EFFECTIVE DATE: 4th May 2018

Introduction

This Agreement together with any documents referred to in them (collectively the Agreement) tell you the terms on which you may make use of our main website www.swiftcomply.com and any related domains or subdomains (the Website) whether as a visitor or a registered user, and the connection and comparison service that we provide through them (collectively, www.swiftcomply.com).

Please read this Agreement carefully before you start to make any use of www.swiftcomply.com, as they will apply to your use of it (although please note that they will not apply to any third party services you request through www.swiftcomply.com).

By using www.swiftcomply.com, you confirm that you have read and accepted this Agreement and that you agree to comply with and be bound by them. If you do not agree to them, you must not use www.swiftcomply.com.

We partner with owners of sewer networks and regulatory bodies which include water companies, municipal authorities, and local government bodies (Authorities). We share data related to your account that you or a service provider working on your behalf create on www.swiftcomply.com with these Authorities to demonstrate compliance.

We provide a service that enables you to store documentation related to the servicing or maintenance of assets. We allow you to share documentation with Authorities, both municipal and corporate, to assist with demonstrating that you are compliant with the rules and regulations of that Authority.

We provide a service that enables the user (You) to compare a number of prices and availability for services from service providers connected to www.swiftcomply.com. We do not provide advice in relation to the services compared, nor do we provide a recommendation or endorsement.

When it comes to our service providers, we do not choose favorites. We offer impartial and independent comparison and our results are always ranked alphabetically.

Other applicable terms

This Agreement refers to our privacy and cookie policy, which sets out the terms on which we process any data we collect from You or that you provide to Us, as well as information about the cookies and/or other similar technologies (for example, analytics) we use. By using www.swiftcomply.com, You consent to such processing and You warrant that all data provided by you is accurate.

When You become a registered user of www.swiftcomply.com you may be provided with specific terms relevant to your jurisdiction.

We may also agree on specific terms that are specific to our contract with you and this Agreement will always form part of our contract with you.

Information about us and how to contact us

www.swiftcomply.com is a technology platform, accessed through the Website, that connects users (such as You) with third-party service providers of waste services and certain other services as listed on the Website. It enables you to store documents, share documents with Authorities, compare prices and engage a service provider in your area for the provision of those services.

In Ireland, Canada, the UK, and Europe, www.swiftcomply.com is operated and owned by SwiftComply TopCo Limited (We or Us). We are a limited company registered in Ireland under company number 582983 and have our registered office at 31 Francis Street, Dublin 8, D08 YHW1, Ireland. Our main trading address is at 30/31 Francis Street, The Liberties, Dublin 8, D08 YHW1, Ireland, and our VAT number is 3419869MH.

In the USA, www.swiftcomply.com is operated by SwiftComply US OpCo, Inc. SwiftComply US OpCo, Inc is a corporation organized and existing under the laws of Delaware. The Corporation’s registered office in the state of Delaware is 2035 Sunset Lake Road, Suite B-2, in the city of Newark, zip code 19702, and county of New Castle ℅ of the registered agent Rocket Lawyer Corporate Services LLC.

If you access our services in Ireland, Canada, the UK, or Europe, you are contracting with SwiftComply TopCo Limited. In the United States of America, you are contracting with SwiftComply US OpCo, Inc.

If you wish to contact us in writing, have a complaint, or are required to give us notice in writing, you can send this to us by email at hello@swiftcomply.com or by pre-paid post to the main trading address of the relevant jurisdiction referred to above. If we have to contact you or give you notice in writing, we will do so by email to any email address you provide to us.

Our Services

We provide a platform that allows users to store documents and share documents with relevant Authorities.

We provide a platform that allows users to compare prices and connect with service providers to order services. We do not, ourselves, provide any waste management services or other services of the type listed on the Website as being provided by service providers and any contract for the provision of those services is between you and the relevant service provider (and not us). It is up to the relevant service provider to perform any services you request through www.swiftcomply.com and you agree to comply with any terms of service that apply between you and the relevant service provider.

We do not contract service providers and, unless otherwise specified in this Agreement, we are not responsible for (and make no representations, warranties, or guarantees as to) the behavior, acts, or omissions of any service providers you engage through www.swiftcomply.com or the quality of the services they provide.

If you have a complaint in relation to the services provided by a service provider, that complaint must be taken up with the service provider directly. If you are unable to resolve a dispute with a service provider or you cannot come to an agreement with a service provider, please contact us and we will use our reasonable endeavors to try to resolve the dispute.

We do take reasonable measures to ensure the suitability and quality of the service providers, including, without limitation, conducting interviews, verifying insurance documents and waste licenses, and reviewing certain policies and procedures. However, you acknowledge that, in carrying out any checks, we may be reliant on information supplied by third parties and we cannot guarantee that such information is accurate. We also cannot guarantee that any particular service provider is suitable for your purposes and you use service providers at your own risk, although we may remove a service provider from www.swiftcomply.com on the basis of any feedback you or other users provide in relation to that service provider if we deem it appropriate, but are under no obligation to do so.

Data Usage

We will take all necessary measures to protect your data in accordance with our privacy and cookies policy.

For you to receive services booked on the Website, we must share your data with the Service Provider selected so that they can attend your site and deliver the required service. The process of booking and completing the service generates certain information including but not limited to: the type, number, and location of grease traps at your premises; the type, number and location of other kitchen equipment; the date of the service; the time of the service; the next service due date; and, before and after photographs of your grease trap or kitchen equipment. This information will be stored on our Website and used to provide you with a better service. This information will also be shared with the relevant Authority or their agent who may rely on the information for judging compliance to the extant regulation.

You may also store documents on the Website for the purposes of sharing same with the relevant Authority or their agent who may rely on the information for judging compliance to the extant regulation.

Changes to this Agreement and updates to the Website

We may revise this Agreement at any time and you should check this Agreement from time to time to take notice of any changes we have made, as they are legally binding on you. We may also notify you of any changes by email. If you do not agree to any such changes, stop using www.swiftcomply.com.

This Agreement was last updated on 4th May 2018.

We may (but are under no obligation to) update or change the content on the Website at any time.

Some of the provisions contained in this Agreement may also be superseded by provisions or notices published elsewhere on www.swiftcomply.com or given to you in writing.

Accessing www.swiftcomply.com

The Website is made available free of charge.

We make no representations, warranties, or guarantees, whether express or implied, that www.swiftcomply.com or any content on it: (i) will always be available or be uninterrupted; (ii) will be error-free, accurate, complete, or up-to-date; or (iii) will be secure or free from bugs or viruses.

Access to www.swiftcomply.com is permitted on a temporary basis and we may suspend, withdraw, discontinue or change all or any part of it without notice. We will not be liable to you if, for any reason, www.swiftcomply.com is unavailable at any time or for any period.

You are responsible for making all arrangements necessary for you to access www.swiftcomply.com (including configuring your information technology) and you should use your own virus protection software.

Registration and security

Use of, and access to, certain parts of www.swiftcomply.com may require you to register with us. If you wish to register, you must complete all of the fields on the relevant registration page.

You must not create your own www.swiftcomply.com account using an email address other than your own or one that you are permitted to use and, if you know or suspect that someone other than you has successfully registered to use www.swiftcomply.com using your email address, you must notify us immediately at hello@swiftcomply.com.

If you choose, or you are provided with, a username, password, or any other piece of information as part of our security procedures, you must treat such information as confidential and must not disclose it to any third party or allow any third party to use or access your account. We have the right to disable any username or password, whether chosen by you or allocated by us, at any time if, in our reasonable opinion, you have failed to comply with any of the provisions of this Agreement.

You may not authorize others to access www.swiftcomply.com using your username and password and you may not assign or otherwise transfer your account to any other person or entity. If you know or suspect that anyone other than you knows your username or password, you must promptly notify us at hello@swiftcomply.com and change your password.

You are responsible for all acts and omissions of any third parties who use your username or password to access www.swiftcomply.com, whether fraudulently or not, and you agree to reimburse us on demand for any loss we suffer as a result of such use.

By registering with www.swiftcomply.com you provide us with permission to use data relating to your address and the type and location of your grease trapping systems or other equipment that is relevant to be able to offer you services from the service provider.

Pricing and payment

We do not control the price, length of offers, or special conditions relating to pricing. These are set by product and by service providers. Service providers’ prices, rates, and offer times are updated and amended on a regular basis so pricing can be subject to change. We collect the fee due to the service provider as agent for, and on behalf of, the service provider.

Payment processing services for users and service providers on www.swiftcomply.com are provided by Stripe and are subject to the Stripe Connected Account Agreement, which includes the Stripe Terms of Service (collectively, the “Stripe Services Agreement”). By agreeing to this Agreement or continuing to operate as a user or service provider on www.swiftcomply.com, you agree to be bound by the Stripe Services Agreement, as the same may be modified by Stripe from time to time. As a condition of www.swiftcomply.com enabling payment processing services through Stripe, you agree to provide www.swiftcomply.com accurate and complete information about you and your business, and you authorize www.swiftcomply.com to share it and transaction information related to your use of the payment processing services provided by Stripe.

When you first request the services of a service provider, you will be asked to provide us with valid credit or debit card payment details to pay for the services you request. You will be charged in advance for all services. The card details provided by you will be held by Stripe.

We offer ACH payment facilities to customers in the United States of America. If you select ACH as a payment option and complete your bank account details then you authorize SwiftComply OpCo, Inc to instruct your financial institution (bank) to make and receive payments using the account details provided. The authority remains in effect until SwiftComply OpCo, Inc. receives written notification from You, the Customer, of termination in time to allow Us reasonable opportunity to act on it, or until SwiftComply OpCo Inc send you a written notice of termination of this agreement

There may be instances where a service provider is not able to successfully complete a service, for reasons including, without limitation, that the service provider does not have access or permission to work at the location you provided, that the location does not meet health and safety or access requirements or that the information you provided is inaccurate or incomplete. In such instances, you may be charged a minimum fee or cancellation fee. If we are informed by the service provider that there are additional charges to pay, we will take payment of the balance following completion of the services.

If any amount due from you remains unpaid, we reserve the right: (i) to charge reasonable administration costs; (ii) to charge interest (both before and after judgment) on the outstanding amount at the rate applicable to judgment debts under the Late Payment of Commercial Debts (Interest) Act 1998; (iii) to arrange for any further bookings made by you to be suspended; and/or (iv) to take such other action as we deem appropriate, including, without limitation, immediate, temporary or permanent withdrawal of your right to use www.swiftcomply.com.

All fees will be shown excluding VAT or sales tax which will be added when payment is processed at the prevailing rate.

The booking process and cancellation

Bookings can only be made on a one-off basis at least 48 hours in advance. When you make a booking, we will confirm your booking via email.

If you decide to cancel a booking, you may do so with no charge via the Website provided you cancel no less than 24 hours before the scheduled start time. If you cancel within 24 hours of the scheduled start time, a $30 penalty fee will be charged to your registered credit or debit card.

Cancellations direct with the relevant service provider are not permitted and will not be accepted.

If a booking is canceled by the service provider or if the service provider fails to attend the agreed location to provide the services requested, you must notify us within 72 hours following the scheduled start time and, if still required, make another request for the relevant services to be provided by the service provider (or another service provider). If we have already taken payment, we will offer you a full refund in respect of the relevant amount if you do not wish to reschedule the booking. You agree to hold us harmless from any liability that may result from the cancellation.

Termination

We may terminate this Agreement or terminate or suspend your account immediately at any time for any reason or for no reason upon notice to you. If we terminate or suspend your account, you are prohibited from registering and creating a new account under your name, a fake or borrowed name, or the name of any third party, even if you may be acting on behalf of the third party. In addition to terminating or suspending your account, we reserve the right to pursue any available legal action. When terminating your account, we may delete the account and any information in it. You have no ownership rights to your account.

You may terminate this Agreement by completely and permanently ceasing to use www.swiftcomply.com (provided that there are no outstanding service orders). If you attempt to terminate this Agreement while there are still outstanding service orders, this Agreement shall not terminate until such services have been performed or otherwise canceled as permitted by this Agreement.

As a Services User PLEASE NOTE SwiftComply reserves the right to deactivate you as a Services user if you do not properly meet our terms. This may include not having the appropriate bank details verification or not satisfying the job requirements. We want to ensure the best experience for all of our users, therefore we remove service providers that do not meet the requirements. If you would like more details of this, please contact us at hello@swiftcomply.com.

Service Providers

You agree to treat service providers courteously and lawfully and to provide a safe and appropriate working environment for them in compliance with all applicable laws and regulations. You also agree to provide them with all reasonable information and co-operation required to enable them to provide the services you have requested.

You acknowledge that your preferred service provider if you have one, maybe unavailable from time to time, whether due to illness or vacation or through ceasing to use www.swiftcomply.com.

You agree, for so long as the Agreement between you and us is in force and for a period of twelve months thereafter, not to book the services of, or engage, any service provider you have used, or whose contact details you have received from us, other than via www.swiftcomply.com.

Sharing Information with Regulators

As a Kitchen user (owner of a food service establishment i.e.FSE) and a Services user (a Service Provider) you agree to share the following information with the regulators i.e. City application users:

• FSE Information
  • Trading Name
  • Address (business or mailing)
  • Phone Numbers (main, mobile, or fax)
  • Email Address
  • Website Link
  • Service Frequency
  • Service Units
  • Establishment Type
  • Tax number
• Pumpout Details
  • Service Provider Name
  • Date of Service
  • Pumped Volume and Unit (if provided)
  • Any attached document as proof of service/manifests (if provided)
• Grease Trap Details
  • Grease Trap Category
  • Location (inside vs outside)
  • Capacity (units)
  • Grease Trap Compliance Status

If you have any issues or concerns or need further information regarding the information shared with the regulators please do not hesitate to contact us via email at hello@swiftcomply.com.

SMS Terms and Conditions

By checking the box to sign up for one or more text messaging programs, you expressly consent to receive non-marketing and marketing text messages from SwiftComply and others texting on its behalf, including text messages made with an autodialer, at the telephone number(s) that you provide. You may opt-out of these communications at any time, and consent to receive marketing text messages is not required to purchase any goods or services.

Program Description

SwiftComply and its service providers may use an automatic telephone dialing system (“autodialer”) to deliver text messages to you. SwiftComply’s text messages are intended to provide you with convenient notifications about upcoming services booked, reminders to remain compliant with local regulators, and other relevant goods and services provided by SwiftComply.

Message Frequency

The number of text messages that you receive will vary depending on your level of activity and the number of kitchens enrolled on SwiftComply. No more than two text messages per week will be delivered in regards to one kitchen.

Cost

Message and data rates may apply to each text message sent or received in connection with SwiftComply text messages, as provided in your mobile telephone service rate plan (please contact your mobile telephone carrier for pricing plans), in addition to any applicable roaming charges. SwiftComply does not impose a separate fee for sending text messages.

Supported Carriers

Supported carriers may change from time to time, likely to include (in the US) AT&T, T-Mobile, Verizon Wireless, Sprint, Nextel, Boost, Alltel, US Cellular, and Cellular One, among others.

How to Opt-In

To opt-in to receive text messages from SwiftComply, either select this option upon account enrollment, update your enrollment in your Account Settings, or email hello@swiftcomply.com.

How to Opt-Out

To stop receiving text messages from SwiftComply, text STOP to the five-digit shortcode for the text messaging program from which you no longer wish to receive messages (i.e., the five-digit number from which its text messages are being sent). You will then receive confirmation of your opt-out of that text messaging program. This will only opt you out of the specific text messaging program associated with that five-digit shortcode. You will remain opted into other Company text messaging programs.

Your Mobile Telephone Number

You represent that you are the account holder for the mobile telephone number(s) that you provide. You are responsible for notifying SwiftComply immediately if you change your mobile telephone number at hello@swiftcomply.com.

Access or Delivery to Mobile Network is Not Guaranteed

Delivery of information and content to a mobile device may fail due to a variety of circumstances or conditions. You understand and acknowledge that network services, including but not limited to mobile network services, are outside of SwiftComply’s control, and SwiftComply is not responsible or liable for issues arising from them.

Support/Help

To request more information, text HELP to the five-digit shortcode for the text messaging program about which you have questions (i.e., the five-digit number from which its text messages are being sent) or email hello@swiftcomply.com.

Eligibility

To receive SwiftComply text messages, you must be a resident of the United States and 18 years of age or older. SwiftComply reserves the right to require you to prove that you are at least 18 years of age.

Changes to Terms and Conditions

SwiftComply may revise, modify, or amend these SMS Terms and Conditions at any time. Any such revision, modification, or amendment shall take effect when it is posted to SwiftComply’s website. You agree to review these SMS Terms and Conditions periodically to ensure that you are aware of any changes. Your continued consent to receive SwiftComply text messages will indicate your acceptance of those changes.

Termination of Text Messaging

SwiftComply may suspend or terminate your receipt of SwiftComply text messages if we believe that you are in breach of these SMS Terms and Conditions. Your receipt of SwiftComply’s text 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 our text messages, with or without notice.

Intellectual Property Rights

We are the owner or the licensee of all intellectual property rights in www.swiftcomply.com and in the material published on it. You acknowledge that you have no rights in or to www.swiftcomply.com or the technology used or supported by it other than the right to use it in accordance with this Agreement. If you use any part of www.swiftcomply.com in breach of this Agreement, your right to use www.swiftcomply.com will cease immediately.

You must not use any part of the content on www.swiftcomply.com for commercial purposes without obtaining a license or other written consent to do so from us or our licensors.

“www.swiftcomply.com” is a registered trademark of SwiftComply TopCo Limited. We reserve all rights in these trademarks, the www.swiftcomply.com domain name and all related domains and sub-domains and any other logos, service marks, brand names, trading names, and/or trademarks appearing anywhere on www.swiftcomply.com and nothing in this Agreement should be construed as granting any license or right to use any of such trademarks or domain names.

Other trademarks, products, and company or brand names mentioned on www.swiftcomply.com may be the trademarks of their respective owners or licensors and all rights in such trademarks are reserved to their respective owners or licensors.

Liability

You acknowledge that www.swiftcomply.com has not been developed to meet your individual requirements and that it is, therefore, your responsibility to ensure that the facilities and functions of www.swiftcomply.com meet your requirements.

You may only use www.swiftcomply.com for lawful purposes. You may not use it:

• in any way that breaches any applicable local, national, or international laws or regulations;
• in any way that is unlawful or fraudulent or has any unlawful or fraudulent purpose or effect;
• to send, knowingly receive, upload or download, use or reuse any material which does not comply with our content standards as set out below;
• to transmit, or procure the sending of, any unsolicited or unauthorized advertising or promotional material or any other form of similar solicitation (spam);
• to knowingly transmit any data, send or upload any material that contains viruses, Trojan horses, worms, time-bombs, keystroke loggers, spyware, adware or any other harmful programs or similar computer code designed adversely to affect the operation of any computer software or hardware;
• in a way that could damage, disable, overburden, impair or compromise our systems or security or interfere with other users of www.swiftcomply.com; or
• to collect or harvest any information or data from www.swiftcomply.com or our systems or attempt to decipher any transmissions to or from the servers running www.swiftcomply.com.

You also agree:

• not to permit www.swiftcomply.com or any part of it to be combined with, or become incorporated in any other programs;
• not to reproduce, duplicate, copy or resell any part of www.swiftcomply.com in contravention of this Agreement; and
• not to access without authority, penetrate, interfere with, damage or disrupt (or attempt to do any of the same): (i) the accounts of other users of www.swiftcomply.com; (ii) any part of www.swiftcomply.com or its security measures; (iii) any equipment or network on which www.swiftcomply.com is stored; (iv) any software used in the provision of www.swiftcomply.com; or (v) any equipment or network or software owned or used by any third party.

Unless otherwise specified in this Agreement, we will only be liable to you for any loss or damage (whether in contract, tort (including negligence), breach of statutory duty or otherwise) arising under, or in connection with, your use of, or inability to use, www.swiftcomply.com if such loss or damage is a foreseeable result of our breach of this Agreement or our negligence, but we are not responsible for any loss or damage that is not foreseeable. Loss or damage is foreseeable if it is an obvious consequence of our breach of this Agreement or our negligence or if it was reasonably contemplated by you and us at the time of the agreement between us coming into effect as a possible result of such breach or negligence.

Our maximum aggregate liability under, or in connection with, this Agreement (including your use of www.swiftcomply.com) whether in contract, tort (including negligence) breach of statutory duty, or otherwise, shall in all circumstances be limited to the service fee paid by you to us during the 12 month period immediately prior to the liability arising.

We will not be liable for: (i) loss of profits, sales, business, or revenue; (ii) business interruption; (iii) loss of anticipated savings or interest; (iv) loss of business opportunity; (v) loss of or damage to data; (vi) loss of or damage to reputation or goodwill; or (vii) any indirect, special or consequential damages, loss, costs, claims or expenses of any kind.

To the extent permitted by law, we exclude all conditions, warranties, representations or other terms which may apply to www.swiftcomply.com or any content on it, whether express or implied. You agree not to use www.swiftcomply.com for any resale purposes and, if you do, we have no liability to you for any loss of profit, loss of business, business interruption or loss of business opportunity.

We will not under any circumstances be liable for:

• the behavior, acts or omissions of any service providers you engage through www.swiftcomply.com or the quality of the services they provide; or
• any loss or damage caused by any bug, virus, distributed denial-of-service attack or other technologically harmful material that may infect your information technology (including your Mobile Device), data or other proprietary material due to your use of www.swiftcomply.com, or your downloading of any content on it or on any website linked to it.

Nothing in this Agreement excludes or limits our liability for death or personal injury resulting from our negligence, fraud or fraudulent misrepresentation, or any other liability that cannot be excluded or limited by Irish law.

Linking to the Site

You may link to the Website’s homepage, provided you do so in a way that is fair and legal and does not damage our reputation or take advantage of it. You must not establish a link to the homepage in any website that is not owned by you or in such a way as to suggest any form of association, approval, or endorsement on our part where none exists. The Website must not be framed on any other site, nor may you create a link to any part of the Website other than the homepage.

We reserve the right to withdraw linking permission without notice. If you wish to make any use of any content on the Website other than that set out above, please contact us at hello@swiftcomply.com.

Links to third-party websites and resources

The Website may contain logos and/or brand names of third parties, and/or links (such as hyperlinks) to third-party websites. Such brands, logos, and links do not constitute our endorsement of those parties, sites, or their content. They are provided as an information service, for reference and convenience only. We do not control any such sites and are not responsible for their availability or accuracy, or content, advertising, or products or services. The existence of links on the Website to such websites (including without limitation external websites that are framed by www.swiftcomply.com as well as any advertisements displayed in connection therewith) does not mean that we endorse any of the material on such websites, or have any association with their operators. It is your responsibility to evaluate the content and usefulness of the information obtained from other sites. We expressly disclaim any liability arising in connection with your use and/or viewing of any websites, others’ brands or logos, or other material associated with links, logos, or brand names that may appear on the Website. You hereby agree to hold us harmless from any liability that may result from the use of links that may appear on the Website.

Events outside our control

We will not be liable or responsible for any failure to perform, or any delay in the performance of, any of our obligations under this Agreement that is caused by any event or circumstance beyond our reasonable control, including any failure of public or private telecommunications networks or any delays or latency due to your physical location or your wireless data service provider’s network.

Other important terms

We may transfer our rights and obligations under this Agreement to another organization, but this will not affect your rights or our obligations under this Agreement.

You may only transfer your rights or obligations under this Agreement to another person if we agree in writing.

If we fail to insist that you perform any of your obligations under this Agreement, or if we do not enforce our rights against you, or if we delay in doing so, that will not mean that we have waived our rights against you and will not mean that you do not have to comply with those obligations. If we do waive a default by you, we will only do so in writing, and that will not mean that we will automatically waive any later default by you.

Each of the conditions of this Agreement operates separately. If any court or competent authority decides that any of them are unlawful or unenforceable, the remaining conditions will remain in full force and effect.

This Agreement is not intended to confer rights on anyone other than you and us.

Applicable law

This Agreement, its subject matter, and formation are governed by Irish law and subject to the exclusive jurisdiction of the Irish courts.

Nothing in the foregoing paragraph will limit our right to take proceedings against you in any other court of competent jurisdiction, nor will the taking of proceedings in any one or more jurisdictions preclude us from taking proceedings in any other jurisdiction, whether concurrently or not, to the extent permitted by the law of such other jurisdiction.