Terms & Conditions

Welcome to Swoop It Up!

Thank you for using the services provided by Swoop It Up, a company that helps connect licensed cannabis businesses with distributors (the “Services”). Using our proprietary application, “Swoop It Up”, we provide a technology platform where cannabis businesses can post service requests and distributors can offer their services.

Acceptance of the Terms of Use

PLEASE READ THESE TERMS CAREFULLY, AS THEY CONSTITUTE A LEGAL AGREEMENT BETWEEN YOU AND Swoop It Up, Inc. These Terms of Use are entered between you and Swoop It Up, Inc., a California corporation (“Swoop It Up”, “Company”, “we”, or “us”) and govern your access to and use of the Services provided by Swoop It Up, including any websites or portions thereof or any mobile applications, including the Swoop It Up application, that are operated by Swoop It Up (the “Application”), together with any documents they expressly incorporate by reference (collectively, the “Terms of Use”). These Terms of Use govern your access and use of the Services, including websites and mobile applications, whether you are a guest or a registered user.
In addition to these Terms of Use, Cannabis distributors using the Application (also referred to as “Swoopers”) are governed by the Technology Services Agreement found at [TECH SVCS AGREEMENT URL] or, if such distributor and Company have mutually executed and delivered a separate Technology Services Agreement (“TSA”), such TSA.
Please read the Terms of Use carefully before you start to use the Application. By using the Application or by clicking to accept or agree to the Terms of Use when this option is made available to you, you accept and agree to be bound and abide by these Terms of Use and our Privacy Policy, found at https://swoopitupinc.com/tram.html, incorporated herein by reference. If you do not want to agree to these Terms of Use or the Privacy Policy, you must not access or use the Application. If you are using this Application and our Services on behalf of a business or other entity, you represent and warrant that you have the necessary authority to bind that business or entity to these Terms of Use and that you are agreeing to these Terms of Use on behalf of that business or entity.
When you use our Services, you acknowledge that we are providing a technology platform only, and all deliveries and distribution services are provided by third-party cannabis distributors (“Swoopers”), who are third party contractors and are not employed by or agents of Swoop It Up.

YOU ACKNOWLEDGE THAT YOUR ABILITY TO REQUEST, AND IF APPLICABLE, OBTAIN SERVICES FROM THIRD-PARTY PROVIDERS IN CONNECTION WITH THE USE OF THE SWOOP IT UP PLATFORM AND SERVICES DOES NOT ESTABLISH SWOOP IT UP AS A PROVIDER OF TRANSPORTATION, LOGISTICS, OR DELIVERY SERVICES OR AS A TRANSPORTATION OR PROPERTY CARRIER.

SWOOP IT UP IS NOT A COMMON OR MOTOR CARRIER, DOES NOT TRANSPORT YOU OR YOUR PROPERTY, AND USE OF THE SWOOP IT UP PLATFORM IS ONLY OPEN TO REGISTERED USERS OF THE SWOOP IT UP PLATFORM AND NOT TO THE GENERAL PUBLIC.

YOU ACKNOWLEDGE THAT INDEPENDENT THIRD-PARTY PROVIDERS, INCLUDING DISTRIBUTORS AND THEIR EMPLOYEES OR AGENTS, ARE NOT ACTUAL AGENTS, APPARENT AGENTS, OSTENSIBLE AGENTS, OR EMPLOYEES OF SWOOP IT UP IN ANY WAY.

q YOU ALSO ACKNOWLEDGE THAT ANY SAFETY RELATED EFFORT, FEATURE, PROCESS, POLICY, STANDARD OR OTHER EFFORT UNDERTAKEN BY SWOOP IT UP IN THE INTEREST OF PUBLIC SAFETY (WHETHER REQUIRED BY APPLICABLE REGULATIONS OR NOT) IS NOT AN INDICIA OF AN EMPLOYMENT, ACTUAL AGENCY, APPARENT AGENCY, OR OSTENSIBLE AGENCY RELATIONSHIP WITH AN INDEPENDENT THIRD-PARTY DISTRIBUTOR.

Eligibility to Access our Application

This Application is offered and available to users who are at least 18 years of age and reside in the United States or any of its territories or possessions. We make no claims that the Application or any of its content is accessible or appropriate outside of the United States. If you access the Application from outside the United States, you do so on your own initiative and are responsible for compliance with local laws. By using this Application, you represent and warrant that you are of legal age to form a binding contract with the Company. You agree not to misuse the information on the Application; for example, not to interfere with our Application or try to access our Application and the services we are providing using a method other than the interface and the instructions that we provide. You may use our Services only as permitted by state and local law. We may suspend or stop providing our Services to you if you do not comply with our terms or policies or if we are investigating suspected misconduct. Since our Application is available on mobile devices, please make sure that you use the Application in a way that does not distract you or that prevents you from obeying traffic or safety laws.

Changes to the Terms of Use

We may revise and update these Terms of Use from time to time in our sole discretion. All changes are effective immediately when we post them and apply to all access to and use of the Application thereafter. However, any changes to the dispute resolution provisions set out in Governing Law and Jurisdiction will not apply to any disputes for which the parties have actual notice before the date the change is posted on the Application. We are constantly modifying and improving our Services. Swoop It Up may introduce new features, change existing features, or remove features from the Services at any time and without notice. If you provide us with any feedback on or comments regarding the Services, you grant Swoop It Up the right to use such feedback or comments for any purpose without restriction or payment to you.

Accessing the Application and Account Security

We reserve the right to withdraw or amend the Application, and any service or material we provide on the Application, in our sole discretion without notice. We will not be liable if for any reason all or any part of the Application is unavailable at any time or for any period. From time to time, we may restrict access to some parts of the Application, or the entire Application, to users, including registered users. Your continued use of the Application following the posting of revised Terms of Use means that you accept and agree to the changes. You are expected to check this page from time to time so you are aware of any changes, as they are binding on you. To access the Application or some of the resources it offers, you may be asked to provide certain registration details or other information. You are responsible for making all arrangements necessary for you to have access to the Application and ensuring that all persons who access the Application through your internet connection are aware of these Terms of Use and comply with them.

Account Registration and Confidentiality

In order to access the Application or some of the resources it offers, you may be asked to provide certain registration details or other information. You may need to create an account with a username and a password. You can choose your own username, password, or we can provide a temporary password, or any other piece of information upon request that you will need to change. When you create your Swoop It Up Account, you provide us with personal and business-related information that includes, without limitation, your name and a password and your cannabis license number. You can also choose to add a phone number or payment information to your account in order to receive updates about our services.

It is a condition of your use of the Application that all the information you provide on the Application is correct, current, and complete. As part of our security procedures, you must treat such information as confidential, and you must not disclose it to any other person or entity. You agree that all information you provide to register on the Application or otherwise, including but not limited to through the use of any interactive features on the Application, is governed by our Privacy Policy, and you consent to all actions we take with respect to your information consistent with our Privacy Policy.

You also acknowledge that your Account is personal to you and agree not to provide any other person with access to the Application or portions of it using your username, password, or other security information. You agree to notify us immediately of any unauthorized access to or use of your username or password or any other breach of security. You also agree to ensure that you exit from your account at the end of each session. You should use particular caution when accessing your Account from a public or shared computer so that others are not able to view or record your password or other personal information.
We have the right to disable any username, password, or other identifier, whether chosen by you or provided by us, at any time in our sole discretion for any or no reason, including if, in our opinion, you have violated any provision of these Terms of Use.

Payments

If you are a user of distribution services offered by Swoopers through the Swoop It Up platform, you understand that use of the Services may result in charges to you for the services you receive from Swoop It Up and/or from Swoopers (“Charges”). Swoop It Up will enable your payment of the applicable Charges for services obtained through your use of the Services. Charges will include applicable taxes where required by law. Charges may include other applicable fees such as delivery fees, service fees, minimum fees, cancellation fees, government-mandated fees, estimated or actual tolls, and/or surcharges. Further, you acknowledge and agree that Charges applicable in certain geographical areas may increase substantially during times of high demand or due to other marketplace factors.
All Charges and payments will be enabled by Swoop It Up using the preferred payment method designated in your account, after which you will receive a receipt. If your primary Account payment method is determined to be expired, invalid or otherwise not able to be charged, you agree that Swoop It Up may use a secondary payment method in your account, if available. Charges paid by you are final and non-refundable, unless otherwise determined by Swoop It Up.
As between you and Swoop It Up, Swoop It Up reserves the right to establish or adjust Charges for any or all services or goods obtained through the use of the Services at any time. Swoop It Up will use reasonable efforts to inform you of Charges that may apply, provided that you will be responsible for Charges incurred under your Account regardless of your awareness of such Charges or the amounts thereof. Certain users may from time to time receive promotional offers and discounts that may result in different amounts charged for the same or similar services or goods obtained through the use of the Services, and you agree that such promotional offers and discounts, unless also made available to you, shall have no bearing on your use of the Services or the Charges applied to you. Promotional offers and discounts are subject to change or withdrawal at any time and without notice. You may elect to cancel your request for Services at any time prior to the commencement of such Services, in which case you may be charged a cancellation fee on a Swooper’s behalf.
With respect to Swoopers, Charges you incur will be owed directly to Swoopers, and Swoop It Up will collect payment of those charges from you, on the Swooper’s behalf as their limited payment collection agent, and payment of the Charges shall be considered the same as payment made directly by you to the Swooper. In such cases, you retain the right to request lower Charges from a Swooper for services received by you from such Swooper at the time you receive such services, and Charges you incur will be owed to the Swooper. Swoop It Up will consider in good faith any request from a Swooper to modify the Charges for a particular service or good. This payment structure is intended to fully compensate a Swooper, if applicable, for the services obtained in connection with your use of the Services. Except for amounts provided by you through the Swoop It Up application as part of the “tip” feature, Swoop It Up does not designate any portion of your payment as a tip or gratuity to a Swooper. You understand and agree that, while you are free to provide additional payment as a gratuity to any Swooper who provides you with services or goods obtained through the Service, you are under no obligation to do so. There also may be certain Charges you incur that will be owed and paid directly to Swoop It Up or its affiliates. For the avoidance of doubt, Swoop It Up does not charge a fee for a user to access the platform, but may charge users a fee or any other Charge for accessing Services made available through the Swoop It Up platform. Even if not indicated on the Swoop It Up platform, you understand that the prices for product or menu items displayed through the Services may differ from the prices offered or published by Swoopers for the same product or menu items and/or from prices available at other third-party websites/mobile applications. Prices displayed through the Services may not be the lowest prices at which the distribution services are offered.
If you think a correction should be made to any Charge you incurred, you must let Swoop It Up know in writing within 30 days after the Charge took place or Swoop It Up will have no further responsibility and you waive your right to later dispute the amounts charged.

Intellectual Property Rights; Your Use of Services

The Application and its entire contents, features, and functionality (including but not limited to all information, software, text, displays, images, video, and audio, and the design, selection, and arrangement thereof) are owned by the Company, its licensors, or other providers of such material, if applicable, and are protected by United States and international copyright, trademark, patent, trade secret, and other intellectual property or proprietary rights laws. Specifically, the Company name, the Company’s application, the Company logo, and all related names, logos, product and service names, designs, and slogans are trademarks of the Company or its affiliates or licensors. You must not use such marks without the prior written permission of the Company.
The Company grants you a limited, non-exclusive, non-transferable, and revocable license to use the Application for the purposes of using the Company’s Services only, subject to your compliance with these Terms of Use and the Company’s policies. You may have the option of accessing the Application through downloadable software and this software may update itself automatically on your device. Some software, or portions of software, in the Application may be governed by the open-source license. In that case, the Company will make such licenses available to you and, in the case of conflict between such a license and these Terms, the open-source license will control but only with respect to the software, or portion of the software, to which it applies. You may not copy, modify, distribute, sell, or lease any part of the Application. Unless such restriction is prohibited by law or you have the Company’s written permission, you may not reverse engineer or attempt to extract the source code of the Application. You may only access the Application through the interfaces that the Company provides for that purpose. You must not reproduce, distribute, modify, create derivative works of, publicly display, publicly perform, republish, download, store, or transmit any of the material on our Application, except as follows:
You must not modify copies of any materials from this site, delete or alter any copyright, trademark, or other proprietary rights notices from copies of materials from this site. You must not access or use for any commercial purposes any part of the Application or any services or materials available through the Application. If you print, copy, modify, download, or otherwise use or provide any other person with access to any part of the Application in breach of the Terms of Use, your right to use the Application will stop immediately and you must, at our option, return or destroy any copies of the materials you have made. No right, title, or interest in or to the Application or any content on the Application is transferred to you, and all rights not expressly granted are reserved by the Company. Any use of the Application not expressly permitted by these Terms of Use is a breach of these Terms of Use and may violate copyright, trademark, and other laws.

Prohibited Uses

You may use the Application only for lawful purposes and in accordance with these Terms of Use. You agree not to use the Application:
Additionally, you agree not to:

Information About You and Your Visits to the Application

All information we collect on the Application is subject to our Privacy Policy. The Company’s Privacy Policy explains how we treat your personal data and protect your privacy when you use our Application and Services. By using the Application, you consent to all actions taken by us with respect to your information in compliance with the Privacy Policy.

Our Warranties and Disclaimers

TO THE FULLEST EXTENT PROVIDED BY LAW, YOU ACKNOWLEDGE THAT WE WILL NOT BE LIABLE FOR ANY LOSS OR DAMAGE CAUSED BY A DISTRIBUTED DENIAL-OF-SERVICE ATTACK, VIRUSES, OR OTHER TECHNOLOGICALLY HARMFUL MATERIAL THAT MAY INFECT YOUR HAND-HELD DEVICE, COMPUTER EQUIPMENT, COMPUTER PROGRAMS, DATA, OR OTHER PROPRIETARY MATERIAL DUE TO YOUR USE OF THE APPLICATION OR ANY SERVICES OR ITEMS OBTAINED THROUGH THE APPLICATION OR TO YOUR DOWNLOADING OF ANY MATERIAL POSTED ON IT, OR ON ANY WEBSITE LINKED TO IT.

YOUR USE OF THE APPLICATION, ITS CONTENT, AND ANY SERVICES OR ITEMS OBTAINED THROUGH THE APPLICATION IS AT YOUR OWN RISK. THE APPLICATION, ITS CONTENT, AND ANY SERVICES OR ITEMS OBTAINED THROUGH THE APPLICATION ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS, WITHOUT ANY WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, ALL OF WHICH ARE EXPRESSLY DISCLAIMED. NEITHER THE COMPANY NOR ANY PERSON ASSOCIATED WITH THE COMPANY MAKES ANY WARRANTY OR REPRESENTATION WITH RESPECT TO THE COMPLETENESS, SECURITY, RELIABILITY, QUALITY, ACCURACY, OR AVAILABILITY OF THE APPLICATION. WITHOUT LIMITING THE FOREGOING, NEITHER THE COMPANY NOR ANYONE ASSOCIATED WITH THE COMPANY REPRESENTS OR WARRANTS THAT THE APPLICATION, ITS CONTENT, OR ANY SERVICES OR ITEMS OBTAINED THROUGH THE APPLICATION WILL BE ACCURATE, RELIABLE, ERROR-FREE, OR UNINTERRUPTED, THAT DEFECTS WILL BE CORRECTED, THAT OUR SITE OR THE SERVER THAT MAKES IT AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS, OR THAT THE APPLICATION OR ANY SERVICES OR ITEMS OBTAINED THROUGH THE APPLICATION WILL OTHERWISE MEET YOUR NEEDS OR EXPECTATIONS. TO THE FULLEST EXTENT PROVIDED BY LAW, THE COMPANY HEREBY DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING BUT NOT LIMITED TO ANY WARRANTIES OF MERCHANTABILITY, NON-INFRINGEMENT, AND FITNESS FOR PARTICULAR PURPOSE. THE FOREGOING DOES NOT AFFECT ANY WARRANTIES THAT CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW.

WITHOUT LIMITING THE FOREGOING, THE COMPANY ALSO FULLY DISCLAIMS, TO THE MAXIMUM EXTENT ALLOWED BY LAW, ANY LIABILITY FOR ANY DISTRIBUTION SERVICES PROVIDED, OR THE FAILURE OF ANY DISTRIBUTION SERVICES TO BE PROVIDED, BY THE SWOOPERS. THE RELATIONSHIP BETWEEN THE SWOOPERS AND USERS OF THE SWOOPERS’ DISTRIBUTION SERVICES SHALL BE BETWEEN THOSE PARTIES ONLY, AND COMPANY SHALL HAVE NO RESPONSIBILITY OR LIABILITY TO EITHER SUCH PARTY FOR THE ACTS OR OMISSIONS OF THE OTHER SUCH PARTY.

Limitation on Liability

TO THE FULLEST EXTENT PROVIDED BY LAW, IN NO EVENT WILL THE COMPANY, ITS AFFILIATES, OR THEIR LICENSORS, SERVICE PROVIDERS, EMPLOYEES, AGENTS, OFFICERS, OR DIRECTORS BE LIABLE FOR DAMAGES OF ANY KIND, UNDER ANY LEGAL THEORY, ARISING OUT OF OR IN CONNECTION WITH YOUR USE, OR INABILITY TO USE, THE APPLICATION, ANY CONTENT ON THE APPLICATION, INCLUDING ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO, PERSONAL INJURY, PAIN AND SUFFERING, EMOTIONAL DISTRESS, LOSS OF REVENUE, LOSS OF PROFITS, LOSS OF BUSINESS OR ANTICIPATED SAVINGS, LOSS OF USE, LOSS OF GOODWILL, LOSS OF DATA, AND WHETHER CAUSED BY TORT (INCLUDING NEGLIGENCE), BREACH OF CONTRACT, OR OTHERWISE, EVEN IF FORESEEABLE. THE FOREGOING DOES NOT AFFECT ANY LIABILITY THAT CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW.

Indemnification

You agree to defend, indemnify, and hold harmless the Company, its affiliates, licensors, and service providers, and its and their respective officers, directors, employees, contractors, agents, licensors, suppliers, successors, and assigns from and against any claims, liabilities, damages, judgments, awards, losses, costs, expenses, or fees (including reasonable attorneys’ fees) arising out of or relating to your violation of these Terms of Use or your use of the Application, including, but not limited to, any use of the content, services, and products other than as expressly authorized in these Terms of Use or your use of any information obtained from the Application. SOME JURISDICTIONS PROVIDE FOR CERTAIN WARRANTIES, LIKE THE IMPLIED WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. TO THE EXTENT PERMITTED BY LAW, WE EXCLUDE ALL WARRANTIES.

Governing Law and Jurisdiction and Dispute Resolution

All matters relating to the Application and these Terms of Use and any dispute or claim arising therefrom or related thereto (in each case, including non-contractual disputes or claims), shall be governed by and construed in accordance with the internal laws of the State of California without giving effect to any choice or conflict of law provision or rule. You agree to submit the resolution of disputes to the jurisdiction of the state courts sitting in the State of California, County of Sonoma. You further agree to waive any and all objections to the exercise of jurisdiction over you by such courts and to venue in such courts. TO THE EXTENT PERMISSIBLE BY LAW, ALL CLAIMS MUST BE BROUGHT IN THE PARTIES' INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS, COLLECTIVE ACTION (COLLECTIVELY “CLASS ACTION WAIVER”).

Waiver

No waiver by the Company of any term or condition set out in these Terms of Use shall be deemed a further or continuing waiver of such term or condition or a waiver of any other term or condition, and any failure of the Company to assert a right or provision under these Terms of Use shall not constitute a waiver of such right or provision.

Severability

If any provision of these Terms of Use is held by a court or other tribunal of competent jurisdiction to be invalid, illegal, or unenforceable for any reason, such provision shall be eliminated or limited to the minimum extent such that the remaining provisions of the Terms of Use will continue in full force and effect.

Entire Agreement

The Terms of Use and our Privacy Policy constitute the sole and entire agreement between you and Swoop It Up regarding the Application and supersede all prior and contemporaneous understandings, agreements, representations, and warranties, both written and oral, regarding the Application.

Contact Information

If you have any questions, or comments about these Terms of Use and/or the Privacy Policy, please contact Swoop It Up at:
Email: customersupport@swoopitupinc.com
Call: (707) 843-3710