Terms of Use

1. Definitions

• You: The individual or legal entity using the Service on behalf of a dental practice or organisation.
• Account: The registered user account used to access the Swyp platform.
• Service: The Swyp platform and all services offered through it.
• Goods: Dental products displayed or linked via the Swyp platform.
• Suppliers: Third-party vendors offering Goods accessible through Swyp.
• Subscription: Access granted to paid tiers of the Service, if applicable.
• Service Fee: The fee charged by Swyp for use of the Service, as described in the “Service Fees, Subscriptions and Billing” section.
• Scanner: An optional scanning device Swyp may provide to support inventory management, as described in the “Optional Scanner” section.
• Content: Product information, images, logos, names, descriptions, pricing, and metadata displayed on Swyp.

2. Acceptance of Terms

By accessing or using Swyp, you confirm that:

• You are at least 18 years of age and authorised to act on behalf of a dental practice or organisation;
• You have read, understood, and agree to be bound by these Terms and our Privacy Policy;
• You are entering into these Terms in the course of your profession or business, and not as a consumer;
• If you do not agree to these Terms, you must not access or use the Service.

3. Privacy and Data Protection

We take your privacy seriously. Swyp processes personal data in compliance with the General Data Protection Regulation (GDPR) and our Privacy Policy. We only collect and process data necessary to provide and improve our Service. You retain all rights to your data, and we will not sell or share your personal data with third parties without your consent, except as required to deliver the Service or comply with legal obligations.

Where Swyp processes personal data on your behalf and under your instructions in order to provide the Service (for example, data retrieved from your linked supplier accounts), Swyp acts as a data processor and you act as the data controller. This processing is governed by a data processing agreement that forms part of these Terms and that we will make available to you on request at team@swyp.be.

Data Deletion: You may request deletion of your personal data at any time by contacting team@swyp.be.

4. Intellectual Property & Third-Party Content

The Swyp platform, including its code, branding, and features, is the property of Swyp BV and protected under EU intellectual property laws.

Product content displayed on Swyp, including product names, descriptions, documentation, images, brand logos, and pricing, may be the property of third-party suppliers or publicly available through their websites. Swyp does not claim ownership of such content. We strive to ensure all use respects intellectual property rights and applicable data usage and anti-scraping laws.

If you are a rights holder and believe any material has been used improperly, please contact us at team@swyp.be.

5. Display of Prices and Legal Basis

Swyp is legally permitted to display product prices without explicit prior approval from suppliers, provided that the prices are factual data, not protected by copyright or database rights, and Swyp acts as an agent for the dentist, showing only the information the dentist would see directly from the supplier.

6. Communication

By using Swyp, you consent to receive communications from us electronically (e.g., email, notices via the platform). All such communications satisfy any legal requirements for written notices.

7. Service Fees, Subscriptions and Billing

• Service Fee: Swyp charges a Service Fee on orders you place through the Service. The Service Fee is a percentage of the value of each order routed through Swyp, as set out on our pricing page and disclosed to you before you confirm an order. The Service Fee is how Swyp is compensated for providing the Service and is separate from the amounts payable to suppliers for the Goods themselves.
• Subscription Tiers: Some Swyp features may require a paid subscription. Pricing and tiers are clearly indicated prior to purchase.
• Renewals and Cancellations: Where a subscription applies, it renews automatically for successive terms unless cancelled at least 30 days before the end of the then-current term. You may cancel a subscription, or terminate your Account entirely, through your Account settings or by contacting support. Termination of your Account is addressed in the “Account Termination” section.
• Refunds: Except where required by mandatory law, Service Fees and subscription fees are non-refundable. Partial refunds may be granted at Swyp's sole discretion in exceptional cases.
• Billing: You agree to provide accurate billing and payment information. In case of failed or overdue payment, we may suspend your access until payment is received.
• Fee Changes: We reserve the right to change our Service Fee and subscription pricing. We will notify you of any fee changes in advance in accordance with the “Changes to These Terms” section, and your continued use of the Service after the change takes effect constitutes acceptance of the new rates.

8. Fair Use of the Platform and Service Fees

Swyp's business model is based on a Service Fee charged on orders you place through the Service. The pricing, availability, comparison, recommendation, and other data made available through Swyp is provided to you for the purpose of placing your orders through the Service.

You agree not to use the Service in bad faith to obtain this data and then deliberately place the corresponding orders directly with suppliers, or through any other channel, in order to avoid the Service Fee (“fee circumvention”). Occasional direct ordering with a supplier is permitted. This section is directed at the systematic or deliberate use of Swyp's data to circumvent the Service Fee.

If we reasonably determine that you are engaging in fee circumvention, we may:

• suspend or terminate your Account immediately and without prior notice; and
• invoice you for the Service Fees that would have been payable had the affected orders been placed through the Service.

These remedies are without prejudice to any other rights available to us under these Terms or applicable law.

9. Optional Scanner

Swyp may offer you an optional Scanner to support inventory management. Use of the Scanner is not required to use the Service.

The Scanner is provided to you free of charge at the outset. Its cost is intended to be recovered through the Service Fees you generate over a period of twelve (12) months, starting from the date you begin using the Scanner.

If, at the end of that twelve (12) month period, the total Service Fees you have paid to Swyp during the period are less than the market value of the Scanner at the time it was provided to you, the remaining difference will be charged to you on your next invoice.

If you stop using the Service, cancel, or your Account is otherwise terminated before the end of the twelve (12) month period, any part of the Scanner's market value that has not yet been recovered through Service Fees becomes immediately due and will be charged on your final invoice.

10. Supplier Independence

Swyp is a vendor-neutral platform. We do not sell products directly. All purchases are transacted with third-party suppliers. Any issues with orders, delivery, warranties, or returns must be resolved with the relevant supplier.

Swyp is not responsible for the accuracy, availability, or quality of Goods listed by suppliers, though we strive to curate accurate data wherever possible.

You are responsible for ensuring that the Goods you order are suitable, licensed, and compliant with all rules applicable to your practice, including any medical device, safety, storage, and professional requirements. Swyp does not provide medical, clinical, or regulatory advice, and the display of any Goods on the platform is not a recommendation as to their suitability for a particular use.

11. User Accounts

To access and use the Swyp Services, you must create an account and provide accurate, complete, and current information. Failure to do so may result in the suspension or termination of your account.

You are solely responsible for maintaining the confidentiality of your login credentials and for all activities that occur under your account. You agree not to share your password with any third party. You must notify us immediately if you suspect or become aware of any unauthorized access or security breach involving your account.

You may not register a username that infringes on the rights of another person or entity, including names that are offensive, vulgar, misleading, or otherwise unlawful.

12. Product Information and Purchasing Decisions

Swyp aggregates product data, such as names, images, descriptions, and documentation, from various third-party sources, including supplier websites and public manufacturer databases. While we strive for accuracy, Swyp does not guarantee that any content on its platform is free from errors, complete, or up-to-date.

Before making a purchasing decision, you are encouraged to verify product details with the original seller or manufacturer. If a product is not as described, your sole remedy is to seek a return or refund directly from the supplier, subject to their return policy.

Swyp is not involved in the actual transaction between you and the supplier and does not assume responsibility for any orders made using information displayed on our platform.

13. Data Access From Third-Party Accounts

Swyp allows you to link your supplier accounts to retrieve information such as prices, stock, invoices, and order history (“Account Information”) relevant to your clinic or practice. By linking these accounts, you authorize Swyp to access and use this data on your behalf, as your authorized agent, solely for the purpose of providing Swyp Services.

Swyp acts only under your instructions and does not review the retrieved data for legality or accuracy. Swyp is not liable for service interruptions or inaccuracies caused by technical issues on third-party websites or platforms. Any errors in the retrieved data should be addressed with the relevant supplier.

14. Rights You Grant to Swyp as Your Authorized Agent

By using the Swyp Services and connecting your third-party supplier accounts, you appoint Swyp as your authorized agent and grant Swyp a limited mandate, in accordance with Article 1984 of the Belgian Civil Code, to act on your behalf solely for the purpose of delivering the Services.

By submitting login credentials, account information, data, and other content to Swyp, you license Swyp to use and store such content in encrypted form solely to provide the Services as described in this Agreement and in accordance with our Privacy Policy. You represent and warrant that you have the authority to grant such access and use, and that you are duly authorized to act on behalf of your clinic or business.

Swyp is authorized to access, retrieve, and use data from third-party supplier platforms you identify, including but not limited to:

• Product Retrieval: Accessing product pages and listings to gather relevant product data.
• Availability Retrieval: Obtaining stock availability, delivery timelines, and warehouse data.
• Pricing Retrieval: Retrieving your clinic’s pricing information, including discounts, custom pricing, and promotional details.
• Cart Management: Adding, removing, or modifying items in your cart on supplier websites.
• Order History Retrieval: Accessing and storing past order information and invoices to provide tracking and analytics.
• Order Placement: Placing orders with third-party suppliers only with your explicit prior consent.

Swyp takes these actions solely after you have created an account and confirmed your authority to act on behalf of your clinic or organization. Swyp will not take action on any third-party website without your prior authorization.

To facilitate these services, Swyp may store your credentials in a secure and encrypted format. These credentials are never shared with third parties, nor are they used for any purpose outside the scope of delivering our Services to you.

For the purposes of this Agreement and solely to provide the Services, you hereby grant Swyp a limited power of attorney and designate Swyp as your attorney-in-fact, with full authority to perform each act necessary to access and interact with third-party supplier platforms on your behalf, as you could do in person. You acknowledge and agree that Swyp is acting as your agent, and not as an agent of any third-party supplier. You further understand that the Services are not sponsored, endorsed, or affiliated with any third parties accessible through Swyp.

15. Pricing and Availability From Linked Supplier Accounts

For suppliers with whom you already have a commercial relationship, Swyp displays real-time or catalog-based pricing retrieved directly from your account with that supplier. These prices reflect the same conditions you would see when logged into that supplier’s eCommerce platform.

Swyp makes no guarantees regarding the accuracy, availability, or completeness of this information, as it is retrieved automatically and subject to changes or technical issues on the supplier’s side. If you notice a discrepancy between the price shown on Swyp and that on the supplier’s website, we recommend verifying the details directly and contacting Swyp support so we can investigate.

16. Order Placement and Automated Actions

When you instruct Swyp to place an order, Swyp interacts with the relevant supplier's platform on your behalf as your authorized agent, including by adding items to your cart and completing checkout using automated means. Swyp places an order only after you have reviewed and confirmed it.

You are responsible for reviewing the contents, quantities, and prices of an order before confirming it. Prices, availability, and delivery terms are set and controlled by the supplier and may change between the moment an order is prepared and the moment it is placed. Swyp does not guarantee that the price or availability shown at the time of preparation will still apply at checkout.

To the maximum extent permitted by applicable law, Swyp is not liable for orders placed in accordance with your confirmed instructions, including any discrepancy in price, quantity, product, availability, or delivery arising on the supplier's side, or for any failure, delay, or error caused by technical issues, changes, or restrictions on a supplier's platform. Any issue with an order that has been placed with a supplier must be resolved directly with that supplier in accordance with the “Supplier Independence” section.

17. Recommendations and Savings Estimates

The Service may present recommendations, price comparisons, projected or estimated savings, reorder suggestions, and similar insights (collectively, “Insights”). Insights are generated automatically from available data and are provided for informational purposes only.

Insights are illustrative and do not constitute advice or a guarantee. Actual prices, availability, and savings depend on supplier conditions, your purchasing behaviour, and other factors outside Swyp's control, and may differ from any estimate shown. You remain responsible for your own purchasing decisions, and, to the maximum extent permitted by applicable law, Swyp is not liable for decisions made in reliance on Insights.

18. “AS IS” and “AS AVAILABLE” Disclaimer

The Swyp Service is provided to you on an “as is” and “as available” basis, without warranties of any kind, either express or implied. To the fullest extent permitted under applicable European and Belgian law, Swyp, including its affiliates, licensors, and service providers, disclaims all warranties, express or implied, including but not limited to:

• warranties of merchantability,
• fitness for a particular purpose,
• title and non-infringement,
• and any warranties that may arise from course of dealing or usage of trade.

Swyp does not guarantee that the Service will always be available, uninterrupted, timely, secure, or error-free, or that defects will be corrected. Swyp does not warrant that any content or information obtained via the Service is accurate, complete, or up-to-date.

Swyp is a data aggregation and facilitation platform and is not responsible for the content or availability of external supplier websites. You are responsible for verifying critical data directly with the original supplier before making any purchasing decisions.

Swyp does not guarantee that the website or any content, services, or features thereof will be free from viruses or other harmful components.

Nothing in this section affects any rights that cannot be excluded or limited under mandatory provisions of European Union or Belgian law. This disclaimer shall apply only to the maximum extent allowed under such laws.

19. Limitation of Liability

To the extent permitted under applicable law, Swyp shall not be liable for any indirect, incidental, consequential, special, or punitive damages, including but not limited to:

• loss of profits,
• loss of business opportunities,
• loss or corruption of data,
• loss of anticipated savings,
• or reputational damage,

arising out of or in connection with your access to or use of the Swyp Services, whether based on contract, tort (including negligence), strict liability, or otherwise, even if we have been advised of the possibility of such damages.

Where Swyp is found liable for damages under applicable law, our total liability for any claims arising under these Terms shall not exceed the amount you have paid us in the preceding twelve (12) months for the Services, or €100, whichever is higher.

Nothing in these Terms shall exclude or limit Swyp’s liability:

• for fraud or fraudulent misrepresentation;
• for gross negligence or wilful misconduct;
• or for any liability that cannot be excluded or limited under applicable law.

These limitations shall not affect any liability that cannot be excluded or limited under mandatory Belgian or EU law.

20. Governing Law and Dispute Resolution

These Terms are governed by and construed in accordance with the laws of Belgium, without regard to conflict-of-law principles.

If you have any concerns or complaints regarding the Service, we encourage you to first contact us directly at team@swyp.be so that we may resolve the issue amicably.

You use the Service in a professional capacity on behalf of a dental practice or organisation. Accordingly, any dispute arising out of or in connection with these Terms or the Service that cannot be resolved amicably shall be submitted to the exclusive jurisdiction of the courts of Brussels, Belgium.

Nothing in these Terms limits any right or remedy that cannot be excluded or limited under mandatory provisions of Belgian or European Union law.

21. Site Policies, Modifications, and Severability

Please review our other policies, including our Privacy Policy, which also govern your use of the Swyp platform and services. We may update our site, policies, and these Terms of Use from time to time to reflect changes in our services, legal obligations, or for other operational reasons. Any changes will take effect immediately upon posting, unless stated otherwise.

If any part of these Terms is found to be unlawful, void, or for any reason unenforceable, that part will be considered severable and will not affect the validity and enforceability of any remaining terms.

22. Reporting Intellectual Property Infringement

If you believe that any material available through Swyp infringes your copyright or other intellectual property rights, please notify us in writing at team@swyp.be and include:

• your name and contact details;
• a description of the work or right you believe has been infringed;
• a description of where the allegedly infringing material is located on Swyp, such as a link or screenshot; and
• a statement that you believe, in good faith, that the use is not authorised by the rights holder or the law, and that the information you have provided is accurate and that you are the rights holder or authorised to act on their behalf.

On receiving a valid notice, we will review it and, where appropriate, remove or disable access to the material without undue delay.

23. Use of Swyp Software and Services

You are granted a limited, non-exclusive, non-transferable license to use the Swyp software solely for accessing our services in accordance with these Terms. You may not sell, rent, reverse engineer, decompile, or modify any part of our software or incorporate it into other software.

Swyp may integrate services or data from third-party providers. Your use of such third-party services is subject to their separate terms and privacy policies.

To keep Swyp secure and functional for all users, you agree not to:

• Upload or transmit viruses, malicious code, or attempt to access other users’ accounts.
• Use automated means to access or harvest data from Swyp without prior permission.
• Engage in unlawful or deceptive activities on the platform.
• Sell or attempt to sell illegal products through Swyp.
• Disrupt the performance or security of the platform.

Swyp is built for use by verified dental practices. You agree to:

• Provide accurate, up-to-date contact and clinic information.
• Register only one account per clinic unless explicitly permitted.
• Maintain the confidentiality of your login credentials and restrict access to your account to authorized individuals within your clinic.
• Notify us immediately of any unauthorized access or suspected security breaches.

24. Changes to These Terms

We may update these Terms at any time. If changes are material, we will notify you in advance, at least 30 days before the new terms take effect, by email or by a prominent notice on the platform. Your continued use of Swyp after such changes means you accept the updated Terms.

If you do not agree with the new terms, please discontinue use of the platform.

25. Account Termination

Termination by You

You may terminate your account at any time by contacting us at team@swyp.be. Upon termination, you may request a copy of your data in a portable format before it is deleted. We will process your termination request within 30 days.

Termination by Swyp

We reserve the right to suspend or terminate your account if you:

• Violate these Terms of Use
• Engage in fraudulent, abusive, or illegal activity
• Engage in fee circumvention as described in the “Fair Use of the Platform and Service Fees” section
• Fail to pay Service Fees or subscription fees when due
• Pose a security risk to the platform or other users
• Provide false or misleading information

Where possible, we will provide advance notice before terminating your account, except in cases of serious violations, fee circumvention, or legal requirements. You will have the opportunity to export your data before termination takes effect.

Effect of Termination

Upon termination, your right to access and use the Service will immediately cease. Any outstanding fees remain due, including any unrecovered Scanner value as described in the “Optional Scanner” section. Sections of these Terms that by their nature should survive termination (including intellectual property rights, disclaimers, limitations of liability, indemnification, outstanding fees, and dispute resolution) will remain in effect.

26. Data Export

You have the right to export your data from Swyp at any time. This includes your account information, order history, saved products, and any other data you have provided. To request a data export, please contact team@swyp.be. We will provide your data in a commonly used, machine-readable format (such as CSV or JSON) within 30 days of your request.

27. Indemnification

You agree to indemnify, defend, and hold harmless Swyp BV, its officers, directors, employees, agents, and third-party service providers from and against any claims, liabilities, damages, losses, costs, or expenses (including reasonable legal fees) arising out of or related to:

• Your violation of these Terms
• Your violation of any applicable law or regulation
• Your violation of any third-party rights, including intellectual property or privacy rights
• Your misuse of the Service
• Any false or misleading information you provide to Swyp

This indemnification obligation will survive the termination of your account or these Terms.

28. Force Majeure

Swyp shall not be liable for any failure or delay in performing its obligations under these Terms due to events beyond its reasonable control, including but not limited to acts of God, natural disasters, war, terrorism, riots, embargoes, acts of civil or military authorities, fire, floods, accidents, pandemics, network infrastructure failures, strikes, or shortages of transportation, facilities, fuel, energy, labor, or materials. During such events, our obligations will be suspended for the duration of the force majeure event.

29. Assignment

You may not assign, transfer, or delegate your rights or obligations under these Terms without our prior written consent. Any attempted assignment without consent will be void.

Swyp may assign or transfer its rights and obligations under these Terms, in whole or in part, to any third party without restriction, including in connection with a merger, acquisition, reorganization, or sale of substantially all of our assets. We will notify you of any such assignment that materially affects your rights.

30. Entire Agreement

These Terms, together with our Privacy Policy and any additional terms or policies referenced herein, constitute the entire agreement between you and Swyp regarding the use of the Service and supersede all prior or contemporaneous understandings, agreements, representations, and warranties, whether written or oral, regarding the Service.

31. Waiver

No waiver of any term or condition of these Terms shall be deemed a further or continuing waiver of such term or condition or any other term or condition. Our failure to assert any right or provision under these Terms shall not constitute a waiver of such right or provision.

32. Use of Customer Name and Logo for Marketing

By registering for and using the Swyp Service, you grant Swyp BV a non-exclusive, royalty-free, worldwide license to use your practice's name, trade name, and logo (collectively, “Marks”) in our marketing and sales materials, including but not limited to our website, presentations, case studies, social media channels, and promotional content.

This license is limited to identifying you as a customer or user of the Swyp platform and does not imply any endorsement, partnership, or affiliation beyond your use of the Service. Swyp will use your Marks in a manner consistent with your brand guidelines where these have been made available to us.

If you wish to opt out of this marketing use or request removal of your Marks from any published materials, please contact us at team@swyp.be. We will process your request within a reasonable timeframe.

33. Contact Us

We welcome your feedback and suggestions. For any inquiries, support, or feedback related to our services, please contact us at:

team@swyp.be

If you choose to send us feedback, suggestions, or ideas about the Service, you agree that we may use them without restriction and without any obligation, compensation, or duty of confidentiality to you.

34. Accessibility

We strive to make Swyp accessible to all users. If you have questions or need assistance, please contact team@swyp.be.

35. Third-Party Links Disclaimer

Swyp is not responsible for the content, privacy practices, or availability of third-party websites linked from our platform.