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Terms and Conditions

Last updated: 10 July 2026

These Terms and Conditions ("Terms") govern the provision of professional services by VARIANCE INCORPORATED LIMITED ("Company", "we", "us", or "our") to its clients ("Client", "you", or "your"). By engaging our services, you agree to these Terms in full. These Terms should be read in conjunction with any Statement of Work, service agreement, or proposal specific to your engagement.

VARIANCE INCORPORATED LIMITED is registered in England and Wales with registered office at The Long Barn, Cobham Park Road, Cobham, KT11 3NE United Kingdom. We provide computer systems design and related services, custom computer programming, information technology consulting, Software as a Service solutions, cloud computing infrastructure, cybersecurity and data protection, mobile app development, enterprise software integration, data analytics and business intelligence, and DevOps and systems engineering.

Definitions and Interpretation

In these Terms and Conditions, "VARIANCE INCORPORATED LIMITED" or "the Company" means VARIANCE INCORPORATED LIMITED, a company registered in England and Wales.

"Client" means any individual or legal entity that engages the Company for professional services under a Statement of Work or service agreement.

"Services" means all professional services provided by the Company including but not limited to SaaS solutions, IT consulting, custom programming, cloud infrastructure, cybersecurity, mobile development, enterprise integration, data analytics, and DevOps engineering.

"Agreement" means the contract between the Company and the Client comprising these Terms and Conditions, any Statement of Work, service agreement, proposal, and applicable schedules or appendices.

"Statement of Work" or "SOW" means a document specifying the scope, deliverables, timeline, fees, and other terms specific to a particular engagement.

"Deliverables" means all work product, software, code, documentation, reports, designs, and materials created by the Company in performing the Services.

"Confidential Information" means all non-public information disclosed by either party, whether orally, in writing, or in electronic form, that is designated as confidential or that reasonably should be understood to be confidential.

"Intellectual Property Rights" means all patents, copyrights, trademarks, trade secrets, database rights, design rights, and all other intellectual property rights whether registered or unregistered.

Headings in these Terms are for convenience only and do not affect interpretation. References to statutes include amendments and re-enactments. Words importing the singular include the plural and vice versa.

In the context of Definitions and Interpretation, VARIANCE INCORPORATED LIMITED applies rigorous internal governance standards consistent with our role as a provider of professional scientific and technical services in the United Kingdom.

Our practices regarding definitions and interpretation are reviewed annually by senior management and updated to reflect changes in applicable legislation, regulatory guidance from the Information Commissioner's Office, and industry best practices.

Clients engaging our SaaS solutions, IT consulting, and enterprise software development services can request detailed information about how definitions and interpretation applies to their specific engagement by contacting service@varianceincorporated.work.

We maintain comprehensive documentation of our definitions and interpretation procedures, which are available for review by clients and regulatory authorities upon reasonable request.

Training on definitions and interpretation requirements is provided to all staff members during onboarding and through regular refresher programmes throughout their employment with VARIANCE INCORPORATED LIMITED.

Where definitions and interpretation involves interaction with third-party service providers, we conduct due diligence assessments and require contractual commitments to equivalent standards before engaging those providers.

Our Cobham office maintains physical and digital security controls appropriate to the sensitivity of information processed in connection with definitions and interpretation.

Regular audits of our definitions and interpretation practices are conducted to identify areas for improvement and ensure continued compliance with UK data protection and professional services regulations.

Feedback from clients regarding definitions and interpretation is welcomed and used to refine our policies and procedures on an ongoing basis.

For enterprise clients with specific definitions and interpretation requirements, we offer tailored arrangements documented in service agreements or data processing addenda as appropriate.

In the context of Definitions and Interpretation, VARIANCE INCORPORATED LIMITED applies rigorous internal governance standards consistent with our role as a provider of professional scientific and technical services in the United Kingdom.

Our practices regarding definitions and interpretation are reviewed annually by senior management and updated to reflect changes in applicable legislation, regulatory guidance from the Information Commissioner's Office, and industry best practices.

Clients engaging our SaaS solutions, IT consulting, and enterprise software development services can request detailed information about how definitions and interpretation applies to their specific engagement by contacting service@varianceincorporated.work.

We maintain comprehensive documentation of our definitions and interpretation procedures, which are available for review by clients and regulatory authorities upon reasonable request.

Scope of Services

The Company provides a comprehensive range of professional scientific and technical services in the field of information technology, as detailed on our website and in individual Statements of Work.

Services include computer systems design and related services encompassing architecture design, system specification, technical documentation, and implementation planning for enterprise software environments.

Custom computer programming services include development of bespoke software applications, web applications, APIs, integrations, and automation tools tailored to Client requirements.

Information technology consulting services include technology strategy, digital transformation planning, vendor evaluation, system assessments, and advisory services for enterprise technology decisions.

Software as a Service solutions include design, development, deployment, and maintenance of cloud-based multi-tenant platforms with subscription management and automated scaling capabilities.

Specific services, deliverables, acceptance criteria, timelines, milestones, and fees for each engagement are defined in individual Statements of Work agreed in writing between the Company and the Client.

The Company shall perform all Services with reasonable skill and care consistent with industry standards for professional IT services providers in the United Kingdom.

In the context of Scope of Services, VARIANCE INCORPORATED LIMITED applies rigorous internal governance standards consistent with our role as a provider of professional scientific and technical services in the United Kingdom.

Our practices regarding scope of services are reviewed annually by senior management and updated to reflect changes in applicable legislation, regulatory guidance from the Information Commissioner's Office, and industry best practices.

Clients engaging our SaaS solutions, IT consulting, and enterprise software development services can request detailed information about how scope of services applies to their specific engagement by contacting service@varianceincorporated.work.

We maintain comprehensive documentation of our scope of services procedures, which are available for review by clients and regulatory authorities upon reasonable request.

Training on scope of services requirements is provided to all staff members during onboarding and through regular refresher programmes throughout their employment with VARIANCE INCORPORATED LIMITED.

Where scope of services involves interaction with third-party service providers, we conduct due diligence assessments and require contractual commitments to equivalent standards before engaging those providers.

Our Cobham office maintains physical and digital security controls appropriate to the sensitivity of information processed in connection with scope of services.

Regular audits of our scope of services practices are conducted to identify areas for improvement and ensure continued compliance with UK data protection and professional services regulations.

Feedback from clients regarding scope of services is welcomed and used to refine our policies and procedures on an ongoing basis.

For enterprise clients with specific scope of services requirements, we offer tailored arrangements documented in service agreements or data processing addenda as appropriate.

In the context of Scope of Services, VARIANCE INCORPORATED LIMITED applies rigorous internal governance standards consistent with our role as a provider of professional scientific and technical services in the United Kingdom.

Our practices regarding scope of services are reviewed annually by senior management and updated to reflect changes in applicable legislation, regulatory guidance from the Information Commissioner's Office, and industry best practices.

Clients engaging our SaaS solutions, IT consulting, and enterprise software development services can request detailed information about how scope of services applies to their specific engagement by contacting service@varianceincorporated.work.

We maintain comprehensive documentation of our scope of services procedures, which are available for review by clients and regulatory authorities upon reasonable request.

Training on scope of services requirements is provided to all staff members during onboarding and through regular refresher programmes throughout their employment with VARIANCE INCORPORATED LIMITED.

Engagement and Project Initiation

Engagements commence upon mutual execution of a Statement of Work or service agreement and receipt of any required deposit, purchase order, or advance payment specified therein.

The Company shall assign appropriately qualified personnel to each engagement. Key personnel may be named in the Statement of Work and changes to key personnel shall be communicated to the Client in advance.

The Client shall provide a designated project sponsor with authority to make decisions, approve deliverables, and resolve issues on behalf of the Client organisation.

Project initiation includes kickoff meetings, establishment of communication protocols, access provisioning, and confirmation of project scope, timeline, and success criteria.

Changes to scope, timeline, deliverables, or resource allocation require written change orders agreed and signed by authorised representatives of both parties before implementation.

Additional work outside the agreed scope shall be charged at rates specified in the Statement of Work or at the Company's standard rates applicable at the time of the change request.

In the context of Engagement and Project Initiation, VARIANCE INCORPORATED LIMITED applies rigorous internal governance standards consistent with our role as a provider of professional scientific and technical services in the United Kingdom.

Our practices regarding engagement and project initiation are reviewed annually by senior management and updated to reflect changes in applicable legislation, regulatory guidance from the Information Commissioner's Office, and industry best practices.

Clients engaging our SaaS solutions, IT consulting, and enterprise software development services can request detailed information about how engagement and project initiation applies to their specific engagement by contacting service@varianceincorporated.work.

We maintain comprehensive documentation of our engagement and project initiation procedures, which are available for review by clients and regulatory authorities upon reasonable request.

Training on engagement and project initiation requirements is provided to all staff members during onboarding and through regular refresher programmes throughout their employment with VARIANCE INCORPORATED LIMITED.

Where engagement and project initiation involves interaction with third-party service providers, we conduct due diligence assessments and require contractual commitments to equivalent standards before engaging those providers.

Our Cobham office maintains physical and digital security controls appropriate to the sensitivity of information processed in connection with engagement and project initiation.

Regular audits of our engagement and project initiation practices are conducted to identify areas for improvement and ensure continued compliance with UK data protection and professional services regulations.

Feedback from clients regarding engagement and project initiation is welcomed and used to refine our policies and procedures on an ongoing basis.

For enterprise clients with specific engagement and project initiation requirements, we offer tailored arrangements documented in service agreements or data processing addenda as appropriate.

In the context of Engagement and Project Initiation, VARIANCE INCORPORATED LIMITED applies rigorous internal governance standards consistent with our role as a provider of professional scientific and technical services in the United Kingdom.

Our practices regarding engagement and project initiation are reviewed annually by senior management and updated to reflect changes in applicable legislation, regulatory guidance from the Information Commissioner's Office, and industry best practices.

Clients engaging our SaaS solutions, IT consulting, and enterprise software development services can request detailed information about how engagement and project initiation applies to their specific engagement by contacting service@varianceincorporated.work.

We maintain comprehensive documentation of our engagement and project initiation procedures, which are available for review by clients and regulatory authorities upon reasonable request.

Training on engagement and project initiation requirements is provided to all staff members during onboarding and through regular refresher programmes throughout their employment with VARIANCE INCORPORATED LIMITED.

Client Obligations and Responsibilities

The Client shall provide timely access to information, systems, personnel, facilities, and resources necessary for the Company to perform Services effectively and within agreed timelines.

The Client shall provide accurate and complete information about requirements, existing systems, constraints, and dependencies. The Company is not responsible for defects arising from inaccurate or incomplete Client information.

The Client shall review deliverables and provide feedback, approvals, or rejection notices within timeframes specified in the Statement of Work or within fourteen business days if no timeframe is specified.

Failure to respond within the review period may be deemed acceptance of deliverables unless material defects are subsequently identified and reported within a reasonable period.

The Client is responsible for obtaining all necessary licences, permissions, consents, and regulatory approvals for systems, data, content, and third-party materials provided to the Company.

The Client shall maintain appropriate backup of its data, systems, and configurations. The Company is not liable for data loss except where directly caused by the Company's negligence in performing Services.

The Client shall ensure that its personnel cooperate with the Company's team, attend scheduled meetings, and participate in testing, training, and acceptance activities as required.

In the context of Client Obligations and Responsibilities, VARIANCE INCORPORATED LIMITED applies rigorous internal governance standards consistent with our role as a provider of professional scientific and technical services in the United Kingdom.

Our practices regarding client obligations and responsibilities are reviewed annually by senior management and updated to reflect changes in applicable legislation, regulatory guidance from the Information Commissioner's Office, and industry best practices.

Clients engaging our SaaS solutions, IT consulting, and enterprise software development services can request detailed information about how client obligations and responsibilities applies to their specific engagement by contacting service@varianceincorporated.work.

We maintain comprehensive documentation of our client obligations and responsibilities procedures, which are available for review by clients and regulatory authorities upon reasonable request.

Training on client obligations and responsibilities requirements is provided to all staff members during onboarding and through regular refresher programmes throughout their employment with VARIANCE INCORPORATED LIMITED.

Where client obligations and responsibilities involves interaction with third-party service providers, we conduct due diligence assessments and require contractual commitments to equivalent standards before engaging those providers.

Our Cobham office maintains physical and digital security controls appropriate to the sensitivity of information processed in connection with client obligations and responsibilities.

Regular audits of our client obligations and responsibilities practices are conducted to identify areas for improvement and ensure continued compliance with UK data protection and professional services regulations.

Feedback from clients regarding client obligations and responsibilities is welcomed and used to refine our policies and procedures on an ongoing basis.

For enterprise clients with specific client obligations and responsibilities requirements, we offer tailored arrangements documented in service agreements or data processing addenda as appropriate.

In the context of Client Obligations and Responsibilities, VARIANCE INCORPORATED LIMITED applies rigorous internal governance standards consistent with our role as a provider of professional scientific and technical services in the United Kingdom.

Our practices regarding client obligations and responsibilities are reviewed annually by senior management and updated to reflect changes in applicable legislation, regulatory guidance from the Information Commissioner's Office, and industry best practices.

Clients engaging our SaaS solutions, IT consulting, and enterprise software development services can request detailed information about how client obligations and responsibilities applies to their specific engagement by contacting service@varianceincorporated.work.

We maintain comprehensive documentation of our client obligations and responsibilities procedures, which are available for review by clients and regulatory authorities upon reasonable request.

Training on client obligations and responsibilities requirements is provided to all staff members during onboarding and through regular refresher programmes throughout their employment with VARIANCE INCORPORATED LIMITED.

Fees, Payment, and Expenses

Fees for Services are as specified in the applicable Statement of Work or service agreement. Unless otherwise agreed in writing, all fees are quoted exclusive of Value Added Tax, which shall be added at the prevailing UK rate.

Payment terms are net thirty days from invoice date unless otherwise specified in the Statement of Work. Invoices shall be sent electronically to the billing contact designated by the Client.

Late payments shall accrue interest at the rate of eight percent per annum above the Bank of England base rate from the due date until payment is received in full, in accordance with the Late Payment of Commercial Debts (Interest) Act 1998.

The Company reserves the right to suspend Services if any invoice remains unpaid for more than fourteen days after written notice of overdue payment, without prejudice to any other rights or remedies.

Expenses incurred in performing Services including travel, accommodation, subsistence, third-party software licences, cloud infrastructure costs, and external testing services shall be reimbursed by the Client where pre-approved or at standard rates specified in the Statement of Work.

Fixed-price engagements are subject to the scope defined in the Statement of Work. Material scope changes, Client-caused delays, or additional requirements shall be subject to revised pricing through change orders.

Time and materials engagements are billed based on actual hours worked at agreed rates, with monthly invoicing and detailed time reports available upon request.

In the context of Fees, Payment, and Expenses, VARIANCE INCORPORATED LIMITED applies rigorous internal governance standards consistent with our role as a provider of professional scientific and technical services in the United Kingdom.

Our practices regarding fees, payment, and expenses are reviewed annually by senior management and updated to reflect changes in applicable legislation, regulatory guidance from the Information Commissioner's Office, and industry best practices.

Clients engaging our SaaS solutions, IT consulting, and enterprise software development services can request detailed information about how fees, payment, and expenses applies to their specific engagement by contacting service@varianceincorporated.work.

We maintain comprehensive documentation of our fees, payment, and expenses procedures, which are available for review by clients and regulatory authorities upon reasonable request.

Training on fees, payment, and expenses requirements is provided to all staff members during onboarding and through regular refresher programmes throughout their employment with VARIANCE INCORPORATED LIMITED.

Where fees, payment, and expenses involves interaction with third-party service providers, we conduct due diligence assessments and require contractual commitments to equivalent standards before engaging those providers.

Our Cobham office maintains physical and digital security controls appropriate to the sensitivity of information processed in connection with fees, payment, and expenses.

Regular audits of our fees, payment, and expenses practices are conducted to identify areas for improvement and ensure continued compliance with UK data protection and professional services regulations.

Feedback from clients regarding fees, payment, and expenses is welcomed and used to refine our policies and procedures on an ongoing basis.

For enterprise clients with specific fees, payment, and expenses requirements, we offer tailored arrangements documented in service agreements or data processing addenda as appropriate.

In the context of Fees, Payment, and Expenses, VARIANCE INCORPORATED LIMITED applies rigorous internal governance standards consistent with our role as a provider of professional scientific and technical services in the United Kingdom.

Our practices regarding fees, payment, and expenses are reviewed annually by senior management and updated to reflect changes in applicable legislation, regulatory guidance from the Information Commissioner's Office, and industry best practices.

Clients engaging our SaaS solutions, IT consulting, and enterprise software development services can request detailed information about how fees, payment, and expenses applies to their specific engagement by contacting service@varianceincorporated.work.

We maintain comprehensive documentation of our fees, payment, and expenses procedures, which are available for review by clients and regulatory authorities upon reasonable request.

Intellectual Property Rights

Each party retains ownership of its pre-existing intellectual property. Nothing in this Agreement transfers pre-existing IP rights from one party to the other.

Upon receipt of full payment for Services, the Client receives a perpetual, non-exclusive, royalty-free, worldwide licence to use, modify, and deploy Deliverables created specifically for the Client under the engagement.

The Company retains ownership of general methodologies, frameworks, libraries, tools, templates, and know-how developed or used in performing Services, provided no Client Confidential Information is incorporated.

Open source software components incorporated into Deliverables shall be subject to their respective licence terms, which shall be documented in project deliverables and communicated to the Client prior to deployment.

The Client grants the Company a non-exclusive licence to use Client materials, data, systems, and content solely for the purpose of performing Services under the Agreement.

The Client warrants that it has the right to provide all materials and data to the Company and that their use in performing Services will not infringe third-party intellectual property rights.

Source code escrow arrangements may be agreed for critical Deliverables, with terms specified in the Statement of Work or a separate escrow agreement.

In the context of Intellectual Property Rights, VARIANCE INCORPORATED LIMITED applies rigorous internal governance standards consistent with our role as a provider of professional scientific and technical services in the United Kingdom.

Our practices regarding intellectual property rights are reviewed annually by senior management and updated to reflect changes in applicable legislation, regulatory guidance from the Information Commissioner's Office, and industry best practices.

Clients engaging our SaaS solutions, IT consulting, and enterprise software development services can request detailed information about how intellectual property rights applies to their specific engagement by contacting service@varianceincorporated.work.

We maintain comprehensive documentation of our intellectual property rights procedures, which are available for review by clients and regulatory authorities upon reasonable request.

Training on intellectual property rights requirements is provided to all staff members during onboarding and through regular refresher programmes throughout their employment with VARIANCE INCORPORATED LIMITED.

Where intellectual property rights involves interaction with third-party service providers, we conduct due diligence assessments and require contractual commitments to equivalent standards before engaging those providers.

Our Cobham office maintains physical and digital security controls appropriate to the sensitivity of information processed in connection with intellectual property rights.

Regular audits of our intellectual property rights practices are conducted to identify areas for improvement and ensure continued compliance with UK data protection and professional services regulations.

Feedback from clients regarding intellectual property rights is welcomed and used to refine our policies and procedures on an ongoing basis.

For enterprise clients with specific intellectual property rights requirements, we offer tailored arrangements documented in service agreements or data processing addenda as appropriate.

In the context of Intellectual Property Rights, VARIANCE INCORPORATED LIMITED applies rigorous internal governance standards consistent with our role as a provider of professional scientific and technical services in the United Kingdom.

Our practices regarding intellectual property rights are reviewed annually by senior management and updated to reflect changes in applicable legislation, regulatory guidance from the Information Commissioner's Office, and industry best practices.

Clients engaging our SaaS solutions, IT consulting, and enterprise software development services can request detailed information about how intellectual property rights applies to their specific engagement by contacting service@varianceincorporated.work.

We maintain comprehensive documentation of our intellectual property rights procedures, which are available for review by clients and regulatory authorities upon reasonable request.

Training on intellectual property rights requirements is provided to all staff members during onboarding and through regular refresher programmes throughout their employment with VARIANCE INCORPORATED LIMITED.

Where intellectual property rights involves interaction with third-party service providers, we conduct due diligence assessments and require contractual commitments to equivalent standards before engaging those providers.

Confidentiality

Each party shall maintain the confidentiality of the other party's Confidential Information and shall not disclose it to any third party without the prior written consent of the disclosing party.

Confidential Information may be disclosed to employees, contractors, and professional advisers who need access for performing obligations under the Agreement, provided they are bound by confidentiality obligations no less restrictive than those in this Agreement.

Confidentiality obligations do not apply to information that is or becomes publicly available through no fault of the receiving party, was independently developed without reference to Confidential Information, was lawfully received from a third party, or is required to be disclosed by law or regulatory authority.

Upon termination or expiry of the Agreement, each party shall return or destroy all Confidential Information of the other party, except as required for legal compliance or legitimate business record-keeping.

Confidentiality obligations survive termination of the Agreement for a period of five years from the date of disclosure of the relevant Confidential Information.

In the context of Confidentiality, VARIANCE INCORPORATED LIMITED applies rigorous internal governance standards consistent with our role as a provider of professional scientific and technical services in the United Kingdom.

Our practices regarding confidentiality are reviewed annually by senior management and updated to reflect changes in applicable legislation, regulatory guidance from the Information Commissioner's Office, and industry best practices.

Clients engaging our SaaS solutions, IT consulting, and enterprise software development services can request detailed information about how confidentiality applies to their specific engagement by contacting service@varianceincorporated.work.

We maintain comprehensive documentation of our confidentiality procedures, which are available for review by clients and regulatory authorities upon reasonable request.

Training on confidentiality requirements is provided to all staff members during onboarding and through regular refresher programmes throughout their employment with VARIANCE INCORPORATED LIMITED.

Where confidentiality involves interaction with third-party service providers, we conduct due diligence assessments and require contractual commitments to equivalent standards before engaging those providers.

Our Cobham office maintains physical and digital security controls appropriate to the sensitivity of information processed in connection with confidentiality.

Regular audits of our confidentiality practices are conducted to identify areas for improvement and ensure continued compliance with UK data protection and professional services regulations.

Feedback from clients regarding confidentiality is welcomed and used to refine our policies and procedures on an ongoing basis.

For enterprise clients with specific confidentiality requirements, we offer tailored arrangements documented in service agreements or data processing addenda as appropriate.

In the context of Confidentiality, VARIANCE INCORPORATED LIMITED applies rigorous internal governance standards consistent with our role as a provider of professional scientific and technical services in the United Kingdom.

Our practices regarding confidentiality are reviewed annually by senior management and updated to reflect changes in applicable legislation, regulatory guidance from the Information Commissioner's Office, and industry best practices.

Clients engaging our SaaS solutions, IT consulting, and enterprise software development services can request detailed information about how confidentiality applies to their specific engagement by contacting service@varianceincorporated.work.

We maintain comprehensive documentation of our confidentiality procedures, which are available for review by clients and regulatory authorities upon reasonable request.

Training on confidentiality requirements is provided to all staff members during onboarding and through regular refresher programmes throughout their employment with VARIANCE INCORPORATED LIMITED.

Where confidentiality involves interaction with third-party service providers, we conduct due diligence assessments and require contractual commitments to equivalent standards before engaging those providers.

Data Protection and Security

Both parties shall comply with all applicable data protection legislation including the UK General Data Protection Regulation and the Data Protection Act 2018.

Where the Company processes personal data on behalf of the Client in connection with Services, the parties shall enter into a Data Processing Agreement defining their respective roles as controller and processor, processing activities, security measures, and sub-processor arrangements.

The Company implements appropriate technical and organisational measures to protect personal data processed in connection with Services, consistent with the nature of the data and the risks associated with processing.

Data breach notification procedures shall be followed in accordance with applicable law and any Data Processing Agreement, with prompt notification to affected parties and regulatory authorities as required.

The Client is responsible for ensuring it has appropriate legal basis for providing personal data to the Company for processing in connection with Services.

Upon termination of Services involving personal data processing, the Company shall delete or return personal data as instructed by the Client, subject to legal retention requirements.

In the context of Data Protection and Security, VARIANCE INCORPORATED LIMITED applies rigorous internal governance standards consistent with our role as a provider of professional scientific and technical services in the United Kingdom.

Our practices regarding data protection and security are reviewed annually by senior management and updated to reflect changes in applicable legislation, regulatory guidance from the Information Commissioner's Office, and industry best practices.

Clients engaging our SaaS solutions, IT consulting, and enterprise software development services can request detailed information about how data protection and security applies to their specific engagement by contacting service@varianceincorporated.work.

We maintain comprehensive documentation of our data protection and security procedures, which are available for review by clients and regulatory authorities upon reasonable request.

Training on data protection and security requirements is provided to all staff members during onboarding and through regular refresher programmes throughout their employment with VARIANCE INCORPORATED LIMITED.

Where data protection and security involves interaction with third-party service providers, we conduct due diligence assessments and require contractual commitments to equivalent standards before engaging those providers.

Our Cobham office maintains physical and digital security controls appropriate to the sensitivity of information processed in connection with data protection and security.

Regular audits of our data protection and security practices are conducted to identify areas for improvement and ensure continued compliance with UK data protection and professional services regulations.

Feedback from clients regarding data protection and security is welcomed and used to refine our policies and procedures on an ongoing basis.

For enterprise clients with specific data protection and security requirements, we offer tailored arrangements documented in service agreements or data processing addenda as appropriate.

In the context of Data Protection and Security, VARIANCE INCORPORATED LIMITED applies rigorous internal governance standards consistent with our role as a provider of professional scientific and technical services in the United Kingdom.

Our practices regarding data protection and security are reviewed annually by senior management and updated to reflect changes in applicable legislation, regulatory guidance from the Information Commissioner's Office, and industry best practices.

Clients engaging our SaaS solutions, IT consulting, and enterprise software development services can request detailed information about how data protection and security applies to their specific engagement by contacting service@varianceincorporated.work.

We maintain comprehensive documentation of our data protection and security procedures, which are available for review by clients and regulatory authorities upon reasonable request.

Training on data protection and security requirements is provided to all staff members during onboarding and through regular refresher programmes throughout their employment with VARIANCE INCORPORATED LIMITED.

Where data protection and security involves interaction with third-party service providers, we conduct due diligence assessments and require contractual commitments to equivalent standards before engaging those providers.

Warranties and Representations

The Company warrants that Services shall be performed with reasonable skill and care by appropriately qualified and experienced personnel in accordance with industry standards.

The Company warrants that Deliverables shall materially conform to specifications agreed in the Statement of Work for a warranty period of ninety days following acceptance, during which material defects shall be corrected at no additional charge.

The Client warrants that it has the authority to enter into the Agreement, that all information provided to the Company is accurate and complete, and that it has the right to provide all materials and data for use in performing Services.

Except as expressly stated in this Agreement, all Services and Deliverables are provided without additional warranties, express or implied, including warranties of merchantability, fitness for a particular purpose, or non-infringement.

The Company does not warrant that Deliverables will be error-free, uninterrupted, or meet all of the Client's business objectives, as software development involves inherent uncertainties and dependencies on Client-provided information and cooperation.

In the context of Warranties and Representations, VARIANCE INCORPORATED LIMITED applies rigorous internal governance standards consistent with our role as a provider of professional scientific and technical services in the United Kingdom.

Our practices regarding warranties and representations are reviewed annually by senior management and updated to reflect changes in applicable legislation, regulatory guidance from the Information Commissioner's Office, and industry best practices.

Clients engaging our SaaS solutions, IT consulting, and enterprise software development services can request detailed information about how warranties and representations applies to their specific engagement by contacting service@varianceincorporated.work.

We maintain comprehensive documentation of our warranties and representations procedures, which are available for review by clients and regulatory authorities upon reasonable request.

Training on warranties and representations requirements is provided to all staff members during onboarding and through regular refresher programmes throughout their employment with VARIANCE INCORPORATED LIMITED.

Where warranties and representations involves interaction with third-party service providers, we conduct due diligence assessments and require contractual commitments to equivalent standards before engaging those providers.

Our Cobham office maintains physical and digital security controls appropriate to the sensitivity of information processed in connection with warranties and representations.

Regular audits of our warranties and representations practices are conducted to identify areas for improvement and ensure continued compliance with UK data protection and professional services regulations.

Feedback from clients regarding warranties and representations is welcomed and used to refine our policies and procedures on an ongoing basis.

For enterprise clients with specific warranties and representations requirements, we offer tailored arrangements documented in service agreements or data processing addenda as appropriate.

In the context of Warranties and Representations, VARIANCE INCORPORATED LIMITED applies rigorous internal governance standards consistent with our role as a provider of professional scientific and technical services in the United Kingdom.

Our practices regarding warranties and representations are reviewed annually by senior management and updated to reflect changes in applicable legislation, regulatory guidance from the Information Commissioner's Office, and industry best practices.

Clients engaging our SaaS solutions, IT consulting, and enterprise software development services can request detailed information about how warranties and representations applies to their specific engagement by contacting service@varianceincorporated.work.

We maintain comprehensive documentation of our warranties and representations procedures, which are available for review by clients and regulatory authorities upon reasonable request.

Training on warranties and representations requirements is provided to all staff members during onboarding and through regular refresher programmes throughout their employment with VARIANCE INCORPORATED LIMITED.

Limitation of Liability

The Company's total aggregate liability under or in connection with any Agreement, whether in contract, tort, negligence, breach of statutory duty, or otherwise, shall not exceed the total fees paid by the Client under the relevant Statement of Work in the twelve months preceding the event giving rise to the claim.

Neither party shall be liable to the other for any indirect, consequential, special, incidental, or punitive damages, including loss of profits, revenue, data, business opportunity, goodwill, or anticipated savings, regardless of whether such damages were foreseeable.

Nothing in these Terms limits or excludes liability for death or personal injury caused by negligence, fraud or fraudulent misrepresentation, breach of confidentiality obligations, infringement of intellectual property rights, or any other liability that cannot be limited or excluded under applicable law.

The Client acknowledges that the fees charged reflect the allocation of risk set out in this Agreement and that the Company would not enter into the Agreement without these limitations on liability.

The Client is responsible for implementing appropriate backup, disaster recovery, and business continuity measures for its systems and data independent of the Services provided by the Company.

In the context of Limitation of Liability, VARIANCE INCORPORATED LIMITED applies rigorous internal governance standards consistent with our role as a provider of professional scientific and technical services in the United Kingdom.

Our practices regarding limitation of liability are reviewed annually by senior management and updated to reflect changes in applicable legislation, regulatory guidance from the Information Commissioner's Office, and industry best practices.

Clients engaging our SaaS solutions, IT consulting, and enterprise software development services can request detailed information about how limitation of liability applies to their specific engagement by contacting service@varianceincorporated.work.

We maintain comprehensive documentation of our limitation of liability procedures, which are available for review by clients and regulatory authorities upon reasonable request.

Training on limitation of liability requirements is provided to all staff members during onboarding and through regular refresher programmes throughout their employment with VARIANCE INCORPORATED LIMITED.

Where limitation of liability involves interaction with third-party service providers, we conduct due diligence assessments and require contractual commitments to equivalent standards before engaging those providers.

Our Cobham office maintains physical and digital security controls appropriate to the sensitivity of information processed in connection with limitation of liability.

Regular audits of our limitation of liability practices are conducted to identify areas for improvement and ensure continued compliance with UK data protection and professional services regulations.

Feedback from clients regarding limitation of liability is welcomed and used to refine our policies and procedures on an ongoing basis.

For enterprise clients with specific limitation of liability requirements, we offer tailored arrangements documented in service agreements or data processing addenda as appropriate.

In the context of Limitation of Liability, VARIANCE INCORPORATED LIMITED applies rigorous internal governance standards consistent with our role as a provider of professional scientific and technical services in the United Kingdom.

Our practices regarding limitation of liability are reviewed annually by senior management and updated to reflect changes in applicable legislation, regulatory guidance from the Information Commissioner's Office, and industry best practices.

Clients engaging our SaaS solutions, IT consulting, and enterprise software development services can request detailed information about how limitation of liability applies to their specific engagement by contacting service@varianceincorporated.work.

We maintain comprehensive documentation of our limitation of liability procedures, which are available for review by clients and regulatory authorities upon reasonable request.

Training on limitation of liability requirements is provided to all staff members during onboarding and through regular refresher programmes throughout their employment with VARIANCE INCORPORATED LIMITED.

Where limitation of liability involves interaction with third-party service providers, we conduct due diligence assessments and require contractual commitments to equivalent standards before engaging those providers.

Indemnification

The Client shall indemnify, defend, and hold harmless the Company against all claims, damages, losses, costs, and expenses including reasonable legal fees arising from Client materials, data, or instructions provided to the Company, or from the Client's use of Deliverables outside agreed specifications or without following provided documentation.

The Company shall indemnify, defend, and hold harmless the Client against claims that Deliverables created solely by the Company and delivered under the Agreement infringe the intellectual property rights of a third party, provided the Client promptly notifies the Company, allows the Company to control the defence and settlement, and provides reasonable cooperation.

If Deliverables are found to infringe third-party rights, the Company may at its option procure the right for the Client to continue using the Deliverables, modify the Deliverables to be non-infringing, or replace the Deliverables with functionally equivalent non-infringing alternatives.

In the context of Indemnification, VARIANCE INCORPORATED LIMITED applies rigorous internal governance standards consistent with our role as a provider of professional scientific and technical services in the United Kingdom.

Our practices regarding indemnification are reviewed annually by senior management and updated to reflect changes in applicable legislation, regulatory guidance from the Information Commissioner's Office, and industry best practices.

Clients engaging our SaaS solutions, IT consulting, and enterprise software development services can request detailed information about how indemnification applies to their specific engagement by contacting service@varianceincorporated.work.

We maintain comprehensive documentation of our indemnification procedures, which are available for review by clients and regulatory authorities upon reasonable request.

Training on indemnification requirements is provided to all staff members during onboarding and through regular refresher programmes throughout their employment with VARIANCE INCORPORATED LIMITED.

Where indemnification involves interaction with third-party service providers, we conduct due diligence assessments and require contractual commitments to equivalent standards before engaging those providers.

Our Cobham office maintains physical and digital security controls appropriate to the sensitivity of information processed in connection with indemnification.

Regular audits of our indemnification practices are conducted to identify areas for improvement and ensure continued compliance with UK data protection and professional services regulations.

Feedback from clients regarding indemnification is welcomed and used to refine our policies and procedures on an ongoing basis.

For enterprise clients with specific indemnification requirements, we offer tailored arrangements documented in service agreements or data processing addenda as appropriate.

In the context of Indemnification, VARIANCE INCORPORATED LIMITED applies rigorous internal governance standards consistent with our role as a provider of professional scientific and technical services in the United Kingdom.

Our practices regarding indemnification are reviewed annually by senior management and updated to reflect changes in applicable legislation, regulatory guidance from the Information Commissioner's Office, and industry best practices.

Clients engaging our SaaS solutions, IT consulting, and enterprise software development services can request detailed information about how indemnification applies to their specific engagement by contacting service@varianceincorporated.work.

We maintain comprehensive documentation of our indemnification procedures, which are available for review by clients and regulatory authorities upon reasonable request.

Training on indemnification requirements is provided to all staff members during onboarding and through regular refresher programmes throughout their employment with VARIANCE INCORPORATED LIMITED.

Term, Termination, and Suspension

Agreements continue for the term specified in the Statement of Work or until completion of all Services unless terminated earlier in accordance with these Terms.

Either party may terminate an Agreement for material breach if the breach is not remedied within thirty days of written notice specifying the breach in reasonable detail.

Either party may terminate for convenience on sixty days written notice, subject to payment for all Services performed, work in progress, committed costs, and non-cancellable third-party expenses incurred up to the effective termination date.

The Company may suspend Services immediately if the Client fails to pay any undisputed invoice within fourteen days of written notice, or if the Client's actions pose a security risk or legal liability to the Company.

Upon termination for any reason, the Company shall deliver all completed work, work in progress, and project documentation, and the Client shall pay all outstanding fees, expenses, and committed costs within thirty days.

Provisions relating to confidentiality, intellectual property, limitation of liability, indemnification, dispute resolution, and governing law survive termination of the Agreement.

In the context of Term, Termination, and Suspension, VARIANCE INCORPORATED LIMITED applies rigorous internal governance standards consistent with our role as a provider of professional scientific and technical services in the United Kingdom.

Our practices regarding term, termination, and suspension are reviewed annually by senior management and updated to reflect changes in applicable legislation, regulatory guidance from the Information Commissioner's Office, and industry best practices.

Clients engaging our SaaS solutions, IT consulting, and enterprise software development services can request detailed information about how term, termination, and suspension applies to their specific engagement by contacting service@varianceincorporated.work.

We maintain comprehensive documentation of our term, termination, and suspension procedures, which are available for review by clients and regulatory authorities upon reasonable request.

Training on term, termination, and suspension requirements is provided to all staff members during onboarding and through regular refresher programmes throughout their employment with VARIANCE INCORPORATED LIMITED.

Where term, termination, and suspension involves interaction with third-party service providers, we conduct due diligence assessments and require contractual commitments to equivalent standards before engaging those providers.

Our Cobham office maintains physical and digital security controls appropriate to the sensitivity of information processed in connection with term, termination, and suspension.

Regular audits of our term, termination, and suspension practices are conducted to identify areas for improvement and ensure continued compliance with UK data protection and professional services regulations.

Feedback from clients regarding term, termination, and suspension is welcomed and used to refine our policies and procedures on an ongoing basis.

For enterprise clients with specific term, termination, and suspension requirements, we offer tailored arrangements documented in service agreements or data processing addenda as appropriate.

In the context of Term, Termination, and Suspension, VARIANCE INCORPORATED LIMITED applies rigorous internal governance standards consistent with our role as a provider of professional scientific and technical services in the United Kingdom.

Our practices regarding term, termination, and suspension are reviewed annually by senior management and updated to reflect changes in applicable legislation, regulatory guidance from the Information Commissioner's Office, and industry best practices.

Clients engaging our SaaS solutions, IT consulting, and enterprise software development services can request detailed information about how term, termination, and suspension applies to their specific engagement by contacting service@varianceincorporated.work.

We maintain comprehensive documentation of our term, termination, and suspension procedures, which are available for review by clients and regulatory authorities upon reasonable request.

Force Majeure

Neither party shall be liable for failure or delay in performing obligations due to circumstances beyond its reasonable control, including natural disasters, epidemics, pandemics, war, terrorism, civil unrest, government actions, legislative changes, utility failures, or widespread internet or telecommunications outages.

The affected party shall promptly notify the other party of the force majeure event and its expected duration, and shall use reasonable efforts to mitigate the impact and resume performance as soon as practicable.

If a force majeure event continues for more than sixty consecutive days, either party may terminate the affected Agreement on written notice without liability beyond payment for Services performed prior to the force majeure event.

In the context of Force Majeure, VARIANCE INCORPORATED LIMITED applies rigorous internal governance standards consistent with our role as a provider of professional scientific and technical services in the United Kingdom.

Our practices regarding force majeure are reviewed annually by senior management and updated to reflect changes in applicable legislation, regulatory guidance from the Information Commissioner's Office, and industry best practices.

Clients engaging our SaaS solutions, IT consulting, and enterprise software development services can request detailed information about how force majeure applies to their specific engagement by contacting service@varianceincorporated.work.

We maintain comprehensive documentation of our force majeure procedures, which are available for review by clients and regulatory authorities upon reasonable request.

Training on force majeure requirements is provided to all staff members during onboarding and through regular refresher programmes throughout their employment with VARIANCE INCORPORATED LIMITED.

Where force majeure involves interaction with third-party service providers, we conduct due diligence assessments and require contractual commitments to equivalent standards before engaging those providers.

Our Cobham office maintains physical and digital security controls appropriate to the sensitivity of information processed in connection with force majeure.

Regular audits of our force majeure practices are conducted to identify areas for improvement and ensure continued compliance with UK data protection and professional services regulations.

Feedback from clients regarding force majeure is welcomed and used to refine our policies and procedures on an ongoing basis.

For enterprise clients with specific force majeure requirements, we offer tailored arrangements documented in service agreements or data processing addenda as appropriate.

In the context of Force Majeure, VARIANCE INCORPORATED LIMITED applies rigorous internal governance standards consistent with our role as a provider of professional scientific and technical services in the United Kingdom.

Our practices regarding force majeure are reviewed annually by senior management and updated to reflect changes in applicable legislation, regulatory guidance from the Information Commissioner's Office, and industry best practices.

Clients engaging our SaaS solutions, IT consulting, and enterprise software development services can request detailed information about how force majeure applies to their specific engagement by contacting service@varianceincorporated.work.

We maintain comprehensive documentation of our force majeure procedures, which are available for review by clients and regulatory authorities upon reasonable request.

Dispute Resolution

The parties shall attempt to resolve any dispute arising from or relating to the Agreement through good faith negotiation between senior representatives with authority to settle the dispute.

If negotiation fails to resolve the dispute within thirty days, either party may initiate formal proceedings in the courts of England and Wales.

Nothing in this clause prevents either party from seeking injunctive or other equitable relief from a court of competent jurisdiction for breaches of confidentiality, intellectual property rights, or other matters requiring urgent intervention.

The parties agree to continue performing their obligations under the Agreement during dispute resolution proceedings, except where performance is directly affected by the subject matter of the dispute.

In the context of Dispute Resolution, VARIANCE INCORPORATED LIMITED applies rigorous internal governance standards consistent with our role as a provider of professional scientific and technical services in the United Kingdom.

Our practices regarding dispute resolution are reviewed annually by senior management and updated to reflect changes in applicable legislation, regulatory guidance from the Information Commissioner's Office, and industry best practices.

Clients engaging our SaaS solutions, IT consulting, and enterprise software development services can request detailed information about how dispute resolution applies to their specific engagement by contacting service@varianceincorporated.work.

We maintain comprehensive documentation of our dispute resolution procedures, which are available for review by clients and regulatory authorities upon reasonable request.

Training on dispute resolution requirements is provided to all staff members during onboarding and through regular refresher programmes throughout their employment with VARIANCE INCORPORATED LIMITED.

Where dispute resolution involves interaction with third-party service providers, we conduct due diligence assessments and require contractual commitments to equivalent standards before engaging those providers.

Our Cobham office maintains physical and digital security controls appropriate to the sensitivity of information processed in connection with dispute resolution.

Regular audits of our dispute resolution practices are conducted to identify areas for improvement and ensure continued compliance with UK data protection and professional services regulations.

Feedback from clients regarding dispute resolution is welcomed and used to refine our policies and procedures on an ongoing basis.

For enterprise clients with specific dispute resolution requirements, we offer tailored arrangements documented in service agreements or data processing addenda as appropriate.

In the context of Dispute Resolution, VARIANCE INCORPORATED LIMITED applies rigorous internal governance standards consistent with our role as a provider of professional scientific and technical services in the United Kingdom.

Our practices regarding dispute resolution are reviewed annually by senior management and updated to reflect changes in applicable legislation, regulatory guidance from the Information Commissioner's Office, and industry best practices.

Clients engaging our SaaS solutions, IT consulting, and enterprise software development services can request detailed information about how dispute resolution applies to their specific engagement by contacting service@varianceincorporated.work.

We maintain comprehensive documentation of our dispute resolution procedures, which are available for review by clients and regulatory authorities upon reasonable request.

Training on dispute resolution requirements is provided to all staff members during onboarding and through regular refresher programmes throughout their employment with VARIANCE INCORPORATED LIMITED.

Where dispute resolution involves interaction with third-party service providers, we conduct due diligence assessments and require contractual commitments to equivalent standards before engaging those providers.

General Provisions

These Terms and Conditions together with applicable Statements of Work constitute the entire agreement between the parties regarding the subject matter and supersede all prior agreements, understandings, negotiations, and discussions, whether written or oral.

No amendment or modification of these Terms shall be effective unless in writing and signed by authorised representatives of both parties.

Failure or delay by either party in enforcing any provision of the Agreement shall not constitute a waiver of that provision or any other provision, nor shall it prevent subsequent enforcement.

If any provision of these Terms is found by a court of competent jurisdiction to be invalid, illegal, or unenforceable, the remaining provisions shall continue in full force and effect, and the invalid provision shall be modified to the minimum extent necessary.

Neither party may assign or transfer its rights or obligations under the Agreement without the prior written consent of the other party, except that the Company may assign to an affiliate or in connection with a merger, acquisition, or sale of substantially all assets with notice to the Client.

Notices under the Agreement shall be in writing and delivered by email to service@varianceincorporated.work for the Company or to the contact specified in the Statement of Work for the Client, or by recorded delivery to the registered address.

The Agreement does not create a partnership, joint venture, agency, or employment relationship between the parties. The Company performs Services as an independent contractor.

In the context of General Provisions, VARIANCE INCORPORATED LIMITED applies rigorous internal governance standards consistent with our role as a provider of professional scientific and technical services in the United Kingdom.

Our practices regarding general provisions are reviewed annually by senior management and updated to reflect changes in applicable legislation, regulatory guidance from the Information Commissioner's Office, and industry best practices.

Clients engaging our SaaS solutions, IT consulting, and enterprise software development services can request detailed information about how general provisions applies to their specific engagement by contacting service@varianceincorporated.work.

We maintain comprehensive documentation of our general provisions procedures, which are available for review by clients and regulatory authorities upon reasonable request.

Training on general provisions requirements is provided to all staff members during onboarding and through regular refresher programmes throughout their employment with VARIANCE INCORPORATED LIMITED.

Where general provisions involves interaction with third-party service providers, we conduct due diligence assessments and require contractual commitments to equivalent standards before engaging those providers.

Our Cobham office maintains physical and digital security controls appropriate to the sensitivity of information processed in connection with general provisions.

Regular audits of our general provisions practices are conducted to identify areas for improvement and ensure continued compliance with UK data protection and professional services regulations.

Feedback from clients regarding general provisions is welcomed and used to refine our policies and procedures on an ongoing basis.

For enterprise clients with specific general provisions requirements, we offer tailored arrangements documented in service agreements or data processing addenda as appropriate.

In the context of General Provisions, VARIANCE INCORPORATED LIMITED applies rigorous internal governance standards consistent with our role as a provider of professional scientific and technical services in the United Kingdom.

Our practices regarding general provisions are reviewed annually by senior management and updated to reflect changes in applicable legislation, regulatory guidance from the Information Commissioner's Office, and industry best practices.

Clients engaging our SaaS solutions, IT consulting, and enterprise software development services can request detailed information about how general provisions applies to their specific engagement by contacting service@varianceincorporated.work.

We maintain comprehensive documentation of our general provisions procedures, which are available for review by clients and regulatory authorities upon reasonable request.

Service Level Agreements and Support

Where a Service Level Agreement (SLA) is specified in a Statement of Work or separate support agreement, the Company shall use commercially reasonable efforts to meet the response times, resolution times, and availability targets defined therein. Standard support response times during business hours (Monday to Friday, 09:00 to 18:00 GMT/BST, excluding English public holidays) are four hours for critical issues affecting production systems, eight hours for high-priority issues affecting significant functionality, and two business days for standard enquiries and minor issues.

Scheduled maintenance windows for hosted solutions and managed services shall be communicated to the Client at least forty-eight hours in advance, except for emergency security patches or critical infrastructure updates where shorter notice may be necessary to protect system integrity. The Company shall use reasonable efforts to schedule maintenance during low-usage periods agreed with the Client.

Support services include bug fixes for defects in Deliverables reported during the warranty period and, where a support agreement is in place, ongoing maintenance, security updates, and performance optimisation. Support does not include development of new features, changes to agreed specifications, or resolution of issues caused by Client modifications, third-party software changes, or infrastructure outside the Company's control.

Escalation procedures for unresolved support issues shall be documented in the support agreement. The Client may escalate issues through designated support channels to senior technical personnel and, if necessary, to project or account management for resolution.

The Company maintains professional indemnity insurance and public liability insurance at levels appropriate to the nature and scale of services provided. Certificates of insurance are available upon request. The Client is responsible for maintaining its own insurance coverage for its business operations, data, and use of Deliverables.

Disaster recovery and business continuity planning for hosted services shall be documented and shared with the Client as part of the service delivery documentation. Recovery time objectives and recovery point objectives shall be agreed in the Statement of Work where applicable.

Capacity planning and performance monitoring for cloud-hosted solutions shall be conducted on an ongoing basis. The Company shall notify the Client of anticipated capacity requirements and recommend scaling actions to maintain agreed performance levels.

Version control, release management, and deployment procedures for software Deliverables follow industry best practices including staged deployments, rollback capabilities, and change documentation. The Client shall participate in user acceptance testing prior to production deployment unless otherwise agreed.

Training services may be included in Statements of Work to enable Client personnel to operate, administer, and maintain Deliverables. Training materials, session recordings, and documentation shall be provided as specified in the engagement documentation.

Knowledge transfer sessions shall be conducted at key project milestones and upon project completion to ensure Client teams can independently manage and extend Deliverables. Documentation shall include architecture diagrams, operational runbooks, and troubleshooting guides as appropriate to the complexity of the Deliverables.

Acceptance Testing and Quality Assurance

The Client shall conduct acceptance testing of Deliverables within the timeframes specified in the Statement of Work or within fourteen business days of delivery notification if no timeframe is specified. Acceptance testing shall use test criteria, scenarios, and data agreed in the project documentation or Statement of Work.

Defects identified during acceptance testing shall be categorised by severity: Critical defects prevent core functionality from operating and must be resolved before acceptance. High defects significantly impair functionality but workarounds may exist. Medium defects affect non-critical functionality. Low defects are cosmetic or minor usability issues that do not affect core operation.

The Company shall address Critical and High defects prior to acceptance. Medium and Low defects may be addressed post-acceptance through the warranty period or support agreement as agreed. A defect tracking system and resolution timeline shall be maintained throughout the acceptance period.

Acceptance is confirmed in writing by the Client upon successful completion of acceptance testing, or is deemed to occur if the Client deploys Deliverables to production, or if the Client fails to report material defects within the acceptance period following delivery notification.

Quality assurance processes applied to all software Deliverables include code review by senior developers, automated unit and integration testing, static code analysis, security vulnerability scanning, and performance testing appropriate to the expected production load. Test results and coverage reports shall be made available to the Client upon request.

User acceptance testing environments shall be provisioned by the Company or the Client as specified in the Statement of Work. Test data shall be anonymised or synthetic unless the Client explicitly provides production data for testing with appropriate safeguards.

Regression testing shall be performed following defect resolution to ensure fixes do not introduce new issues. Automated regression test suites shall be maintained for ongoing development engagements.

Performance benchmarks and load testing results shall be documented and compared against agreed performance criteria prior to production deployment. The Client may witness load testing sessions upon request.

Accessibility compliance testing may be performed where specified in the Statement of Work, following recognised standards such as WCAG 2.1 guidelines for web applications intended for public or employee use.

Third-party penetration testing and security audits may be conducted at the Client's expense upon request, with the Company providing necessary access and cooperation. Results shall be addressed through agreed remediation plans.

Subcontractors and Third-Party Services

The Company may engage subcontractors and third-party service providers to perform elements of the Services, provided such subcontractors are bound by confidentiality and data protection obligations no less restrictive than those in the Agreement. The Company remains responsible for the performance of subcontracted work.

Material subcontractors involved in processing personal data on behalf of the Client shall be disclosed in the Data Processing Agreement. The Client may object to the engagement of specific subcontractors on reasonable grounds related to data protection or security, and the parties shall discuss alternative arrangements.

Third-party software licences, cloud infrastructure costs, and external service subscriptions required for Deliverables shall be identified in the Statement of Work. The Client is responsible for ongoing licence and subscription costs unless explicitly included in the Company's fees.

Open source software used in Deliverables shall comply with applicable licence terms. The Company shall maintain a software bill of materials documenting open source components and their licence obligations. Copyleft licences requiring source code disclosure shall be flagged for Client review prior to incorporation.

Cloud service provider terms and conditions apply to infrastructure hosted on third-party platforms. The Company shall select providers with appropriate security certifications and data protection compliance for the jurisdiction of the Client's operations.

Subcontractor agreements include provisions for intellectual property assignment, confidentiality, data protection, and quality standards consistent with the Company's obligations under the Agreement with the Client.

The Company conducts due diligence on subcontractors including assessment of financial stability, technical capability, security practices, and compliance with applicable regulations before engagement.

Changes to subcontractors processing Client data shall be notified in advance in accordance with the Data Processing Agreement, allowing the Client to raise objections within a reasonable timeframe.

Compliance and Regulatory Requirements

The Company maintains awareness of applicable regulatory requirements affecting the Services we provide, including UK GDPR, the Data Protection Act 2018, the Network and Information Systems Regulations, and industry-specific regulations applicable to Client sectors such as financial services (FCA guidance), healthcare (NHS Data Security and Protection Toolkit), and public sector (Government Digital Service standards).

Where Services involve processing personal data, the parties shall identify applicable data protection requirements and document compliance measures in the Data Processing Agreement and project documentation. Data Protection Impact Assessments shall be conducted where required by UK GDPR Article 35.

The Company shall cooperate with regulatory audits and investigations affecting Deliverables or Services, providing documentation and access as reasonably required, subject to protection of Confidential Information of other clients.

Export control and sanctions compliance: the Client warrants that it is not subject to trade sanctions or export restrictions that would prohibit the Company from providing Services. The Company complies with applicable UK export control regulations.

Anti-bribery and corruption: both parties shall comply with the Bribery Act 2010 and maintain policies preventing bribery and corruption in connection with the Agreement. Neither party shall offer, promise, or accept improper payments or advantages.

Modern slavery: the Company complies with the Modern Slavery Act 2015 and maintains policies ensuring ethical labour practices throughout its supply chain. An annual modern slavery statement is published on our website.

Tax compliance: all fees are exclusive of VAT unless stated otherwise. The Company is registered for VAT in the United Kingdom. Valid VAT invoices shall be provided for all taxable supplies.

Professional standards: the Company adheres to professional standards applicable to information technology consulting and software development services in the United Kingdom, including relevant BCS (British Computer Society) codes of conduct where applicable.

Project Management and Communication

Project management methodologies applied to Client engagements include agile/scrum frameworks for iterative development projects and waterfall or hybrid approaches for engagements with fixed specifications and regulatory requirements. The appropriate methodology shall be agreed in the Statement of Work based on project characteristics and Client preferences.

Regular project status reports shall be provided at intervals agreed in the Statement of Work, typically weekly for active development engagements and monthly for advisory or support engagements. Reports include progress against milestones, risks and issues, upcoming activities, and decisions required from the Client.

Project collaboration tools including issue tracking, documentation wikis, and communication channels shall be established at project initiation. The Client shall designate team members with access to collaboration tools and ensure their participation in project activities.

Meeting cadence including sprint reviews, planning sessions, steering committee meetings, and technical workshops shall be scheduled at project initiation and adjusted as needed throughout the engagement. Meeting minutes and action items shall be documented and distributed within two business days.

Decision logs shall be maintained for significant technical and business decisions made during the engagement, providing an audit trail and context for future development and maintenance activities.

Risk registers shall be maintained throughout the engagement, identifying technical, schedule, resource, and dependency risks with mitigation plans. Critical risks shall be escalated to Client project sponsors promptly.

Issue management procedures define severity levels, response times, and escalation paths for problems arising during development, testing, deployment, and post-deployment support phases.

Configuration management and environment management practices ensure development, testing, staging, and production environments are properly isolated, documented, and controlled throughout the project lifecycle.

Governing Law and Jurisdiction

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

The courts of England and Wales shall have exclusive jurisdiction over any dispute, claim, or matter arising from or relating to these Terms, the Agreement, or the Services, subject to the dispute resolution provisions above.

For enquiries regarding these Terms and Conditions, contact VARIANCE INCORPORATED LIMITED at service@varianceincorporated.work, telephone +44 7520 667788, or The Long Barn, Cobham Park Road, Cobham, KT11 3NE United Kingdom.

In the context of Governing Law and Jurisdiction, VARIANCE INCORPORATED LIMITED applies rigorous internal governance standards consistent with our role as a provider of professional scientific and technical services in the United Kingdom.

Our practices regarding governing law and jurisdiction are reviewed annually by senior management and updated to reflect changes in applicable legislation, regulatory guidance from the Information Commissioner's Office, and industry best practices.

Clients engaging our SaaS solutions, IT consulting, and enterprise software development services can request detailed information about how governing law and jurisdiction applies to their specific engagement by contacting service@varianceincorporated.work.

We maintain comprehensive documentation of our governing law and jurisdiction procedures, which are available for review by clients and regulatory authorities upon reasonable request.

Training on governing law and jurisdiction requirements is provided to all staff members during onboarding and through regular refresher programmes throughout their employment with VARIANCE INCORPORATED LIMITED.

Where governing law and jurisdiction involves interaction with third-party service providers, we conduct due diligence assessments and require contractual commitments to equivalent standards before engaging those providers.

Our Cobham office maintains physical and digital security controls appropriate to the sensitivity of information processed in connection with governing law and jurisdiction.

Regular audits of our governing law and jurisdiction practices are conducted to identify areas for improvement and ensure continued compliance with UK data protection and professional services regulations.

Feedback from clients regarding governing law and jurisdiction is welcomed and used to refine our policies and procedures on an ongoing basis.

For enterprise clients with specific governing law and jurisdiction requirements, we offer tailored arrangements documented in service agreements or data processing addenda as appropriate.

In the context of Governing Law and Jurisdiction, VARIANCE INCORPORATED LIMITED applies rigorous internal governance standards consistent with our role as a provider of professional scientific and technical services in the United Kingdom.

Our practices regarding governing law and jurisdiction are reviewed annually by senior management and updated to reflect changes in applicable legislation, regulatory guidance from the Information Commissioner's Office, and industry best practices.

Clients engaging our SaaS solutions, IT consulting, and enterprise software development services can request detailed information about how governing law and jurisdiction applies to their specific engagement by contacting service@varianceincorporated.work.

Tuning every part of the system until the whole structure responds clearly.

VARIANCE INCORPORATED LIMITED

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  • +44 7520 667788
  • The Long Barn, Cobham Park Road
  • Cobham, KT11 3NE UK

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