Operator Agreement.

1. The parties.

(1) Dapper Trading Ltd, a company registered in England and Wales with company number 08800299, whose registered office is at Oak House, Reeds Crescent, Watford, England, WD24 4QP, trading as Recovru ("Recovru", "we", "us" and "our").

(2) The business named in Part A of the Schedule (the "Operator", "you" and "your"), which signs through the person named in Part B (the "Signatory").

2. Background.

A. Recovru runs an online platform, the Recovru app and website, through which people ask for roadside help and vehicle recovery, and independent operators quote for that work and carry it out.

B. You carry on business as an independent roadside operator and want to be offered work through Recovru.

C. You have accepted the Operator Terms in the app. This agreement records that acceptance in a signed document, confirms who you are and who signs for you, and sets out how it is signed electronically.

3. What this agreement is made of.

3.1 This agreement is made up of: (a) these clauses; (b) the Schedule, Parts A to C, as the Signatory completes and confirms it when signing; and (c) the Operator Terms, with the documents that section 1 of the Operator Terms says form part of our agreement: the Cancellation & Refunds Policy, the clauses of the Terms of Use that are your terms of business with customers, and any agreement under section 8.3 of the Operator Terms that you sign. The Operator Privacy Notice explains how we use personal information: it is information we give you, not a term you agree to.

3.2 Schedule 1 is the Operator Terms in force on the day the Signatory signs, attached in full so that you have a complete copy.

3.3 By signing, you agree to be bound by the Operator Terms as part of a contract between you and us. If you had already accepted them in the app, this agreement confirms that acceptance: it does not end, restart or replace anything that has already happened under them.

4. When the Operator Terms change.

4.1 The Operator Terms can change only as their section 1 allows: with at least 15 days' notice, unless a law or regulation requires a change with less, or an exceptional risk of fraud, malware, spam, a data breach or another cybersecurity threat does (Regulation (EU) 2019/1150 on promoting fairness and transparency for business users of online intermediation services, as it applies in the United Kingdom, article 3).

4.2 A change made that way applies to this agreement without the Signatory signing again. From the day it applies to you, the new version takes the place of Schedule 1, and you can read it in the app and on recovru.com.

4.3 If you do not accept a change, you may end this agreement at no cost before it applies to you, as section 1 of the Operator Terms explains.

5. Who you are, and who signs for you.

5.1 Part A of the Schedule records your business: whether you are a sole trader, a limited company (a private company limited by shares, "Ltd", or a public limited company, "PLC") or a limited liability partnership ("LLP"); its full legal name and any trading name; its registration number at Companies House (a limited company or LLP only; an LLP's starts with OC); its VAT number, if it is registered for VAT; and its address (for a limited company or LLP, its registered office; for a sole trader, the address you trade from).

5.2 Part B records the Signatory: their full name, the capacity in which they sign, and the email address, telephone number and postal address we may use to contact you about this agreement.

5.3 If you are a sole trader, you are the Signatory and you sign for yourself.

5.4 If you are a limited company, the Signatory must be a director of the company or a person the company has authorised to make this agreement for it. If you are an LLP, the Signatory must be a member of the LLP or a person the LLP has authorised. A contract may be made on behalf of a company by any person acting under its authority, express or implied (Companies Act 2006, section 43(1)(b); for an LLP, the same section as applied by the Limited Liability Partnerships (Application of Companies Act 2006) Regulations 2009).

5.5 The Signatory, for themselves and for you, promises that: (a) they have authority to sign this agreement and to bind the business named in Part A; (b) the details in Parts A and B are true, complete and not misleading; and (c) you will tell us, in the app or by email to support@recovru.com, within 14 days if any of those details change.

5.6 If you are a limited company or an LLP, we send a Letter of Authority with this agreement, in the same email. A director of the company (for an LLP, a designated member) signs it to confirm that the Signatory has the business's authority to make this agreement and to run its Recovru account. If the Signatory is a director or designated member, they sign both. This agreement counts as signed, for section 5.3 of the Operator Terms, only when the Letter of Authority has been signed too. If, when you sign, you correct Part A to say that you are a sole trader, no Letter of Authority is needed and we withdraw it.

5.7 We check what you tell us. For a limited company or LLP we check the Companies House register, including that the person who signed the Letter of Authority is a current director or designated member. While we check, we may restrict your account as section 15 of the Operator Terms allows.

5.8 If the Signatory did not have the authority they promised in clause 5.5(a), the Signatory is personally responsible to us for the loss that causes us. Signing with false details, or for a business without its authority, is a serious breach of this agreement, and it may also be a criminal offence.

6. Signing electronically.

6.1 We each agree that this agreement may be made and signed electronically, and that an electronic signature binds us as a handwritten signature would. An electronic signature is admissible in evidence of a document's authenticity and integrity (Electronic Communications Act 2000, section 7), and it may not be denied legal effect only because it is electronic (Regulation (EU) No 910/2014, as it applies in the United Kingdom, article 25(1)). The Law Commission confirmed in 2019 that an electronic signature can execute a document where the person signing intends to authenticate it (Electronic execution of documents, Law Com No 386). This agreement is a simple contract: it is not a deed and it does not need a witness.

6.2 We send the link to sign to the email address on your Recovru account. Only the person who controls that email account should open it: it gives access to this agreement and to nothing else. The link can be used for one signature, and it stops working on the date shown in the email.

6.3 Our signing service may ask the Signatory to enter a code we send to that email address before they sign, to confirm it is them.

6.4 When the Signatory signs, our signing service records: the signature they draw or type; the name, capacity and details they enter in Parts A and B; the date and time; a one-way hash of the internet address used (a scrambled form that cannot be turned back into the address); the type of device and browser; and a digital fingerprint (a SHA-256 hash) of the exact document signed. Those records form a signing certificate, attached to the signed agreement, and they are the evidence of who signed, when, and what.

6.5 We agree to this agreement by issuing it to you for signature through our signing service, and the signing certificate records when we issued it. It is not signed separately for us, and it does not need to be: a contract is made when an offer is accepted, and the Signatory's signature is that acceptance. This agreement takes effect when the Signatory signs it and, for a limited company or LLP, when the Letter of Authority has been signed too, and it is dated with the date of the later of those signatures. Until then, the Operator Terms you accepted in the app continue to apply between us exactly as before.

6.6 When it has been signed, we email the signed agreement and its signing certificate, with the signed Letter of Authority where there is one, to the email address in Part B, and we will send another copy whenever you ask. Keep a copy: we make the terms of our agreement available to you in a form you can store and reproduce (Electronic Commerce (EC Directive) Regulations 2002, regulation 9(3)).

6.7 If the Signatory declines to sign, or the link expires before they sign, nothing in the Operator Terms changes and you may ask us in the app to send the agreement again. Section 5.3 of the Operator Terms says when a signed agreement is one of the checks we need before we offer you requests.

7. Personal information.

7.1 We use the personal information in this agreement and in its signing record to make and prove this agreement, to check the Signatory's authority and to contact you about it, as the Operator Privacy Notice explains (section 9.4). We keep the signed agreement and its signing certificate for 6 years after this agreement ends, which is how long a claim under a contract can usually be brought (Limitation Act 1980, section 5).

7.2 If the Signatory is not you, for example a director signing for a company, we collect their information from them when they sign, and the email with the signing link points them to the Operator Privacy Notice (UK GDPR, article 13).

8. Notices.

8.1 We send notices about this agreement to the email address in Part B and show them in the app. Section 1 of the Operator Terms says when a notice by email has been given.

8.2 You send notices to us by email to support@recovru.com, or by post to our registered office.

9. General.

9.1 This agreement and the documents listed in clause 3.1 are the whole agreement between us about working through Recovru, as section 17 of the Operator Terms says. Nothing in it limits or excludes liability for fraud or fraudulent misrepresentation.

9.2 If anything in these clauses conflicts with the Operator Terms, the Operator Terms prevail, except that clauses 5 (who you are, and who signs for you), 6 (signing electronically) and 8 (notices) prevail on the matters they deal with.

9.3 Nothing in this agreement makes you our employee, our worker or our partner. Section 3 of the Operator Terms appoints us as your agent for limited purposes, and nothing in this agreement widens that appointment.

9.4 Nobody other than you and us has any right to enforce this agreement (Contracts (Rights of Third Parties) Act 1999).

9.5 If any part of this agreement is found to be unenforceable, the rest continues to apply.

9.6 This agreement is governed by the law of England and Wales, and the courts of England and Wales have jurisdiction, as section 17 of the Operator Terms says.

Signatures.

Signed for and on behalf of the business named in Part A by the Signatory named in Part B, who confirms that they have authority to sign for it. The signature, name, capacity, date and time are shown on the signing certificate.

Issued for signature by Dapper Trading Ltd, trading as Recovru, which agrees to this agreement by issuing it (clause 6.5). The date and time it was issued are shown on the signing certificate.

The Schedule.

Schedule 1: the Operator Terms.

Schedule 1 is the full text of the Operator Terms in force on the day the Signatory signs. It is attached to the agreement we send you to sign and to the signed copy. The current version is always in the app and at recovru.com/legal/operator-terms.