1. Service Terms

1.1 The “Whistleblowing Service” is the provision of a confidential reporting service for the Customer to make available to its Users for the purposes of making reports relating to: bribery; bullying; contravention of the Customer’s policies and procedures; contravention of environmental regulations; corruption; criminal wrongdoing; drugs and or alcohol in the workplace; fraud; health and safety; racial harassment or discrimination; sexual harassment or discrimination; modern slavery; and any other wrongdoing that the Customer and Safecall may agree.

1.2 The Customer shall, via the Digital Platform, confirm the identity and contact details of three (3) report recipients (each a “Customer Representative“), including an ‘If About’ recipient, to be notified if a report is about any of the other Customer Representatives. The Customer shall keep these details up to date.

1.3 The Customer shall notify Safecall via the Digital Platform of any change to a Customer Representative as soon as possible. Safecall shall accept no responsibility or liability whatsoever for any consequences which may arise should the Customer not comply with is obligations under this clause 1.3 and the Customer indemnifies Safecall in respect of any loss, damage, or expense suffered or incurred arising in connection with a failure by the Customer to comply with its obligations under this clause 1.3.

1.4 Safecall shall:

     (a) make available to the Users (on a 24/7 basis) methods to enable such Users to make reports;

     (b) provide details of the telephone numbers at the following address https://www.safecall.co.uk/en/file-a-report/telephone-numbers/, which may be updated from time to time; and

     (c) ensure that suitably trained operators shall be available at all times throughout the duration of this Agreement to receive reports.

1.5 Upon receiving a report, Safecall shall:

     (a) request a User making a report by telephone to provide a password, and provide that User with a personal identification number (PIN), in the event they wish to make further contact;

     (b) provide a User making a report via the website with a system generated username and password which will allow them to log in to the Safecall portal to add further information and view updates on their report, and require the User to provide a memorable word in the event they subsequently make contact by telephone;

     (c) attempt to maintain lines of communication by requesting the User to either call back at an agreed time or log on via the website for any updates; and

     (d) use reasonable endeavours to contact the Customer Representative using the contact details provided by the Customer on the next Business Day following the taking of the report.

1.6 Once Safecall has disclosed the nature of the report to the Customer Representative, Safecall shall be under no further obligation save that, if requested by the Customer, Safecall will use its reasonable endeavours to contact the User for further information or clarification reasonably required by the Customer.

1.7 Safecall will not disclose the identity of the User making the report unless the User has consented.

1.8 Where reports are made:

     (a) via telephone, Safecall shall not be required to keep any notes taken during the call beyond such time as it requires for the purposes of disclosing the report to the Customer Representative; and

     (b) via any means, Safecall typically retains visibility of reports made directly or disclosed to Customer Representatives for a limited time only, save to the extent required in contemplation of legal proceedings, by law, or order of a court or other regulatory or governmental authority.

2. Limits

2.1 “Flat Fee” charges are set based on volume of Users within certain “Tiers” as follows:

0-250 Users251-500 Users501-1,000 Users

2.2 The Customer shall be charged on a Flat Fee basis. If the number of Users changes, this may require an adjustment to the Flat Fee Charges in accordance with this clause (a “Volume Adjustment“).

2.3 If at any time during the Contract Period the actual number of Users moves into a different Tier, the Customer shall promptly provide updated User numbers to Safecall in writing and the Flat Fee Charges for the Whistleblowing Service shall be adjusted accordingly from and including the first day of the next Contract Period.

2.4 Any Volume Adjustment shall be independent of and in addition to any change to the Charges in accordance with clause 6 of the General Terms.

3. Additional Terms

3.1 The Customer shall take whatever steps the Customer deems appropriate to inform its Users of and to promote the Whistleblowing Services. The Customer agrees that it shall ensure that any such promotional material shall only reflect the Whistleblowing Services provided and in no way reference Safecall or such service as a helpline or anything incidental or similar thereto.

3.2 The Whistleblowing Services are complementary to, and not a replacement for, any internal protocols the Customer may employ in relation to reporting. They are not a replacement for reporting emergencies to the emergency services. The Customer shall ensure that it has appropriate processes in place to address any imminent risks to persons and property, and otherwise where the timeliness of action is important to avoid or mitigate potential loss or damage. The Customer indemnifies Safecall in respect of any loss, damage, or expense suffered or incurred arising in connection with a failure by the Customer to maintain such processes, or a failure by a User to follow them or to report a matter to the emergency services.

4. Free Trial

4.1 If the Customer is eligible for a free trial, then:

     (a) there shall be no charge for the first month’s Whistleblowing Service following the Commencement Date, however the Customer shall be deemed to have paid £100 to Safecall in respect of the first month’s Whistleblowing Service solely for the purpose of clause 9.2. of the General Terms;

     (b) notwithstanding clause 2.2 of the General Terms, the Customer may terminate the Whistleblowing Service immediately by giving written notice to Safecall at any time within the first month following the Commencement Date; and

     (c) if the Customer does not cancel the Whistleblowing Service pursuant to clause 4.1(b) above, the Initial Term shall be deemed to commence the day immediately following expiry of the free trial.

4.2 Only one free trial is available per eligible Customer.