Terms and Conditions

TERMS OF PLATFORM USE & SERVICE COORDINATION AGREEMENT

This Terms of Platform Use & Service Coordination Agreement (“Agreement”) is entered into between the customer (“Customer”) and Dspacht Technologies LLC (“Platform Company”). By placing an order, using the platform, signing electronically, or authorizing services, Customer agrees to the terms below.

1. ELECTRONIC SIGNATURE CONSENT

Customer agrees to the use of electronic records and electronic signatures in connection with all transactions, invoices, work orders, approvals, and communications. Customer may request paper copies at any time by written request. Consent to electronic signatures remains in effect until revoked in writing.

2. NATURE OF THE PLATFORM

Dspacht Technologies LLC is a Software-as-a-Service (SaaS) marketplace technology platform and administrative coordination interface. Dspacht Technologies LLC does NOT:

• Operate as a solid waste hauler, transporter, or collector.

• Operate as a solid waste broker, intermediary, or reseller of waste services [2].

• Operate as a motor carrier or transport waste.

• Own hauling vehicles, roll-off containers, or dumpsters.

• Employ drivers performing hauling or disposal services.

• Direct landfill disposal operations or supervise field crews.

• Control routes, methods, schedules, safety procedures, or operational decisions of service providers.

The platform allows Customers to locate, communicate with, and request services from independently owned local waste service providers (“Service Providers”) who hold independent regulatory authority. Each Service Provider independently determines whether to accept a project, determines operational methods, maintains its own licenses, and performs services under its own authority.

3. CUSTOMER RELATIONSHIP WITH SERVICE PROVIDERS

Upon acceptance of a project by a Service Provider, the Customer enters into a direct, independent commercial service relationship with that specific Service Provider. The Service Provider is solely responsible for:

• Delivery, pickup, transportation, placement, and disposal.

• Maintaining active state and local permits (including NJDEP registration, CPCN utility authority, NYC BIC licenses, or Westchester SWC licenses where applicable) [2].

• Environmental handling, weight compliance, landfill compliance, employee supervision, and vehicle operation.

Dspacht Technologies LLC is not a party to the transportation, hauling, or waste disposal activity itself.

4. SEPARATE PAYMENT PROCESSING, MERCHANTS OF RECORD, & APPS FEES

The Customer explicitly acknowledges and agrees that transactions initiated on the platform involve two completely separate contracts and payment paths processed simultaneously via Stripe Connect:

• A. The Hauler Service Charge (Direct Charge): The independent Service Provider is the sole Merchant of Record for the dumpster rental, disposal, and hauling services. The payment method provided by the Customer is charged directly by the specific Service Provider via Stripe Connect. Dspacht Technologies LLC never handles, takes ownership of, routes through its core business accounts, or pools the funds meant for the Service Provider's waste collection or disposal services.

• B. The Platform Marketplace Fee: Dspacht Technologies LLC charges the Customer a separate, non-refundable technology booking/marketplace fee for providing access to the software infrastructure and coordination interface. This software access fee is completely separate from the hauling and disposal charges.

• C. Billing Adjustments & Surcharges: Customer authorizes the Service Provider, acting as the Merchant of Record, to execute direct charges for post-service adjustments, including weight overages, disposal surcharges, or extended rental periods, based on actual disposal conditions.

5. NO OPERATIONAL CONTROL

Customer acknowledges that Dspacht Technologies LLC does not control or direct:

• Driver conduct, hauling operations, or disposal methods.

• Vehicle operation, worksite safety, routing, or scheduling logistics.

• Service Provider employees, means, or methods of work.

All operational decisions are made solely by the independent Service Provider. Nothing in this Agreement shall be interpreted as creating an employer/employee relationship, a joint venture, a partnership, an agency authority, a motor carrier authority, or a solid waste transportation brokerage authority between Dspacht Technologies LLC and any Service Provider [2].

6. CUSTOMER RESPONSIBILITIES

Customer agrees to:

• Provide safe, legal, and unobstructed access for equipment delivery and retrieval.

• Ensure debris is lawful for disposal and disclose material types accurately.

• Comply with local municipality or Board of Health dumpster permit placement requirements.

• Keep prohibited materials out of containers and follow fill limits/loading instructions.

Customer remains solely responsible for all debris generated at the project site.

7. PROHIBITED MATERIALS

Unless specifically approved in writing by the Service Provider, prohibited materials include:

• Hazardous waste, asbestos, chemicals, oils, and solvents.

• Radioactive material, biohazardous waste, medical waste, and explosives.

• Tires, batteries, paints, fuel containers, and appliances.

Additional charges, complete refusal of service, emergency reporting obligations, container dumping delays, or environmental remediation charges may apply if prohibited items are loaded.

8. ESTIMATES & PRICING

Quotes are estimates based on material type, estimated weight, container size, disposal location, rental duration, and site access conditions. Actual charges may differ from estimated pricing based on actual weight tickets from certified disposal facilities. Customer authorizes approved pricing adjustments associated with overage tonnage, additional haul requests, extended rental periods, blocked access, failed pickup attempts, disposal surcharges, government fees, and environmental surcharges.

9. PAYMENT AUTHORIZATION

Customer authorizes immediate charges to the payment method on file for:

• Approved waste disposal services (billed directly by the Service Provider as the Merchant of Record).

• Platform marketplace and software usage fees (billed directly by Dspacht Technologies LLC).

• Post-delivery weight overages, extended rental fees, or failed service attempts.

Customer acknowledges that multiple, separate charges may occur during the lifecycle of a project to reflect the separation between software fees and actual hauling services.

10. LIMITATION OF LIABILITY

To the maximum extent permitted by law, Dspacht Technologies LLC shall not be liable for service delays, property damage, disposal disputes, operational failures, missed pickups, environmental claims, traffic incidents, equipment placement issues, Service Provider conduct, landfill decisions, or regulatory violations committed by Service Providers.

Dspacht Technologies LLC’s total aggregate liability shall not exceed the total platform software fees paid directly to Dspacht Technologies LLC during the thirty (30) days preceding the claim. IN NO EVENT SHALL DSPACHT TECHNOLOGIES LLC BE LIABLE FOR INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES.

11. INDEMNIFICATION

Customer agrees to indemnify, defend, and hold harmless Dspacht Technologies LLC from claims arising from customer-generated waste, site conditions, customer negligence, placement of prohibited materials, local regulatory violations by the Customer, misrepresentation of debris type, or property access hazards.

12. SERVICE PROVIDER PROTECTIONS & INDEPENDENCE

The Platform Company is intended to support independent Service Providers while preserving their independent business status. Each Service Provider remains an independently owned business and is not an employee or agent of Dspacht Technologies LLC, nor are they controlled by Dspacht Technologies LLC.

Service Providers retain sole authority over operational methods, safety procedures, employee management, equipment maintenance, disposal decisions, regulatory compliance, pricing acceptance decisions, and scheduling acceptance.

The Customer agrees that Service Providers may decline unsafe or unlawful loads, refuse prohibited materials, suspend services for unsafe site conditions, and comply with applicable weight restrictions and environmental laws even if it delays service.

The Customer further agrees to indemnify and hold harmless the Service Provider from claims arising from undisclosed hazardous materials, unsafe loading by the Customer, hidden prohibited waste, overloaded containers caused by the Customer, or site access hazards.

To the maximum extent permitted by law, Service Providers shall not be responsible for pre-existing pavement conditions, underground utility damage not disclosed by the Customer, surface cracking from ordinary heavy equipment use, or delays caused by landfill closures, traffic, weather, or government restrictions.

12A. SERVICE PROVIDER PAYMENT PROTECTIONS

Customer acknowledges that Service Providers reserve the right to seek independent lawful recovery for unpaid waste-disposal services directly from the Customer, including collection efforts, reasonable administrative recovery costs, and mechanic’s or construction lien rights where permitted by law. Nothing in this Agreement shall require a Service Provider to continue services when balances remain unpaid.