WasteX Service Agreement

Billing: Med Alliance Inc (dba “WasteX”) shall submit to the customer, invoices for charges as set forth on the face of this contract. Payment is due upon invoicing. Invoices not received within 30 days of issuance are late. The customer agrees to pay a late fee of $25 or 10%, whichever is greater, each late month applied to all unpaid invoices older than 30 days from invoicing. WasteX reserves the right to increase billings by 6% or the Consumer Price Index (CPI), whichever is higher, each year starting on January 1st of each year. Invoices older than 90 days will constitute an attempt not to pay and may be turned over to collections. The customer agrees to pay for any and all cost that may be incurred in the collection of overdue invoices including attorney’s fees and court costs. During any collection activities WasteX may suspend service and retrieve unused supplies from the customer’s premises. All credit card charges will include a 2.5% fee of each transaction. All will-call customers must pay in advance of service and will incur a $25 maintenance fee per quarter. Customers serviced by mailback must pay in advance of each service date.

Compliance Materials: WasteX invests significant capital in compliance material and development each year. The Customer agrees to not copy or distribute WasteX material to any third party or non-employee of the company. Customer agrees to pay damages of $2,500 each violation.

Compliance with Laws: WasteX agrees to carry all the necessary license, permits, and zoning authorizations required by Federal and State regulation bodies.

Disclaimer of Representation: WasteX makes no representation or warranty, expressed or implied, regarding the materials furnished, activities performed, the final outcome, or the time necessary or required to perform the project activities contemplated by the contract, except as specifically provided herein.

Governing Law: This agreement is construed in accordance with the laws in Florida

Limitation of Liability: WasteX is not liable for claims, unless such claims or damages directly result from the negligence of WasteX, its employees or agents. Customer agrees to hold WasteX, its employees and agents, harmless from any liability, claims, or damages related to the activities to be performed except to the extent such liability, claims, or damages are the direct result of negligence by WasteX, its employees or agents.

Original: A copy, e-signature or fax shall be as effective as an original.

Services: WasteX shall collect and transport all Regulated Medical Waste generated by the Customer for the term of the agreement.

Surcharge: WasteX may impose a surcharge equal to the monthly rate in the event of a missed pickup by no fault of WasteX. In the event that other economical events occur, WasteX reserves the right to increase prices in the duration of this contract. Each additional container above the container allotment has a 10% surcharge. WasteX also reserves the right to impose fuel and environmental surcharges. The 15 & 32 gallon containers cannot exceed 55 pounds. The 96 gallon containers cannot exceed 100 pounds. The pharmaceutical container cannot exceed 15 pounds. All waste containers that exceed this weight limit will be charge at a rate of $1 per pound.

Term: The term of this agreement shall be 60 months from the effective date of the agreement. Each party has the right to terminate the extension within the 30 days of the renewal date. In the event either party wishes to terminate this agreement, notification must be made in writing within the 30 day extension term. Each renewing term will be for a period of 36 months from the renewal date. The renewal date is 36 months from the date the original agreement or renewal occurred. The contract is fully transferrable to any entity that assumes or acquires the current valid contract. In the event of early termination prior to the effective renewal date, WasteX reserves the right to impose damages equal to fifty percent of the contract value remaining in the term. WasteX reserves the right to cancel the contract at any time by giving Customer sixty (60) days’ notice in the event that it is unable to continue performing the agreement.

Waste: The customer agrees to place regulated medical and/or infectious waste as defined by State and Federal Regulations, in the provided medical waste containers for disposal. Sharps must be placed in an approved sharps container, sealed and secured then placed in the container for disposal. Furthermore, the customer agrees not to place into the containers provided for disposal any pharmaceutical waste, hazardous waste, DEA listed “Controlled Substances”, or other materials not meeting the definition of biohazardous waste. All pharmaceutical waste must be placed in the approved pharmaceutical waste container provided from WasteX, and cannot contain RCRA, U-Listed, P-Listed or controlled substances.

Waste Brokers: WasteX reserves the right to contract with other waste management firms to service the customer in the event they are unable to service the customer or deem it economical to broker the business through another provider.