Triton Delay Bypass Pop

[jambforthelamb]

Hey all,
A ways back I purchased a Triton delay PCB off of the board here from Culturejam. One issue I've ran into since building it is that it has a pretty significant pop when using the bypass switch (in both positions). Not sure where to start with this, but hoping to get it working as this is an awesome delay otherwise, but the noise makes it slightly unusable for me. I've done one modification of making the Tone trim an external pot, but it had the pop before I did that when it just had a trimmer on board. One of the "time" LED resistors has another one in parallel you'll see in the picture because they weren't the same brightness for some odd reason (it had the pop before I did that also just FYI). Gut shot below, let me know if there's any other info needed.
Thanks!
-Kevin