billing period. For this reason, any payment transactions made on the Site will first be applied to outstanding balances, with any remaining amounts then applied to subsequent balances. For example, a $20 payment made by a customer with an (1) outstanding balance of $30 from last month’s billing period and a (2) $20 balance from the current month’s billing period will be applied towards the $30 outstanding balance, leaving that customer with an outstanding balance of $10 and a current balance of $20.

All payment transactions on the Site are processed using our third-party payment processor(s). Our payment processors use secure online payment gateways that encrypt your billing information details in a secure host environment. These details will only be used to process payment transactions which you have initiated.

15. TERMINATION / REMOVAL

LRS may, in its sole and absolute discretion, terminate your password, account (or any part thereof) or your access to the Site, communications transmitted by you, or information stored, sent, or received via the Site without prior notice and for any reason, including, but not limited to: (i) concurrent access of the Site with identical user identification numbers, (ii) permitting another person or entity to use your user identification number to access the Site, (iii) any other access or use of the Site except as expressly provided in these Terms of Use, (iv) any violation of these Terms of Use or the rules and regulations relating to the use of the software and/or data files contained in, or accessed through, the Site, (v) tampering with or alteration of any of the software and/or data files contained in, or accessed through, the Site, (vi) failure to use the Site or portion thereof on a regular basis, or (vii) submitting Postings that are off topic or not in accordance with the mission or best interest of the Site. Termination, suspension, or cancellation of these Terms of Use or your access rights shall not affect any right or relief to which LRS may be entitled, at law or in equity. Upon termination of these Terms of Use, all rights granted to you will automatically terminate and immediately revert to LRS and its licensors.

16. DISCLAIMER OF WARRANTIES

LRS and its affiliates attempt to be as accurate as possible. However, LRS does not warrant that descriptions of Services or other content on the Site are accurate, complete, reliable, current, or error-free. Neither LRS nor its affiliates are responsible for the availability of such external sites or resources and do not endorse and are not responsible or liable for any content, advertising, products, or other materials on or available from such sites or resources.

THE SITE IS PROVIDED BY LRS AND ITS AFFILIATES ON AN “AS IS” AND “AS AVAILABLE” BASIS. YOU EXPRESSLY AGREE THAT YOUR USE OF THE SITE IS AT YOUR SOLE AND EXCLUSIVE RISK AND THE RISK OF DAMAGES FROM THE FOREGOING RESTS EXCLUSIVELY WITH YOU.

TO THE FULL EXTENT PERMITTED BY APPLICABLE LAW, LRS, ITS AFFILIATES AND ITS LICENSORS, MAKE NO REPRESENTATION AND DISCLAIM ALL EXPRESS OR IMPLIED WARRANTIES AND CONDITIONS OF ANY KIND, INCLUDING, BUT NOT LIMITED TO, REPRESENTATIONS, WARRANTIES OR CONDITIONS REGARDING ACCURACY, TIMELINESS, COMPLETENESS, NON-INFRINGEMENT, SATISFACTORY QUALITY, MERCHANTABILITY, MERCHANTABLE QUALITY OR FITNESS FOR ANY PARTICULAR PURPOSE OR THOSE ARISING BY LAW, STATUTE, USAGE OF TRADE, OR COURSE OF DEALING AND WARRANTIES IMPLIED FROM A COURSE OF PERFORMANCE OR COURSE OF DEALING. LRS AND ITS AFFILIATES DO NOT WARRANT THAT THE SITE, ITS SERVERS, OR E-MAIL SENT FROM LRS ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS.

LRS, ITS AFFILIATES AND EACH OF THEIR LICENSORS, ASSUME NO RESPONSIBILITY TO YOU OR TO ANY THIRD PARTY FOR THE CONSEQUENCES OF ANY ERRORS OR OMISSIONS. LRS AND ITS AFFILIATES RESERVE THE RIGHT, IN ITS SOLE DISCRETION, TO CORRECT ANY ERRORS OR OMISSIONS, OR TO WITHDRAW OR DELETE ANY CONTENT, IN ANY PORTION OF THE SITE AT ANY TIME WITHOUT NOTICE.

LRS AND ITS AFFILIATES MAY MAKE ANY OTHER CHANGES TO THE SITE AT ANY TIME WITHOUT NOTICE. LRS AND ITS AFFILIATES DO NOT WARRANT THAT THE SITE WILL BE UNINTERRUPTED OR ERROR-FREE, WILL BE AVAILABLE FOR USE, THAT DEFECTS WILL BE CORRECTED, OR THAT THE SITE, INCLUDING ANY STORAGE SERVICES AND ITS CONTENTS, OR THE SERVER THAT MAKES THEM AVAILABLE, ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS.

CERTAIN STATE LAWS DO NOT ALLOW LIMITATIONS ON IMPLIED WARRANTIES OR THE EXCLUSION OR LIMITATION OF CERTAIN DAMAGES. IF THESE LAWS APPLY TO YOU, SOME OR ALL OF THE ABOVE DISCLAIMERS, EXCLUSIONS, OR LIMITATIONS MAY NOT APPLY TO YOU, AND YOU MIGHT HAVE ADDITIONAL RIGHTS.

17. LIMITATION OF LIABILITY

YOU ACKNOWLEDGE THAT YOUR USE OF THE SITE AND ANY INFORMATION SENT OR RECEIVED IN CONNECTION THEREWITH, MAY NOT BE SECURE AND MAY BE INTERCEPTED BY UNAUTHORIZED PARTIES. YOU ASSUME RESPONSIBILITY FOR THE ENTIRE COST OF ALL NECESSARY MAINTENANCE, REPAIR OR CORRECTION TO YOUR COMPUTER SYSTEM OR OTHER PROPERTY. IN NO EVENT SHALL LRS, ITS AFFILIATES OR LICENSORS BE LIABLE FOR ANY DIRECT, INDIRECT, PUNITIVE, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR OTHER DAMAGES ARISING OUT OF OR IN ANY WAY CONNECTED WITH THE USE OF THE SITE OR WITH THE DELAY OR INABILITY TO USE THE SITE, OR FOR ANY INFORMATION, SOFTWARE AND SERVICES OBTAINED THROUGH THE SITE, LRS’ REMOVAL OR DELETION OF ANY MATERIALS ON THE SITE, OR OTHERWISE ARISING OUT OF THE USE OF THE SITE, WHETHER BASED ON CONTRACT, TORT (INCLUDING BUT NOT LIMITED TO NEGLIGENCE), STRICT LIABILITY OR OTHERWISE, EVEN IF LRS OR ANY OF ITS AFFILIATES OR LICENSORS HAVE BEEN ADVISED OF THE POSSIBILITY OF DAMAGES. THIS WAIVER APPLIES, WITHOUT LIMITATION, TO ANY DAMAGES OR INJURY ARISING FROM ANY FAILURE OF PERFORMANCE, ERROR, OMISSION, INTERRUPTION, DELETION, DEFECT, DELAY IN OPERATION OR TRANSMISSION, COMPUTER VIRUS, FILE CORRUPTION, COMMUNICATION-LINE FAILURE, NETWORK OR SYSTEM OUTAGE, OR THEFT, DESTRUCTION, UNAUTHORIZED ACCESS TO, ALTERATION OF, OR USE OF ANY RECORD. YOU SPECIFICALLY ACKNOWLEDGE AND AGREE THAT LRS, ITS AFFILIATES OR LICENSORS SHALL NOT BE LIABLE FOR ANY DEFAMATORY, OFFENSIVE OR ILLEGAL CONDUCT OF ANY USER OF THE SITE.

THE ABOVE LIMITATIONS AND EXCLUSIONS SHALL APPLY TO YOU TO THE FULLEST EXTENT THAT APPLICABLE LAW PERMITS, IN ALL ACTIONS OF ANY KIND, WHETHER BASED ON CONTRACT, TORT (INCLUDING, WITHOUT LIMITATION, NEGLIGENCE) OR ANY OTHER LEGAL OR EQUITABLE THEORY. ANY CLAUSE DECLARED INVALID SHALL BE DEEMED SEVERABLE AND NOT AFFECT THE VALIDITY OR ENFORCEABILITY OF THE REMAINDER OF THESE TERMS OF USE.

18. INDEMNIFICATION

You agree to indemnify, defend and hold LRS and its affiliates, and their respective shareholders, officers, directors, owners, employees, agents, information providers and licensors (collectively the “Indemnified Parties,” or individually, “Indemnified Party”) harmless from and against any and all claims, liability, losses, actions, suits, costs and expenses (including attorneys’ fees) arising out of or incurred by any breach by you of these Terms of Use. LRS reserves the right, at its own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, and in such case, you agree to cooperate with LRS’ defense of such claim. LRS and its affiliates have no duty to reimburse, defend, indemnify, or hold you harmless resulting from, relating to, or arising out of, these Terms of Use or the Site.

19. RELEASE

All users of our Site acknowledge and agree that each Indemnified Party is released, discharged, and held harmless from any and all liability from third-party claims made in connection with the Site, including, without limitation, wrongful death and personal injury, money damages, out-of-pocket and court costs, attorney’s fees, damage to tangible property or reputation, including, without limitation, libel, defamation, right of publicity and invasion of privacy. LRS reserves its right to all forms of equitable and legal relief related to fraud or illegal activity connected to the use of our Site.

20. LIMITATIONS ON ACTIONS

You agree that any claim or cause of action arising out of your use of the Site or these Terms of Use must be filed within one (1) year after such claim or cause of action arose or it shall forever be barred, notwithstanding any statute of limitations or other law to the contrary. Within this period, any failure by LRS or its affiliates to enforce or exercise any provision of these Terms of Use or related right shall not constitute a waiver of that right or provision.

21. LEGAL DISPUTES

Please Read This Section Carefully – It May Significantly Affect Your Legal Rights, Including Your Right to File a Lawsuit in Court. The following sections below apply to legal disputes between LRS and a customer.

These Terms of Use will be governed by the laws of Illinois applicable to contracts entered into and performed exclusively in that State. Any court of competent jurisdiction sitting within Rosemont, Illinois will be the exclusive jurisdiction and venue for any dispute arising out of or relating to these Terms of Use. You hereby waive any argument that any such court does not have jurisdiction over you or such dispute or that venue in any such court is not appropriate or convenient. LRS will be entitled to recover its court costs and reasonable attorneys’ fees and expenses incurred in successfully proving any breach of any term of these Terms of Use.

WHERE PERMITTED UNDER THE APPLICABLE LAW, YOU AND LRS AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR OR ITS INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE ACTION. Unless both you and LRS agree, no arbitrator or judge may consolidate more than one person’s claims or otherwise preside over any form of a representative or class proceeding.

Initial Dispute Resolution. We are available by email at Service@lrsrecycles.com, or go to https://www.lrsrecycles.com/contact-us/ to find the appropriate customer service for your area to help address any concerns you may have regarding the Site or any services you have ordered from us. Most concerns may be quickly resolved in this manner. We and you agree to use best efforts to settle any disputes disagreement directly through consultation and good faith negotiations which shall be a precondition to either party initiating a lawsuit or arbitration.

22. U.S.-BASED SITE

The Site is controlled and operated by LRS in the United States. We do not make any representations that the Site or any services offered via the Site are available or appropriate for use in your location. Your use of or access to the Site should not be construed as us purposefully availing ourselves of the benefits or privileges of doing business in any state or jurisdiction.

23. MISCELLANEOUS

Please review other policies posted on the Site. These policies also govern your visit to the Site. If any provision of these Terms of Use shall be unlawful, void, or for any reason unenforceable, then that provision shall be deemed severable from these Terms of Use and shall not affect the validity and enforceability of any remaining provisions. These Terms of Use and any posted operating rules constitute the entire agreement of the parties with respect to the subject matter hereof, and supersede all prior or contemporaneous communications and proposals, whether oral or written, between the parties with respect to such subject matter.

24. UPDATES/CHANGES

We reserve the right to amend these Terms of Use, and to modify, add or discontinue any aspect, content, or feature of the Site. Such amendments, modifications, additions and/or deletions shall become effective upon notice thereof, which may be provided to you by posting on the Site, via e-mail or any other means; provided, however, that any changes will not apply retroactively to any dispute arising prior to the time of the change. You agree to the new posted Terms of Use by continuing your use of the Site. You agree to review these Terms of Use periodically and your continued use of the Site following such modification will indicate your acceptance of any modified Terms of Use. If you do not agree with the modified Terms of Use, your sole and exclusive remedy is to discontinue using the Site.

26. CONTACT LRS

If you have any questions regarding these Terms of Use, you can contact us by email at service@lrsrecycles.com or by mail to 5500 Pearl Street, Rosemont, IL 60018.

LAST UPDATED: 05/01/2023

Residential Services Terms and Conditions

SERVICE & EQUIPMENT AGREEMENT TERMS AND CONDITIONS

• SERVICES RENDERED – Lakeshore Recycling Systems, LLC and/or one or more of its subsidiaries who are performing the Services referenced herein and who is referenced on the order (hereinafter called “LRS”) agrees to furnish the solid, waste and recyclables collection, disposal and processing services and equipment set forth in the order or Service Agreement (the “Services”), and Customer (as defined on the order or the Service Agreement) agrees to make the payments set forth in the order or Service Agreement pursuant to and abide by these Terms and Conditions (these Terms and Conditions together with the accompanying Service Agreement or order, are the “Agreement”). Customer agrees that as of the date of the Service Agreement, LRS shall have the sole and exclusive right to provide waste collection, disposal, recycling, and processing services to

• TERM – Unless earlier terminated pursuant hereto, the term of this Agreement shall commence on the date of the Service Agreement (or at the end of any existing agreement with another provider) and continue for one (1) years from the date thereof (the “Term”). It shall be renewed for successive one (1) year terms without further action by the parties. This Agreement may be terminated effective at the end of any one (1) year term by Customer by written notice delivered by registered mail not less than ninety (90) days or more than one hundred eighty (180) days before the end of the then-current The notice shall be given by Customer to LRS at LRS’s address listed on the Service Agreement. Customer and LRS agree that at any time during the Term they may renegotiate any part of this Agreement, even if the effect of such renegotiation is to extend the Term.

• WASTE MATERIAL – The waste material to be collected, disposed of and processed by LRS pursuant to this Agreement is solid waste and recyclables generated by Customer excluding radioactive, volatile, corrosive, highly flammable, explosive, biomedical, infectious, toxic or hazardous material (“Waste Material”), The term “regulated material” shall include, but not be limited to, any waste (regardless of amount) listed or characterized as regulated by any federal, state or local law (“Applicable Law”). LRS shall acquire title, including all environmental and renewable attributes thereto, to the Waste Material when it is loaded into LRS’s trucks. Title and liability for any waste excluded above shall remain with Customer and Customer expressly agrees to defend, indemnify, and hold harmless LRS, its affiliates, and their respective officers, directors, members, managers, representatives, agents and employees  from and against any and all damages, penalties, fines and liabilities resulting from or arising out of such waste excluded above.

• PAYMENTS – Customer shall pay LRS for the Services and/or equipment furnished by LRS in accordance with the charges and rates provided for herein plus all taxes, fees and other charges imposed by Applicable Law upon the collection, transportation, disposal or processing of Customer’s Waste Material. Payment shall be made by Customer to LRS within ten (10) days of the date of an invoice from LRS may charge and Customer agrees to pay a late fee of the lesser of 1.5% per month or the highest rate permitted under Applicable Law on all past due amounts. Customer shall pay a fee of $50.00 (which fee may be increased upon notice to Customer) for each check that is returned due to insufficient funds or is otherwise dishonored. Customer shall be liable for all costs and expense related to collection of past due amounts, including without limitation, attorneys’ fees and costs.  Where disposal is to be billed separately and the disposal rate is not reflected in the Agreement, the amount billed by LRS shall be the current gate rate for disposal at the disposal facility utilized by LRS plus a handling charge.

In the event Customer fails to pay the amounts owed according to this Agreement, LRS may suspend the Services. If service is suspended for more than fifteen (15) days Customer may, at LRS’s option, be considered to have terminated this Agreement and LRS may recover any equipment on Customer’s premises and make a claim under Section 11 hereof.

Customer must provide written notice to LRS within ten (10) days following the date set forth on an invoice in order to validly dispute any amounts set forth therein. All invoiced amounts that are not identified as disputed in such notice are deemed accepted by Customer and shall be due and payable and incur any applicable late fees in accordance with the terms of this Agreement. Following receipt of notice of disputed terms, LRS and Customer shall work in good faith for a period of thirty (30) days to agree upon such disputed amounts. At the end of such thirty (30) day period all disputed amounts shall be immediately due and payable as determined by LRS in its sole discretion. LRS may at its discretion assess a fee for correcting invoicing or ticketing errors determined by LRS to result from Customer error.

• TAXES AND FEES – Customer shall pay all taxes, fees and other charges imposed by Applicable Law upon collection, transportation or disposal of Customer’s Waste Material and any other services performed by LRS hereunder and LRS shall have the right to increase its charges If payment is made by credit card, the Company reserves the right to recovery fees incurred for such transactions, unless prohibited by Applicable Law.

• RATE ADJUSTMENTS – LRS reserves the right to adjust the rates hereunder based upon increases in the cost of, among other things, fuel costs, disposal facility costs, landfill costs or transportation costs, changes in the composition of Customer’s Waste Material, changes in commodity pricing or costs of environmental or other regulatory compliance. LRS may, in its discretion, increase Customer’s rates based on the greater of (i) the percentage increase in cost set forth in any generally accepted, widely-known or industry-accepted index of such costs (for example, the U.S. Consumer Price Index, applicable local Consumer Price Indices for the All Urban Consumers (Water, Sewer and Trash Collection Services), U.S. City Average, the weekly Gasoline and Diesel Fuel Price Updates provided by the U.S. Energy Information Administration’s (“EIA” ) or other applicable indices) or (ii) LRS’s actual costs, whether or not such percentage increases correspond to percentage increases actually incurred by LRS during any particular period.  The amount or percentage of any such rate increase or surcharge is not designed or intended to be specifically tied to LRS’s direct or indirect costs to service any specific Customer account or geographic territory. Additional information regarding the fuel surcharge and other similar charges LRS may impose on Customer as a result of the forgoing increased LRS operating costs can be found here (the “Fuel Table”). The Fuel Table (as the same may be amended or changed from time to time) are incorporated by reference into this Agreement as if restated herein in their entirety.  LRS may upon written notice also adjust the rates hereunder in an amount in excess of such percentage increase. Notice from LRS may be either on an invoice or by separate notification given at least thirty (30) days prior to the effective date of the adjustment. If Customer does not object to such increase within fifteen (15) days after the effective date of the adjustment, or if Customer pays any invoice reflecting any such increased rates, this Agreement shall be deemed to be amended to reflect the increased rate.

• ADDITIONAL FEES –Containers and waste shall be accessible to LRS vehicles at all times; otherwise, Waste Material will not be collected but the Services may still be invoiced at LRS’s discretion. LRS reserves the right to charge Customer an “extra pick-up” fee for any additional collection service required due to Customer’s failure to provide such access or for overloaded

• CHANGES – The type, size and amount of equipment, the frequency of services, and corresponding rates, may be changed by the parties, either in writing or by the practices and actions of the parties, without affecting the validity of this Agreement. This Agreement shall continue in effect for the Term and shall apply to changes of service address location of Customer within the area in which LRS provides collection service. Customer agrees that LRS may increase the frequency of collection and corresponding charges to ensure compliance with regulations concerning the weight of vehicles.

• LIABILITY FOR EQUIPMENT – All equipment furnished by LRS is the property of LRS; however, Customer acknowledges that, except when it is being physically handled by employees of LRS, it has the care, custody and control of equipment owned by LRS and accepts responsibility and liability for the equipment and its contents, including loss, damage, or unauthorized removal of the equipment from Customer’s Customer will not move or remove or authorize a third party to move or remove or alter LRS’s equipment, without prior written consent of LRS. At the termination of this Agreement, Customer will make the equipment available for removal by LRS in the condition in which it was provided, normal wear and tear excepted.

• DAMAGE – Customer acknowledges that LRS shall not be liable for any damage to pavement, grass, curbing, driving surfaces or other property resulting from LRS providing the Services, except for damage caused by LRS’s gross negligence or willful misconduct.
• TERMINATION – LRS may terminate this Agreement (a) upon 10 days’ notice to Customer or (b) immediately upon notice to Customer for failure by Customer to (i) pay any amounts due or (ii) comply with any of its other obligations hereunder. Customer’s obligation to pay any sum of money due on or prior to the termination or expiration date of this Agreement, and the continuing accrual of any applicable late fees, shall survive the termination or expiration of this Agreement. lf LRS terminates this Agreement pursuant to the foregoing clause (b) or Customer terminates this Agreement other than as provided herein, Customer agrees to pay LRS (in addition to all amounts due for Services rendered to the date of termination) as liquidated damages an amount equal to the average of Customer’s monthly billings for the most recent six (6) months multiplied by six (6); provided, that if less than six (6) months remain in the Term, Customer shall pay an amount equal to the average of Customer’s monthly billings for the prior six (6) months multiplied by the number of months remaining in the Term. Customer acknowledges that the foregoing liquidated damages are reasonable in light of the anticipated loss to LRS caused by the termination and are not imposed as a penalty. In the event Customer fails to pay LRS all amounts which become due under this Agreement or fails to perform its obligations hereunder and LRS refers such matter to a collection agency or lawyer, Customer agrees to pay, in addition to the amount due, LRS’s reasonable collection and legal fees and expenses. Customer acknowledges that this failure to perform provision will apply in the event of a sale of customer’s business if tile new owner does not, with the consent of LRS, assume customer’s obligations hereunder for the balance of the Term.

• RIGHT OF FIRST REFUSAL – During the Term, Customer grants LRS a right of first refusal to match any offer relating to services similar to the Customer shall give LRS prompt written notice of any such offer and a reasonable time to respond to it.

• EXCUSED PERFORMANCE – Neither party hereto shall be liable for its failure to perform or a delay in performance hereunder due to contingencies beyond its reasonable control including, but not limited to, strikes, riots, fires, and acts of God.

• ASSIGNMENT – Customer may not assign this Agreement without the prior written consent of Any purported assignment by Customer contrary to this provision shall be null and void. Subject to the foregoing, this Agreement shall be binding upon and inure to the benefit of and be enforceable by the parties hereto and their permitted successors and assigns, including any direct or indirect successor by purchase, merger, consolidation or otherwise to all or substantially all of the business and/or assets of Customer, partnerships, spouses, heirs, and personal and legal representatives. Any successor (whether direct or indirect by purchase, merger, consolidation or otherwise) to all, substantially all, or a substantial part, of the business and/or assets of Customer, shall be required by written agreement in form and substance satisfactory to LRS, to expressly assume and agree to perform this Agreement (including the payment of any and all liabilities accrued hereunder) in the same manner and to the same extent that Customer would be required to perform if no such succession had taken place.

• GENERAL PROVISIONS –This Agreement represents the entire understanding and agreement between the parties hereto and supersedes all prior agreements (if any), whether written or oral, and all other communications between the parties suggesting additional or different terms. This Agreement represents the final and complete understanding of the parties and may be amended or cancelled only by mutual written agreement. Acceptance is expressly limited to this Agreement. Any proposal for additional or different terms or any attempt by Customer to vary the Agreement is hereby deemed material and is objected to and rejected. No terms of any document or form submitted by Customer shall be effective to alter or add to this Agreement. The earlier of LRS’s commencement of performance or Customer’s receipt of any of the Services shall constitute acceptance of this Agreement. The indemnification and liquidated damages provisions contained herein shall survive the termination of this Agreement. Customer agrees that when an Account is created, a home or mobile telephone number must be provided for LRS to communicate important information about service and the overall account. By providing home and/or mobile telephone numbers, the Customer consents to receive autodialed, pre-recorded calls and./or text messages from or on behalf of LRS regarding important information.

• LIMITATION OF LIABILITY. LRS SHALL NOT BE LIABLE TO CUSTOMER OR ANY OTHER PERSON OR ENTITY FOR ANY INCIDENTAL, CONSEQUENTIAL, EXEMPLARY, PUNITIVE OR SPECIAL DAMAGES OR ANY OTHER LOSSES, DAMAGES OR EXPENSES WHETHER ARISING OUT OF BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE) OR OTHERWISE, REGARDLESS OF WHETHER SUCH DAMAGES WERE FORESEEABLE AND WHETHER OR NOT LRS HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, AND NOTWITHSTANDING THE FAILURE OF ANY AGREED OR OTHER REMEDY OF ITS ESSENTIAL PURPOSE. IN NO EVENT SHALL LRS BE LIABLE FOR ANY AMOUNT IN EXCESS OF THE ANNUAL AMOUMT RECEIVED BY LRS FOR THE SERVICES OR EQUIPMENT WITH RESPECT TO WHICH SUCH LIABILITY IS CLAIMED.

• WAIVER OF PARTICIPATION IN CLASS ACTION IN ANY CAPACITY. CUSTOMER HEREBY FOREVER AND IRREVOCABLY WAIVES, ON BEHALF OF ITSELF AND EACH OF ITS AFFILIATES, WITH RESPECT TO ANY DISPUTE IN WHICH LRS OR ANY OF ITS AFFILIATES MAY BE A PARTY: (I) THE RIGHT TO PARTICIPATE, EITHER AS A CLASS REPRESENTATIVE OR CLASS MEMBER, IN ANY CLASS ACTION LAWSUIT INVOLVING LRS OR ANY OF ITS AFFILIATES, WHETHER IN COURT OR IN ARBITRATION; AND (II) THE RIGHT TO JOIN OR CONSOLIDATE CLAIMS WITH CLAIMS OF ANY OTHER PERSON.

• GOVERNING LAW – The laws of the State of Illinois shall govern the validity, interpretation, construction, and performance of the terms and conditions of this Agreement without giving effect to any choice or conflict of law provision or rule (whether of the State of Illinois or any other jurisdiction) that would cause the application of the laws of any jurisdiction other than those of the State of Illinois.

• BINDING ARBITRATION – If the parties are unable after good faith negotiation to settle any controversy, dispute or claim arising out of or related to this Agreement, such dispute (an “Arbitrable Dispute”) shall be settled by binding arbitration in accordance with the procedures established by (but not conducted by) the AAA in Chicago, Illinois. In the event of an Arbitrable Dispute, either party may commence arbitration under this Section, without the concurrence of the other party. The arbitration of the Arbitrable Dispute shall be conducted as follows: (1) The party wishing to commence arbitration shall send a written notice of intent to arbitrate (the “Arbitration Notice”) to the other party. Arbitration shall be commenced within thirty (30) days after the Arbitration Notice is given; (2) Within fifteen (15) days after the Arbitration Notice is given, each party shall appoint one arbitrator. The two arbitrators so appointed shall within fifteen (15) days after their appointment agree on a third arbitrator, and the three arbitrators so appointed shall constitute the arbitration panel for the arbitration. If a party fails to appoint an arbitrator or a third arbitrator is not appointed, in either case within the applicable fifteen (15) day period, either party may apply to the District Court for an order appointing an arbitrator. The parties hereby agree to submit to the jurisdiction and venue of the District Court for this purpose; (3) Except as provided herein, the arbitration shall be conducted in accordance with the Commercial Arbitration Rules of the AAA, as they are in effect at the time the arbitration is conducted, but the AAA shall not be involved in any aspect of the arbitration, unless the parties otherwise agree. The arbitrators shall have the authority to compel testimony and order the production of documents; (4) The arbitration shall be conducted in Chicago, Illinois or such other location that the parties may agree upon; (5) The expenses of the arbitration, including the legal fees of the prevailing party, shall be borne by the other party or as otherwise ordered by the arbitrators as part of their award; and (6) The determination of a majority of the arbitrators shall be final and binding upon the parties and shall be in writing. The arbitrators shall have the authority to award interim and/or permanent equitable relief as well as money damages. Any award rendered therein shall be final and binding on each of the parties, and judgment may be entered thereon in and enforced in any court of competent jurisdiction.

• SEVERABILITY – In the event that a court of competent jurisdiction finds any term or clause in this Agreement to be invalid, unenforceable, or illegal, the same will not have an impact on other terms or clauses in this Agreement or the entire However, such a term or clause may be revised to the extent required according to the opinion of the court to render this Agreement enforceable or valid, and the rights and responsibilities of the parties shall be interpreted and enforced accordingly, so as to preserve their agreement and intent to the fullest possible extent.

• WAIVER. All waivers by LRS shall be in writing. Failure of LRS at any time to require Customer’s performance of any obligation hereunder shall not affect LRS’s right to require performance of that obligation. No delay or omission in the exercise of any right, power, or remedy hereunder shall impair such right, power, or remedy or be considered to be a waiver of any default or acquiescence therein.

Temporary Services Terms and Conditions

SERVICE & EQUIPMENT AGREEMENT TERMS AND CONDITIONS

• ENTIRETY – These Terms and Conditions together with the applicable Service Agreement and/or order and such other documents referenced herein and therein are collectively the “Agreement” and are the only terms and conditions which govern the supply of equipment and provision of Services by Lakeshore Recycling Systems, LLC and/or one or more of its subsidiaries or sister companies (collectively “LRS”) to the Customer as described in the Agreement and supersede all other terms and conditions, oral and written, and all other communications between the parties suggesting additional or different terms. Acceptance is expressly limited to the terms of the Agreement. Any proposal for additional or different terms or any attempt by Customer to vary the Agreement is hereby deemed material and is objected to and rejected. Unless contained in a mutually signed agreement, no terms of any document or form submitted by Customer shall be effective to alter or add to the terms of the Agreement. The earlier of LRS’s commencement of performance or Customer’s execution of the Agreement shall constitute acceptance of the terms of the Agreement.

• SERVICES RENDERED – LRS will furnish the solid, waste (including, but not limited to portable toilet waste (“PTW”)) and recyclables (the “Waste”) collection, disposal and processing services and equipment set forth in the applicable order or proposal (collectively, the “Services”), and Customer agrees to make the payments in accordance with the terms of the Agreement. Customer agrees that as of the date of the Agreement and thereafter during the Term, LRS shall have the sole and exclusive right to provide the Services to Customer.

• TERM – Unless otherwise provided in the Agreement, the term of the Agreement shall commence on the date hereof and continue until terminated as described in the Agreement (the “Term”). Notwithstanding the termination or expiration of the Term, the Agreement shall remain in effect and govern with respect to any Services utilized by Customer on and after the date thereof unless a separate agreement has been agreed upon in writing by the parties. This Agreement may be terminated effective at the end of the term of Services described in the Agreement by either party by written notice delivered by certified mail no less than thirty (30) days prior to the effective date of termination. The notice shall be given by Customer to LRS at LRS’s address listed on the Service Agreement.

• WASTE MATERIAL – The Waste includes solid waste, portable toilet wase and recyclables generated by Customer (“Waste Material”) but excludes, without limitation, radioactive, volatile, corrosive, highly flammable, explosive, biomedical, infectious, toxic or hazardous material and any other material defined as such by Applicable Law (“Excluded Waste Material”). LRS may terminate the Services and the Agreement if Customer disposes or attempts to dispose Excluded Waste Material. The term “Regulated Material” shall include, but not be limited to, any waste (regardless of amount) listed or characterized as regulated by any federal, state or local law (“Applicable Law”). LRS shall acquire title, including all environmental and renewable attributes thereto, to the Waste Material when it is loaded into LRS’s trucks. Title and liability for any waste excluded above shall remain with Customer and Customer expressly agrees to defend, indemnify, and hold harmless LRS, its affiliates, and their respective officers, directors, members, managers, representatives, agents and employees from and against any and all damages, penalties, fines and liabilities resulting from or arising out of Excluded Waste Material.

• PAYMENTS – Customer shall pay LRS for the Services and/or equipment furnished by LRS in accordance with the charges and rates set forth in the Agreement or in effect from time to time plus all sales, use and other taxes, fees and other charges imposed by Applicable Law (“Taxes”). Payment shall be made by Customer to LRS within ten (10) days of the date of If payment is made by credit card, LRS reserves the right to assess an additional fee for such transactions, unless prohibited by Applicable Law. LRS may charge and Customer agrees to pay a late fee of the lesser of 1.5% per month or the highest rate permitted under Applicable Law on all past due amounts. Customer shall pay a fee of $50.00 (which fee may be increased upon notice to Customer) for each check that is returned due to insufficient funds or is otherwise dishonored. Customer shall be liable for all costs and expense related to collection of past due amounts, including without limitation, attorneys’ fees and costs. Where disposal is to be billed separately and the disposal rate is not reflected in the Agreement, the amount billed by LRS shall be the current gate rate for disposal at the disposal facility utilized by LRS plus a handling charge. If, in LRS’s judgment, the financial condition of Customer does not justify continuance on the terms of payment above, LRS may require full or partial payment in advance or otherwise adjust the terms including ceasing to supply Customer, without liability.

In the event Customer fails to fully and timely pay any amounts owed, LRS may suspend the Services without notice. If the Services are suspended for more than fifteen (15) days due to Customer’s failure to pay past due amounts in full, LRS may terminate the Agreement for Customer’s default and LRS may recover any equipment on Customer’s premises and make a claim under Section 12 hereof.

Customer must provide written notice to LRS within ten (10) days following the date set forth on an invoice in order to validly dispute any amounts set forth therein. All invoiced amounts that are not identified as disputed in such notice are deemed accepted by Customer and shall be due and payable and incur any applicable late fees in accordance with the terms of the Agreement. Following receipt of notice of disputed terms, LRS and Customer shall work in good faith for a period of thirty (30) days to agree upon such disputed amounts. At the end of such thirty (30) day period all disputed amounts shall be immediately due and payable as determined by LRS in its sole discretion. LRS may at its discretion assess a fee for correcting invoicing or ticketing errors determined by LRS to result from Customer error.

• SERVICE & ACCESS. LRS shall provide servicing to the provided equipment. LRS will remove any PTW from standard units on service day(s) as determined by LRS. If LRS is unable to service the equipment as its determined schedule due to a holiday, inclement weather, site restrictions, site inaccessibility, general operational interruptions or other circumstances, LRS shall service the PTW on the next available business day subject to LRS’s discretion. LRS does not guarantee a certain weekday to provide service and it is strictly based on LRS’s operational requirements. Customer shall provide safe, unobstructed access to the equipment at all times. LRS may charge an additional fee for failure to provide access. If LRS reasonably requires, Customer shall provide LRS with after business hours access to equipment, including weekends. Additional fees may be incurred if equipment is in an impeded area.

• RATE ADJUSTMENTS – LRS reserves the right to implement surcharges and otherwise adjust the rates from time to time. Adjustments may or may not be based on increases in the cost of, among other things, fuel, labor, disposal facility costs, landfill costs, transportation costs, changes in the composition of Customer’s Waste Material, changes in Applicable Law, commodity pricing or costs of environmental or other regulatory compliance.. The amount or percentage of any rate increase or surcharge is not designed or intended to be specifically tied to LRS’s direct or indirect costs to service any specific Customer account or geographic territory. The Any fuel surcharge is a fluctuating percentage applied to all invoice charges, excluding taxes, and adjusted by the 25th of each month to align with the cost of diesel fuel based on LRS’ calculations from the U.S. On-Highway Diesel Fuel Prices chart (Midwest (PADD 2)) published by the Energy Information Administration (EIA) of the U.S. Department of Energy (DOE) (EIA Fuel Chart). This chart reflects the national average fuel price and is adjusted each Monday. As the national average diesel fuel price increases or decreases, the surcharge percentage adjusts accordingly, unless Customer’s service agreement specifies otherwise. Additional information regarding the fuel surcharge and other similar charges LRS may impose on Customer as a result of the forgoing increased LRS operating costs can be found here (the “Fuel Table”). The Fuel Table (as the same may be amended or changed from time to time) are incorporated by reference into the Agreement as if restated herein in their entirety. LRS may upon written notice also adjust the rates hereunder in an amount in excess of such percentage increase. Notice from LRS may be either on an invoice or by separate notification given at least thirty (30) days prior to the effective date of the adjustment. If Customer does not object to such increase within fifteen (15) days after the effective date of the adjustment, or if Customer pays any invoice reflecting any such increased rates, the Agreement shall be deemed to be amended to reflect the increased rate.

• ADDITIONAL FEES – If applicable, LRS reserves the right to charge Customer the following fees: subscription activation fee, demurrage, contamination fees, fuel and environmental and/or recycling surcharges. Customer acknowledges and agrees that the foregoing charges may not reflect pass-throughs or LRS’s actual costs. Customer agrees that LRS shall have the right to adjust the rates hereunder if Customer’s Waste Material exceeds an estimated average weight of 90 lbs. per cubic yard. Customer agrees to keep the waste storage site and its surroundings clear, not to overload the containers (by weight or volume) and to remove all waste that could fall when the containers are handled by LRS. Containers and waste shall be accessible to LRS vehicles at all times; otherwise, Waste Material will not be collected but the Services may still be invoiced at LRS’s discretion. LRS reserves the right to charge Customer an “extra pick-up” fee for any additional collection service required due to Customer’s failure to provide such access or for overloaded

• CHANGES – The type, size and amount of equipment, the frequency of services, and corresponding rates, may be changed by the parties, either in writing or by the practices and actions of the parties, without affecting the validity of the Agreement. Customer agrees that LRS may increase the frequency of collection and corresponding charges to ensure compliance with Applicable Law.

• LIABILITY FOR EQUIPMENT – All equipment furnished by LRS is the property of LRS; however, Customer acknowledges that, except when it is being physically handled by employees of LRS, Customer warrants that LRS can place the equipment where designated by Customer. Customer shall be liable for all Losses incurred by LRS due to LRS’s use of such authorized location. Customer has the care, custody and control of equipment owned by LRS and accepts responsibility and liability for the equipment and its contents, including loss, damage or unauthorized removal of the equipment. Customer will not move, remove or alter or allow or authorize a third party to move, remove or alter LRS’s equipment, without the prior written consent of LRS. At the termination of the Agreement or the respective Service, Customer will make the equipment available for removal by LRS in the condition in which it was provided, normal wear and tear excepted.

• DAMAGE– Customer acknowledges that LRS shall not be liable for any damage to pavement, grass, curbing, driving surfaces or other property resulting from LRS providing the Services, except for damage caused by LRS’s gross negligence or willful misconduct.

• INDEMNITY – Customer shall indemnify, defend and hold LRS, its affiliates, and their respective officers, directors, members, managers, representatives, agents and employees harmless from and against any and all claims, demands, suits, arbitrations, citations, fines, losses, damages (including injury, death and property damage), causes of action (including reasonable attorneys’ fees) (“Losses”) which LRS may be responsible for or pay out as a result of bodily injury (including death), property damage, or any violation or alleged violation of law to the extent it is caused by (i) Customer’s breach of the Agreement, or (ii) by any negligent act, negligent omission or willful misconduct of Customer or its employees, agents or contractors, or (iii) Customer’s use, operation or possession of any equipment furnished by LRS.

• TERMINATION – LRS may terminate the Agreement (a) upon 10 days’ notice to Customer or (b) immediately upon notice to Customer for failure by Customer to (i) pay any amounts due or (ii) comply with any of its other obligations hereunder. Customer’s obligation to pay any sum of money due on or prior to the termination or expiration date of the Agreement, and the continuing accrual of any applicable late fees, shall survive the termination or expiration of the Agreement. lf LRS terminates the Agreement pursuant to the foregoing clause (b) or Customer terminates the Agreement other than as provided herein, Customer agrees to pay LRS (in addition to all amounts due for Services rendered to the date of termination) as liquidated damages an amount equal to the average of Customer’s monthly billings for the most recent six (6) months multiplied by six (6); provided, that if less than six (6) months remain in the Term, Customer shall pay an amount equal to the average of Customer’s monthly billings for the prior six (6) months multiplied by the number of months remaining in the Term. Customer acknowledges that the foregoing liquidated damages are reasonable in light of the anticipated loss to LRS caused by the termination and are not imposed as a penalty. In the event Customer fails to pay LRS all amounts which become due under the Agreement or fails to perform its obligations hereunder and LRS refers such matter to a collection agency or lawyer, Customer agrees to pay, in addition to the amount due and interest accrued thereon at 5% in excess of the Prime Rate published by the Wall Street Journal or a successor as determined by LRS, LRS’s reasonable collection and legal fees and expenses. Customer acknowledges that this failure to perform provision will apply in the event of a sale of customer’s business if the new owner does not, with the consent of LRS, assume customer’s obligations for the balance of the Term.

• RIGHT OF FIRST REFUSAL – During the Term, Customer grants LRS a right of first refusal to match any offer relating to services similar to the Customer shall give LRS prompt written notice of any such offer and a reasonable time to respond to it.

• EXCUSED PERFORMANCE – Neither party hereto shall be liable for its failure to perform or a delay in performance hereunder due to contingencies beyond its reasonable control including, but not limited to, strikes, riots, fires, and acts of God.

• ASSIGNMENT – Customer may not assign the Agreement without the prior written consent of Any purported assignment by Customer contrary to this provision shall be null and void. Subject to the foregoing, the Agreement shall be binding upon and inure to the benefit of and be enforceable by the parties hereto and their permitted successors and assigns, including any direct or indirect successor by purchase, merger, consolidation or otherwise to all or substantially all of the business and/or assets of Customer, partnerships, spouses, heirs, and personal and legal representatives. Any successor (whether direct or indirect by purchase, merger, consolidation or otherwise) to all, substantially all, or a substantial part, of the business and/or assets of Customer, shall be required by written agreement in form and substance satisfactory to LRS, to expressly assume and agree to perform the Agreement (including the payment of any and all liabilities accrued hereunder) in the same manner and to the same extent that Customer would be required to perform if no such succession had taken place.

• GENERAL PROVISIONS –The Agreement represents the entire understanding and agreement between the parties hereto and supersedes all prior agreements (if any), whether written or oral, and all other communications between the parties suggesting additional or different terms. The Agreement \ may be amended or cancelled only by mutual written agreement. Acceptance is expressly limited to the Agreement. Any proposal for additional or different terms or any attempt by Customer to vary the Agreement is hereby deemed material and is objected to and rejected. No terms of any document or form submitted by Customer shall be effective to alter or add to the Agreement. The earlier of LRS’s commencement of performance or Customer’s receipt of any of the Services shall constitute acceptance of the Agreement. The indemnification and liquidated damages provisions contained herein shall survive the termination of the Agreement.

• CONFIDENTIALITY – All non-public or proprietary information of LRS, including all intellectual property, quotations and pricing information, is confidential, solely for the use in performing hereunder and may not be disclosed, used or copied unless authorized by LRS in writing. Customer agrees that when an Account is created, a home or mobile telephone number must be provided for LRS to communicate important information about service and the overall account. By providing home and/or mobile telephone numbers, the Customer consents to receive autodialed, pre-recorded calls and./or text messages from or on behalf of LRS regarding important information.

• LIMITATION OF LIABILITY – LRS SHALL NOT BE LIABLE TO CUSTOMER OR ANY OTHER PERSON OR ENTITY FOR ANY INCIDENTAL, CONSEQUENTIAL, EXEMPLARY, PUNITIVE OR SPECIAL DAMAGES OR ANY OTHER LOSSES, DAMAGES OR EXPENSES WHETHER ARISING OUT OF BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE) OR OTHERWISE, REGARDLESS OF WHETHER SUCH DAMAGES WERE FORESEEABLE AND WHETHER OR NOT LRS HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, AND NOTWITHSTANDING THE FAILURE OF ANY AGREED OR OTHER REMEDY OF ITS ESSENTIAL PURPOSE. IN NO EVENT SHALL LRS BE LIABLE FOR ANY AMOUNT IN EXCESS OF THE ANNUAL AMOUNT RECEIVED BY LRS FOR THE SERVICES OR EQUIPMENT WITH RESPECT TO WHICH SUCH LIABILITY IS CLAIMED.

• WAIVER OF PARTICIPATION IN CLASS ACTION IN ANY CAPACITY – CUSTOMER HEREBY FOREVER AND IRREVOCABLY WAIVES, ON BEHALF OF ITSELF AND EACH OF ITS AFFILIATES, WITH RESPECT TO ANY DISPUTE IN WHICH LRS OR ANY OF ITS AFFILIATES MAY BE A PARTY: (I) THE RIGHT TO PARTICIPATE, EITHER AS A CLASS REPRESENTATIVE OR CLASS MEMBER, IN ANY CLASS ACTION LAWSUIT INVOLVING LRS OR ANY OF ITS AFFILIATES, WHETHER IN COURT OR IN ARBITRATION; AND (II) THE RIGHT TO JOIN OR CONSOLIDATE CLAIMS WITH CLAIMS OF ANY OTHER PERSON.

• GOVERNING LAW – The laws of the State of Illinois shall govern the validity, interpretation, construction, and performance of the terms and conditions of the Agreement without giving effect to any choice or conflict of law provision or rule (whether of the State of Illinois or any other jurisdiction) that would cause the application of the laws of any jurisdiction other than those of the State of Illinois.

• BINDING ARBITRATION – Except for claims by LRS for collection of its fees or its indemnification claims, if the parties are unable after good faith negotiation to settle any controversy, dispute or claim arising out of or related to the Agreement, such dispute (an “Arbitrable Dispute”) shall be settled by binding arbitration in accordance with the procedures established by (but not conducted by) the AAA in Chicago, Illinois. In the event of an Arbitrable Dispute, either party may commence arbitration under this Section, without the concurrence of the other party. The arbitration of the Arbitrable Dispute shall be conducted as follows: (1) The party wishing to commence arbitration shall send a written notice of intent to arbitrate (the “Arbitration Notice”) to the other party. Arbitration shall be commenced within thirty (30) days after the Arbitration Notice is given; (2) Within fifteen (15) days after the Arbitration Notice is given, each party shall appoint one arbitrator. The two arbitrators so appointed shall within fifteen (15) days after their appointment agree on a third arbitrator, and the three arbitrators so appointed shall constitute the arbitration panel for the arbitration. If a party fails to appoint an arbitrator or a third arbitrator is not appointed, in either case within the applicable fifteen (15) day period, either party may apply to the District Court for an order appointing an arbitrator. The parties hereby agree to submit to the jurisdiction and venue of the District Court for this purpose; (3) Except as provided herein, the arbitration shall be conducted in accordance with the Commercial Arbitration Rules of the AAA, as they are in effect at the time the arbitration is conducted, but the AAA shall not be involved in any aspect of the arbitration, unless the parties otherwise agree. The arbitrators shall have the authority to compel testimony and order the production of documents; (4) The arbitration shall be conducted in Chicago, Illinois or such other location that the parties may agree upon; (5) The expenses of the arbitration, including the legal fees of the prevailing party, shall be borne by the other party or as otherwise ordered by the arbitrators as part of their award; and (6) The determination of a majority of the arbitrators shall be final and binding upon the parties and shall be in writing. The arbitrators shall have the authority to award interim and/or permanent equitable relief as well as money damages. Any award rendered therein shall be final and binding on each of the parties, and judgment may be entered thereon in and enforced in any court of competent jurisdiction.

• SEVERABILITY – In the event that a court of competent jurisdiction finds any term or clause in the Agreement to be invalid, unenforceable, or illegal, the same will not have an impact on other terms or clauses in the Agreement or the entire However, such a term or clause may be revised to the extent required according to the opinion of the court to render the Agreement enforceable or valid, and the rights and responsibilities of the parties shall be interpreted and enforced accordingly, so as to preserve their agreement and intent to the fullest possible extent.

• WAIVER – All waivers by LRS shall be in writing. Failure of LRS at any time to require Customer’s performance of any obligation hereunder shall not affect LRS’s right to require performance of that obligation. No delay or omission in the exercise of any right, power, or remedy hereunder shall impair such right, power, or remedy or be considered to be a waiver of any default or acquiescence therein.

Permanent Services Terms and Conditions

SERVICE & EQUIPMENT AGREEMENT TERMS AND CONDITIONS

• SERVICES RENDERED – Lakeshore Recycling Systems, LLC and/or one or more of its subsidiaries who are performing the Services referenced herein and who is referenced on the order (hereinafter called “LRS”) agrees to furnish the solid, waste and recyclables collection, disposal and processing services and equipment set forth in the order or Service Agreement (the “Services”), and Customer (as defined on the order or the Service Agreement) agrees to make the payments set forth in the order or Service Agreement pursuant to and abide by these Terms and Conditions (these Terms and Conditions together with the accompanying Service Agreement or order, are the “Agreement”). Customer agrees that as of the date of the Service Agreement, LRS shall have the sole and exclusive right to provide waste collection, disposal, recycling, and processing services to

• TERM – Unless earlier terminated pursuant hereto, the term of this Agreement shall commence on the date of the Service Agreement (or at the end of any existing agreement with another provider) and continue for five (5) years from the date thereof (the “Term”). It shall be renewed for successive five (5) year terms without further action by the parties. This Agreement may be terminated effective at the end of any five (5) year term by Customer by written notice delivered by registered mail not less than ninety (90) days or more than one hundred eighty (180) days before the end of the then-current The notice shall be given by Customer to LRS at LRS’s address listed on the Service Agreement. Customer and LRS agree that at any time during the Term they may renegotiate any part of this Agreement, even if the effect of such renegotiation is to extend the Term.

• WASTE MATERIAL – The waste material to be collected, disposed of and processed by LRS pursuant to this Agreement is solid waste and recyclables generated by Customer excluding radioactive, volatile, corrosive, highly flammable, explosive, biomedical, infectious, toxic or hazardous material (“Waste Material”), The term “regulated material” shall include, but not be limited to, any waste (regardless of amount) listed or characterized as regulated by any federal, state or local law (“Applicable Law”). LRS shall acquire title, including all environmental and renewable attributes thereto, to the Waste Material when it is loaded into LRS’s trucks. Title and liability for any waste excluded above shall remain with Customer and Customer expressly agrees to defend, indemnify, and hold harmless LRS, its affiliates, and their respective officers, directors, members, managers, representatives, agents and employees  from and against any and all damages, penalties, fines and liabilities resulting from or arising out of such waste excluded above.

• PAYMENTS – Customer shall pay LRS for the Services and/or equipment furnished by LRS in accordance with the charges and rates provided for herein plus all taxes, fees and other charges imposed by Applicable Law upon the collection, transportation, disposal or processing of Customer’s Waste Material. Payment shall be made by Customer to LRS within ten (10) days of the date of an invoice from LRS may charge and Customer agrees to pay a late fee of the lesser of 1.5% per month or the highest rate permitted under Applicable Law on all past due amounts. Customer shall pay a fee of $50.00 (which fee may be increased upon notice to Customer) for each check that is returned due to insufficient funds or is otherwise dishonored. Customer shall be liable for all costs and expense related to collection of past due amounts, including without limitation, attorneys’ fees and costs.  Where disposal is to be billed separately and the disposal rate is not reflected in the Agreement, the amount billed by LRS shall be the current gate rate for disposal at the disposal facility utilized by LRS plus a handling charge.

In the event Customer fails to pay the amounts owed according to this Agreement, LRS may suspend the Services. If service is suspended for more than fifteen (15) days Customer may, at LRS’s option, be considered to have terminated this Agreement and LRS may recover any equipment on Customer’s premises and make a claim under Section 11 hereof.

Customer must provide written notice to LRS within ten (10) days following the date set forth on an invoice in order to validly dispute any amounts set forth therein. All invoiced amounts that are not identified as disputed in such notice are deemed accepted by Customer and shall be due and payable and incur any applicable late fees in accordance with the terms of this Agreement. Following receipt of notice of disputed terms, LRS and Customer shall work in good faith for a period of thirty (30) days to agree upon such disputed amounts. At the end of such thirty (30) day period all disputed amounts shall be immediately due and payable as determined by LRS in its sole discretion. LRS may at its discretion assess a fee for correcting invoicing or ticketing errors determined by LRS to result from Customer error.

• TAXES AND FEES – Customer shall pay all taxes, fees and other charges imposed by Applicable Law upon collection, transportation or disposal of Customer’s Waste Material and any other services performed by LRS hereunder and LRS shall have the right to increase its charges If payment is made by credit card, the Company reserves the right to recovery fees incurred for such transactions, unless prohibited by Applicable Law.

• RATE ADJUSTMENTS – LRS reserves the right to adjust the rates hereunder based upon increases in the cost of, among other things, fuel costs, disposal facility costs, landfill costs or transportation costs, changes in the composition of Customer’s Waste Material, changes in commodity pricing or costs of environmental or other regulatory compliance. LRS may, in its discretion, increase Customer’s rates based on the greater of (i) the percentage increase in cost set forth in any generally accepted, widely-known or industry-accepted index of such costs (for example, the U.S. Consumer Price Index, applicable local Consumer Price Indices for the All Urban Consumers (Water, Sewer and Trash Collection Services), U.S. City Average, the weekly Gasoline and Diesel Fuel Price Updates provided by the U.S. Energy Information Administration’s (“EIA” ) or other applicable indices) or (ii) LRS’s actual costs, whether or not such percentage increases correspond to percentage increases actually incurred by LRS during any particular period.  The amount or percentage of any such rate increase or surcharge is not designed or intended to be specifically tied to LRS’s direct or indirect costs to service any specific Customer account or geographic territory. Additional information regarding the fuel surcharge and other similar charges LRS may impose on Customer as a result of the forgoing increased LRS operating costs can be found here (the “Fuel Table”). The Fuel Table (as the same may be amended or changed from time to time) are incorporated by reference into this Agreement as if restated herein in their entirety.  LRS may upon written notice also adjust the rates hereunder in an amount in excess of such percentage increase. Notice from LRS may be either on an invoice or by separate notification given at least thirty (30) days prior to the effective date of the adjustment. If Customer does not object to such increase within fifteen (15) days after the effective date of the adjustment, or if Customer pays any invoice reflecting any such increased rates, this Agreement shall be deemed to be amended to reflect the increased rate.

• ADDITIONAL FEES –Containers and waste shall be accessible to LRS vehicles at all times; otherwise, Waste Material will not be collected but the Services may still be invoiced at LRS’s discretion. LRS reserves the right to charge Customer an “extra pick-up” fee for any additional collection service required due to Customer’s failure to provide such access or for overloaded

• CHANGES – The type, size and amount of equipment, the frequency of services, and corresponding rates, may be changed by the parties, either in writing or by the practices and actions of the parties, without affecting the validity of this Agreement. This Agreement shall continue in effect for the Term and shall apply to changes of service address location of Customer within the area in which LRS provides collection service. Customer agrees that LRS may increase the frequency of collection and corresponding charges to ensure compliance with regulations concerning the weight of vehicles.

• LIABILITY FOR EQUIPMENT – All equipment furnished by LRS is the property of LRS; however, Customer acknowledges that, except when it is being physically handled by employees of LRS, it has the care, custody and control of equipment owned by LRS and accepts responsibility and liability for the equipment and its contents, including loss, damage, or unauthorized removal of the equipment from Customer’s Customer will not move or remove or authorize a third party to move or remove or alter LRS’s equipment, without prior written consent of LRS. At the termination of this Agreement, Customer will make the equipment available for removal by LRS in the condition in which it was provided, normal wear and tear excepted.

• DAMAGE – Customer acknowledges that LRS shall not be liable for any damage to pavement, grass, curbing, driving surfaces or other property resulting from LRS providing the Services, except for damage caused by LRS’s gross negligence or willful misconduct.
• INDEMNITY – Customer agrees to indemnify, defend and hold LRS, its affiliates, and their respective officers, directors, members, managers, representatives, agents and employees harmless from and against any and all claims, losses, damages, causes of action (including reasonable attorney fees) which LRS may be responsible for or pay out as a result of bodily injury (including death), property damage, or any violation or alleged violation of law to the extent it is caused by (i) Customer’s breach of this Agreement or (ii) by any negligent act, negligent omission or willful misconduct of Customer or its employees, agents or contractors or (iii) Customer’s use, operation or possession of any equipment furnished by LRS.

• TERMINATION – LRS may terminate this Agreement (a) upon 10 days’ notice to Customer or (b) immediately upon notice to Customer for failure by Customer to (i) pay any amounts due or (ii) comply with any of its other obligations hereunder. Customer’s obligation to pay any sum of money due on or prior to the termination or expiration date of this Agreement, and the continuing accrual of any applicable late fees, shall survive the termination or expiration of this Agreement. lf LRS terminates this Agreement pursuant to the foregoing clause (b) or Customer terminates this Agreement other than as provided herein, Customer agrees to pay LRS (in addition to all amounts due for Services rendered to the date of termination) as liquidated damages an amount equal to the average of Customer’s monthly billings for the most recent six (6) months multiplied by six (6); provided, that if less than six (6) months remain in the Term, Customer shall pay an amount equal to the average of Customer’s monthly billings for the prior six (6) months multiplied by the number of months remaining in the Term. Customer acknowledges that the foregoing liquidated damages are reasonable in light of the anticipated loss to LRS caused by the termination and are not imposed as a penalty. In the event Customer fails to pay LRS all amounts which become due under this Agreement or fails to perform its obligations hereunder and LRS refers such matter to a collection agency or lawyer, Customer agrees to pay, in addition to the amount due, LRS’s reasonable collection and legal fees and expenses. Customer acknowledges that this failure to perform provision will apply in the event of a sale of customer’s business if tile new owner does not, with the consent of LRS, assume customer’s obligations hereunder for the balance of the Term.

• RIGHT OF FIRST REFUSAL – During the Term, Customer grants LRS a right of first refusal to match any offer relating to services similar to the Customer shall give LRS prompt written notice of any such offer and a reasonable time to respond to it.

• EXCUSED PERFORMANCE – Neither party hereto shall be liable for its failure to perform or a delay in performance hereunder due to contingencies beyond its reasonable control including, but not limited to, strikes, riots, fires, and acts of God.

• ASSIGNMENT – Customer may not assign this Agreement without the prior written consent of Any purported assignment by Customer contrary to this provision shall be null and void. Subject to the foregoing, this Agreement shall be binding upon and inure to the benefit of and be enforceable by the parties hereto and their permitted successors and assigns, including any direct or indirect successor by purchase, merger, consolidation or otherwise to all or substantially all of the business and/or assets of Customer, partnerships, spouses, heirs, and personal and legal representatives. Any successor (whether direct or indirect by purchase, merger, consolidation or otherwise) to all, substantially all, or a substantial part, of the business and/or assets of Customer, shall be required by written agreement in form and substance satisfactory to LRS, to expressly assume and agree to perform this Agreement (including the payment of any and all liabilities accrued hereunder) in the same manner and to the same extent that Customer would be required to perform if no such succession had taken place.

• GENERAL PROVISIONS –This Agreement represents the entire understanding and agreement between the parties hereto and supersedes all prior agreements (if any), whether written or oral, and all other communications between the parties suggesting additional or different terms. This Agreement represents the final and complete understanding of the parties and may be amended or cancelled only by mutual written agreement. Acceptance is expressly limited to this Agreement. Any proposal for additional or different terms or any attempt by Customer to vary the Agreement is hereby deemed material and is objected to and rejected. No terms of any document or form submitted by Customer shall be effective to alter or add to this Agreement. The earlier of LRS’s commencement of performance or Customer’s receipt of any of the Services shall constitute acceptance of this Agreement. The indemnification and liquidated damages provisions contained herein shall survive the termination of this Agreement.

• CONFIDENTIALITY. All non-public or proprietary information of LRS, including all intellectual property, quotations and pricing information, is confidential, solely for the use in performing hereunder and may not be disclosed, used or copied unless authorized by LRS in writing. Customer agrees that when an Account is created, a home or mobile telephone number must be provided for LRS to communicate important information about service and the overall account. By providing home and/or mobile telephone numbers, the Customer consents to receive autodialed, pre-recorded calls and./or text messages from or on behalf of LRS regarding important information.

• LIMITATION OF LIABILITY. LRS SHALL NOT BE LIABLE TO CUSTOMER OR ANY OTHER PERSON OR ENTITY FOR ANY INCIDENTAL, CONSEQUENTIAL, EXEMPLARY, PUNITIVE OR SPECIAL DAMAGES OR ANY OTHER LOSSES, DAMAGES OR EXPENSES WHETHER ARISING OUT OF BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE) OR OTHERWISE, REGARDLESS OF WHETHER SUCH DAMAGES WERE FORESEEABLE AND WHETHER OR NOT LRS HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, AND NOTWITHSTANDING THE FAILURE OF ANY AGREED OR OTHER REMEDY OF ITS ESSENTIAL PURPOSE. IN NO EVENT SHALL LRS BE LIABLE FOR ANY AMOUNT IN EXCESS OF THE ANNUAL AMOUMT RECEIVED BY LRS FOR THE SERVICES OR EQUIPMENT WITH RESPECT TO WHICH SUCH LIABILITY IS CLAIMED.

• WAIVER OF PARTICIPATION IN CLASS ACTION IN ANY CAPACITY. CUSTOMER HEREBY FOREVER AND IRREVOCABLY WAIVES, ON BEHALF OF ITSELF AND EACH OF ITS AFFILIATES, WITH RESPECT TO ANY DISPUTE IN WHICH LRS OR ANY OF ITS AFFILIATES MAY BE A PARTY: (I) THE RIGHT TO PARTICIPATE, EITHER AS A CLASS REPRESENTATIVE OR CLASS MEMBER, IN ANY CLASS ACTION LAWSUIT INVOLVING LRS OR ANY OF ITS AFFILIATES, WHETHER IN COURT OR IN ARBITRATION; AND (II) THE RIGHT TO JOIN OR CONSOLIDATE CLAIMS WITH CLAIMS OF ANY OTHER PERSON.

• GOVERNING LAW – The laws of the State of Illinois shall govern the validity, interpretation, construction, and performance of the terms and conditions of this Agreement without giving effect to any choice or conflict of law provision or rule (whether of the State of Illinois or any other jurisdiction) that would cause the application of the laws of any jurisdiction other than those of the State of Illinois.

• BINDING ARBITRATION – If the parties are unable after good faith negotiation to settle any controversy, dispute or claim arising out of or related to this Agreement, such dispute (an “Arbitrable Dispute”) shall be settled by binding arbitration in accordance with the procedures established by (but not conducted by) the AAA in Chicago, Illinois. In the event of an Arbitrable Dispute, either party may commence arbitration under this Section, without the concurrence of the other party. The arbitration of the Arbitrable Dispute shall be conducted as follows: (1) The party wishing to commence arbitration shall send a written notice of intent to arbitrate (the “Arbitration Notice”) to the other party. Arbitration shall be commenced within thirty (30) days after the Arbitration Notice is given; (2) Within fifteen (15) days after the Arbitration Notice is given, each party shall appoint one arbitrator. The two arbitrators so appointed shall within fifteen (15) days after their appointment agree on a third arbitrator, and the three arbitrators so appointed shall constitute the arbitration panel for the arbitration. If a party fails to appoint an arbitrator or a third arbitrator is not appointed, in either case within the applicable fifteen (15) day period, either party may apply to the District Court for an order appointing an arbitrator. The parties hereby agree to submit to the jurisdiction and venue of the District Court for this purpose; (3) Except as provided herein, the arbitration shall be conducted in accordance with the Commercial Arbitration Rules of the AAA, as they are in effect at the time the arbitration is conducted, but the AAA shall not be involved in any aspect of the arbitration, unless the parties otherwise agree. The arbitrators shall have the authority to compel testimony and order the production of documents; (4) The arbitration shall be conducted in Chicago, Illinois or such other location that the parties may agree upon; (5) The expenses of the arbitration, including the legal fees of the prevailing party, shall be borne by the other party or as otherwise ordered by the arbitrators as part of their award; and (6) The determination of a majority of the arbitrators shall be final and binding upon the parties and shall be in writing. The arbitrators shall have the authority to award interim and/or permanent equitable relief as well as money damages. Any award rendered therein shall be final and binding on each of the parties, and judgment may be entered thereon in and enforced in any court of competent jurisdiction.

• SEVERABILITY – In the event that a court of competent jurisdiction finds any term or clause in this Agreement to be invalid, unenforceable, or illegal, the same will not have an impact on other terms or clauses in this Agreement or the entire However, such a term or clause may be revised to the extent required according to the opinion of the court to render this Agreement enforceable or valid, and the rights and responsibilities of the parties shall be interpreted and enforced accordingly, so as to preserve their agreement and intent to the fullest possible extent.

• WAIVER. All waivers by LRS shall be in writing. Failure of LRS at any time to require Customer’s performance of any obligation hereunder shall not affect LRS’s right to require performance of that obligation. No delay or omission in the exercise of any right, power, or remedy hereunder shall impair such right, power, or remedy or be considered to be a waiver of any default or acquiescence therein.

Fuel Table