These Terms and Conditions ("Agreement") govern the provision of software development, database design, data architecture, systems integration, consulting, maintenance, support, and related professional services ("Services") by REVAY LTD ("Supplier", "REVAY", "we", "us", or "our") to the client entity identified in the applicable statement of work, order form, proposal acceptance, or other written contract document ("Client", "you", or "your").
REVAY LTD is a company incorporated in England and Wales with its registered office at IMPACT BRIXTON 17A Electric Lane, LONDON, SW9 8LA United Kingdom. Contact: general@revay.digital | +44 7345 112244 | https://revay.digital.
This Agreement comprises these Terms and Conditions together with all statements of work ("SOW"), schedules, specifications, change requests, and incorporated policies referenced therein (collectively, the "Contract"). In the event of conflict, the order of precedence shall be: (1) executed SOW or order form; (2) these Terms and Conditions; (3) other referenced documents, unless the SOW expressly states otherwise.
By signing a SOW, issuing a purchase order referencing this Agreement, or instructing REVAY to commence Services, Client agrees to be bound by this Agreement. If Client does not agree, Client must not engage REVAY or use the Deliverables.
Last updated: 20 August 2026.
In this Agreement, unless the context otherwise requires:
Headings are for convenience only. Words importing the singular include the plural and vice versa. References to statutes include amendments and re-enactments. "Including" means "including without limitation".
REVAY shall perform the Services described in each SOW with reasonable skill and care consistent with generally accepted professional standards for software and database development in the United Kingdom. Services may include requirements analysis, technical architecture, database schema design, application development, API development, data migration, quality assurance, deployment assistance, documentation, training, and post-deployment support as specified.
Each SOW shall describe, at minimum: scope of work; Deliverables; milestones and timelines; fees and payment terms; assumptions and dependencies; acceptance criteria; personnel; and any client responsibilities. Services not expressly described in a SOW are out of scope unless agreed through a Change Request.
Client shall provide timely access to personnel, systems, documentation, credentials, test environments, and decision-making necessary for REVAY to perform Services. Delays caused by Client's failure to cooperate may extend timelines and may incur additional fees at REVAY's standard rates after written notice.
Unless expressly guaranteed in writing, REVAY does not warrant specific business outcomes, revenue increases, regulatory approvals, or third-party platform policy compliance beyond technical delivery of agreed Deliverables.
REVAY may engage subcontractors and specialist personnel provided REVAY remains responsible for their performance and confidentiality obligations. Client shall be notified of material subcontracting where required by SOW or law.
Each party shall appoint a Project Manager with authority to coordinate day-to-day activities, escalate issues, and approve routine decisions within agreed parameters. Changes to Project Manager appointments shall be notified promptly.
REVAY shall provide status updates at the frequency specified in the SOW, or monthly if not specified, covering progress against milestones, risks, blockers, and upcoming activities. Client shall respond to REVAY enquiries within five Business Days unless a different SLA is specified.
Regular meetings (remote or on-site) shall be scheduled as agreed. On-site visits outside the London area may incur travel expenses in accordance with Section 6. Meeting minutes shall be circulated by REVAY unless otherwise agreed.
Either party shall promptly notify the other of material issues or risks affecting scope, schedule, quality, security, or cost. The parties shall collaborate in good faith to mitigate identified risks.
For large or multi-phase engagements, the SOW may establish a steering committee with representatives from both parties to review progress, approve Change Requests above defined thresholds, and resolve escalated disputes.
Client shall pay fees as set out in the SOW. Fee structures may include fixed price, time and materials, retainer, milestone-based, or hybrid models. Unless stated otherwise, fees are exclusive of VAT and applicable taxes, which Client shall pay where legally due.
Pre-approved reasonable out-of-pocket expenses (travel, accommodation, third-party licences required solely for Client's project) shall be reimbursed at cost upon presentation of receipts, unless included in fixed fees.
REVAY shall invoice in accordance with the SOW billing schedule. Time and materials engagements are typically invoiced monthly in arrears with supporting timesheets available on request.
Unless otherwise agreed, invoices are payable within thirty (30) days of invoice date by bank transfer to the account specified on the invoice. Client shall reference invoice numbers in payment remittances.
Overdue amounts may accrue interest at four percent (4%) per annum above the Bank of England base rate from the due date until payment, pursuant to the Late Payment of Commercial Debts (Interest) Act 1998. REVAY may suspend Services after fourteen (14) days' written notice if undisputed invoices remain unpaid, without liability for resulting delays.
Client shall notify REVAY in writing of bona fide invoice disputes within ten (10) Business Days of receipt, specifying reasons. The parties shall cooperate to resolve disputes promptly. Client shall pay undisputed portions by the due date.
REVAY may require deposits or advance payments before commencing Services or procuring third-party items. Deposits are applied against final invoices unless otherwise stated.
Either party may propose changes to scope, Deliverables, schedule, or fees by submitting a written Change Request describing the proposed change, rationale, and impact assessment. REVAY shall provide an impact statement including fee and timeline adjustments within ten (10) Business Days unless a shorter period is agreed for urgent changes.
No Change Request is binding until approved in writing by authorised representatives of both parties. REVAY is not obliged to commence changed work until approval is documented.
Where urgent changes are required to address critical security vulnerabilities or production outages, REVAY may implement necessary changes with subsequent retrospective Change Request documentation and fee reconciliation.
Requests for additional features, revisions beyond agreed acceptance criteria, or support outside defined boundaries shall be treated as Change Requests. Informal requests via messaging tools do not amend the Contract unless confirmed through the Change Request process.
Client warrants that Client Data, specifications, and instructions provided to REVAY are accurate, lawful, and do not infringe third-party rights. Client is responsible for business requirements, regulatory compliance of its operations, and fitness of Client Data for intended purposes.
Client shall procure and maintain licences for third-party platforms, hosting, domains, SSL certificates, and tools required for the project unless explicitly included in REVAY's scope. Client shall provide secure access credentials and rotate credentials when personnel changes occur.
Client shall allocate qualified personnel to participate in user acceptance testing, review Deliverables, and provide consolidated feedback within agreed review periods.
Client should provide anonymised or synthetic data for development and testing where feasible. If live personal data is supplied, Client warrants lawful basis for sharing and shall enter into data processing terms with REVAY as required by UK GDPR.
Client is responsible for relationships with third-party vendors whose products or APIs integrate with Deliverables, including obtaining API keys, complying with vendor terms, and paying vendor fees.
Client shall ensure that individuals providing approvals have authority to bind Client. REVAY may rely on approvals from designated Client contacts unless notified otherwise in writing.
Deliverables shall be supplied electronically via agreed repositories, file transfer mechanisms, or deployment pipelines. Physical media delivery is available only if expressly requested.
REVAY follows professional software engineering practices including version control, code review where appropriate, environment separation (development, staging, production), and documentation proportionate to project complexity. Specific standards (coding conventions, branching strategy, test coverage targets) may be defined in the SOW.
Database Deliverables may include schema definitions, migration scripts, stored procedures, indexing strategies, backup configurations, and performance tuning recommendations. Client is responsible for production database administration unless managed services are expressly contracted.
Deliverables may incorporate OSS and Third Party Materials subject to their respective licence terms. REVAY shall disclose material OSS dependencies in documentation. Client is responsible for ongoing compliance with OSS obligations in deployed environments.
Documentation deliverables may include technical architecture documents, API references, deployment guides, and administrator handbooks as specified in the SOW. Training sessions may supplement documentation where agreed.
REVAY shall document known limitations, unsupported edge cases, and recommended operational procedures as part of Deliverables where material to Client's use.
Each Deliverable or milestone shall be subject to acceptance criteria defined in the SOW. Where criteria are silent, acceptance shall be based on conformity with agreed specifications and material freedom from defects reproducible in the agreed test environment.
Upon delivery notification, Client shall test and accept or reject Deliverables within the review period specified in the SOW, or ten (10) Business Days if not specified ("Review Period").
Acceptance occurs when Client provides written acceptance, deploys Deliverables to production for non-testing purposes, or uses Deliverables in live business operations. Written acceptance may be by email from authorised Client contacts.
Rejection must be in writing, specify defects against acceptance criteria with sufficient detail for reproduction, and be submitted within the Review Period. REVAY shall remedy valid defects at no additional fee and redeliver for retesting.
If Client does not accept or reject within the Review Period, Deliverables are deemed accepted unless REVAY receives a detailed rejection notice before expiry. Deemed acceptance triggers milestone payment obligations associated with the Deliverable.
Where SOW permits milestone-based delivery, acceptance may be recorded per milestone. Partial acceptance does not waive Client's right to reject subsequent milestones that fail criteria.
Each party retains all Background IP. No transfer of Background IP occurs except as expressly licensed herein.
Upon full payment of all fees due for the relevant SOW, REVAY assigns to Client all Foreground IP in Deliverables specifically created for Client under that SOW, excluding Supplier Tools and Third Party Materials. Assignment includes copyright and other present and future Intellectual Property Rights to the extent assignable under applicable law.
REVAY grants Client a perpetual, worldwide, non-exclusive, royalty-free licence to use Supplier Tools embedded in Deliverables solely as necessary to use, operate, and maintain the Deliverables. Client may not extract Supplier Tools for standalone commercial exploitation or sublicensing outside Client's organisation except with REVAY's consent.
Third Party Materials are licensed, not sold, under their respective terms. REVAY shall identify material Third Party Materials requiring Client licence fees or registration.
Where legally permissible, REVAY personnel waive moral rights in Foreground IP assigned to Client, and Client shall permit reasonable attribution in portfolio and case study materials unless Client objects in writing for commercially sensitive projects.
Client retains all Intellectual Property Rights in Client Data and materials supplied to REVAY. Client grants REVAY a limited licence to use such materials solely to perform Services during the Contract term.
Unless Client opts out in writing in the SOW, REVAY may identify Client by name and general project description in marketing materials and proposals after public launch or with Client approval.
REVAY warrants that: (a) Services will be performed with reasonable skill and care; (b) Deliverables will materially conform to agreed specifications for ninety (90) days from Acceptance ("Warranty Period"); and (c) REVAY has the right to grant the licences and assignments provided herein.
During the Warranty Period, REVAY shall, at its option and expense, correct reproducible defects in Deliverables that breach Section 10.1(b) or reperform non-conforming Services. This is Client's sole remedy for breach of warranty unless otherwise required by law.
Warranty does not cover defects caused by: Client modifications; misuse; third-party software or infrastructure not supplied by REVAY; failure to apply agreed updates; use contrary to documentation; or issues arising after Client changes environments without REVAY involvement.
Client warrants lawful authority to enter the Contract; accuracy of Client Data; and that REVAY's performance in accordance with Client instructions will not cause REVAY to violate applicable law, except where REVAY knowingly proceeds despite notice of illegality.
Except as expressly stated, all other warranties, conditions, and terms, whether express or implied by statute or common law, are excluded to the fullest extent permitted by law, including implied warranties of merchantability and fitness for a particular purpose.
Warranty support during the Warranty Period covers defect correction as described in Section 10. Warranty support excludes enhancements, new features, training refresher, and issues outside REVAY's scope of supply.
Ongoing support, maintenance, monitoring, and service level agreements may be contracted under separate support schedules specifying hours of coverage, response targets, escalation paths, and fees.
Unless a support schedule specifies binding service levels, response times are targets rather than guarantees. Credits or remedies for SLA breaches apply only where expressly agreed in writing.
Support for Third Party Materials and OSS depends on vendor lifecycle policies. REVAY shall notify Client of planned end-of-support for major dependencies where known.
Feature requests and enhancements after Acceptance require new SOW or Change Request and are billable unless included in a support retainer scope.
Each party shall keep Confidential Information secret, use it only for Contract purposes, and disclose it only to personnel and advisers with need to know who are bound by confidentiality obligations no less protective than herein.
Confidential Information excludes information that: is public without breach; was lawfully known before disclosure; is independently developed; or is received from a third party without restriction.
A party may disclose Confidential Information when required by law or court order, provided (where lawful) reasonable notice is given to the other party to seek protective measures.
Confidentiality obligations survive termination for five (5) years, or indefinitely for trade secrets until no longer secret through no fault of the receiving party.
Upon termination, each party shall return or destroy Confidential Information of the other on request, except copies retained for legal compliance or automated backups subject to continued confidentiality.
Parties shall determine whether REVAY acts as controller or processor with respect to Personal Data processed under each SOW. Where REVAY processes Personal Data on Client's behalf, Client is controller and REVAY is processor.
Processor activities require a written data processing agreement compliant with UK GDPR Article 28, either as a schedule to this Agreement or incorporated by reference. REVAY shall process Personal Data only on documented instructions unless required by law.
REVAY shall implement appropriate technical and organisational measures including access controls, encryption where appropriate, secure development practices, and incident notification procedures consistent with the data processing agreement.
REVAY may engage subprocessors with Client notification and objection rights as set out in the data processing agreement. REVAY remains liable for subprocessors' performance of data protection obligations.
Cross-border transfers of Personal Data shall be subject to appropriate safeguards under UK GDPR Chapter V, including UK International Data Transfer Agreement where applicable.
Client shall provide lawful instructions, privacy notices to data subjects, and accurate records of processing activities for Client-controlled data. Client indemnifies REVAY against claims arising from Client's unlawful processing instructions, except to the extent caused by REVAY's non-compliance with agreed instructions.
Both parties shall maintain reasonable administrative, physical, and technical safeguards for systems handling Confidential Information and Personal Data. Client shall promptly notify REVAY of suspected security incidents affecting project environments.
Access credentials issued by either party shall not be shared beyond authorised personnel. Multi-factor authentication shall be used where supported for production and repository access.
REVAY shall remediate material vulnerabilities in Deliverables identified during the Warranty Period. Post-warranty vulnerability management is Client's responsibility unless covered by support agreements.
Client shall not use Deliverables or REVAY systems to: violate law; infringe rights; distribute malware; conduct unauthorised penetration testing of REVAY infrastructure; or store unlawful content.
Upon reasonable notice, Client may request summaries of REVAY's security controls relevant to processor activities. Onsite audits may be conducted no more than annually with thirty (30) days' notice, subject to confidentiality and minimal disruption, or replaced by third-party certifications where available.
Neither party shall be liable to the other for indirect or consequential loss, loss of profits, loss of revenue, loss of goodwill, loss of anticipated savings, or loss of data, in each case arising out of or in connection with the Contract, even if advised of the possibility.
Subject to Section 15.3, each party's total aggregate liability arising out of or relating to the Contract shall not exceed the total fees paid or payable by Client under the relevant SOW in the twelve (12) months preceding the event giving rise to liability, or if the event occurs within the first twelve months, the total fees under that SOW.
Nothing limits liability for: death or personal injury caused by negligence; fraud or fraudulent misrepresentation; breach of confidentiality obligations regarding trade secrets; infringement of Intellectual Property Rights caused by unmodified Deliverables supplied by REVAY; or any liability that cannot be limited under applicable law.
The fees reflect the allocation of risk in this Section 15. Client may procure additional insurance or negotiate adjusted caps in writing for specific engagements.
REVAY shall indemnify Client against third-party claims alleging that Deliverables supplied by REVAY and used in accordance with the Contract infringe UK Intellectual Property Rights, provided Client notifies REVAY promptly, allows REVAY to control defence and settlement, and cooperates reasonably. REVAY may procure licences, modify Deliverables, or refund fees for non-conforming Deliverables as remedies.
Client shall indemnify REVAY against third-party claims arising from Client Data, Client specifications, Client's unlawful use of Deliverables, or Client's breach of the Contract, except to the extent caused by REVAY's unmodified Deliverables.
Indemnified parties shall mitigate losses and not settle claims without consent of the indemnifier, not unreasonably withheld.
The Contract commences on the Effective Date and continues until completion of Services under all active SOWs unless terminated earlier in accordance with this Section 17.
Either party may terminate an SOW for convenience on thirty (30) days' written notice unless the SOW specifies otherwise. Client shall pay for Services performed and committed costs through the effective termination date.
Either party may terminate immediately on written notice if the other: commits a material breach not remedied within fourteen (14) days of notice; becomes insolvent; or ceases business operations.
REVAY may suspend Services for non-payment, security threats, or legal compliance concerns after notice where practicable.
Upon termination, REVAY shall deliver work-in-progress and Client-owned materials upon payment of outstanding fees. Sections intended to survive (including confidentiality, IP, liability, and dispute resolution) shall survive.
Upon Client request and payment of agreed fees, REVAY shall provide reasonable transition assistance including knowledge transfer and export of Client-owned repositories for up to thirty (30) days post-termination.
Parties shall attempt in good faith to resolve disputes through escalation between Project Managers and senior management within twenty (20) Business Days of written notice of dispute.
If unresolved, either party may refer the dispute to mediation administered by a recognised UK mediation provider. Costs are shared equally unless otherwise agreed.
If mediation fails or is not pursued, disputes shall be subject to the exclusive jurisdiction of the courts of England and Wales.
Except for safety or payment issues, parties shall continue performing non-disputed obligations during dispute resolution.
Neither party is liable for delay or failure to perform due to events beyond reasonable control, including natural disasters, war, terrorism, civil unrest, epidemic or pandemic (to the extent affecting performance), government actions, widespread internet or utility failures, and strikes excluding those involving only the affected party's workforce ("Force Majeure Event"). The affected party shall notify the other promptly and use reasonable efforts to mitigate. If a Force Majeure Event continues for more than sixty (60) days, either party may terminate the affected SOW upon written notice without liability beyond payment for work performed.
REVAY shall maintain professional indemnity and public liability insurance with reputable insurers at levels appropriate to the Services, typically not less than one million pounds (£1,000,000) per claim unless otherwise agreed for larger engagements. Certificates are available on request. Client is responsible for its own insurance covering Client operations, data, and use of Deliverables.
During the Contract and for twelve (12) months thereafter, neither party shall solicit for employment or contract engagement any personnel of the other who was materially involved in the engagement, without prior written consent. General recruitment advertising not targeted at specific individuals is excluded.
Neither party shall issue press releases or public announcements regarding the Contract without the other's prior written approval, except as required by law or regulatory obligation. Approval shall not be unreasonably withheld for factual announcements agreed in advance.
Client may not assign the Contract without REVAY's consent, not unreasonably withheld. REVAY may assign to an affiliate or in connection with a merger or sale of substantially all assets with notice to Client. REVAY may subcontract specialised tasks while remaining responsible for performance.
Notices under this Agreement shall be in writing and delivered by email with confirmation of receipt, recorded delivery post, or courier to addresses specified in the SOW or Client's registered office. Notices to REVAY: general@revay.digital and IMPACT BRIXTON 17A Electric Lane, LONDON, SW9 8LA United Kingdom. Notices are deemed received on Business Day delivery or one Business Day after sending by email if no bounce-back is received.
The Contract constitutes the entire agreement and supersedes prior discussions regarding its subject matter.
Amendments must be in writing signed by authorised representatives, except Change Requests processed under Section 5.
Failure to enforce a provision is not a waiver of future enforcement.
Invalid provisions are severed and replaced with valid provisions achieving similar intent where possible.
No person other than the parties has rights under the Contracts (Rights of Third Parties) Act 1999.
This Agreement is governed by the laws of England and Wales.
The Contract may be executed in counterparts and electronic signatures are valid.
For contractual notices and general enquiries regarding these Terms and Conditions:
REVAY LTD
IMPACT BRIXTON 17A Electric Lane, LONDON, SW9 8LA United Kingdom
Telephone: +44 7345 112244
Email: general@revay.digital
Website: https://revay.digital
REVAY applies structured software development lifecycle practices tailored to each engagement's size, risk profile, and methodology preferences agreed in the SOW. Typical phases include discovery and requirements elicitation, solution architecture, iterative implementation, quality assurance, user acceptance testing support, deployment planning, and handover. Agile, Scrum, Kanban, or hybrid waterfall-agile approaches may be adopted as documented. Sprint lengths, ceremony schedules, and definition-of-done criteria are agreed at project initiation. Client product owners or equivalent decision-makers shall participate in backlog refinement and sprint reviews where an agile model is used.
Database work performed under this Agreement adheres to professional standards for relational and non-relational systems as applicable. Schema design considers normalisation, indexing strategy, referential integrity, migration safety, backup and recovery implications, and scalability requirements communicated by Client. REVAY documents entity-relationship diagrams, data dictionaries, and migration rollback procedures where material to operational risk. Performance testing of database components may be included where specified; production load characteristics remain Client's responsibility to communicate accurately. REVAY may recommend partitioning, replication, or caching strategies; implementation in production environments occurs only within agreed scope.
Testing activities proportionate to project scope may include unit testing, integration testing, API testing, regression testing, and user acceptance testing support. Test plans and test cases are prepared for medium and large engagements unless time-boxed prototypes are expressly exempted. Defects are logged in agreed tracking tools with severity classifications. Critical and high-severity defects block milestone acceptance until resolved or waived in writing by Client with acknowledged risk. Automated test suites may be delivered as part of Deliverables where contracted; ongoing maintenance of test automation after handover requires separate support unless included.
Deployment assistance may cover configuration of CI/CD pipelines, container orchestration manifests, infrastructure-as-code templates, environment variable management, and runbooks for release procedures. REVAY does not assume ongoing hosting operator responsibilities unless a managed services SOW is executed. Client shall provide production access credentials through secure channels and maintain segregated environments. Production deployments during agreed change windows require Client approval unless emergency security patching is required. REVAY shall maintain deployment logs and version tags to support traceability and rollback.
Source code is maintained in version control repositories agreed with Client, which may be Client-owned or REVAY-hosted during development with transfer on completion. Branching strategies follow Gitflow, trunk-based development, or Client standards as specified. Commit messages and pull request reviews support auditability. Intellectual Property assignment in Section 9 applies upon payment to code in repositories designated as Deliverables. REVAY retains no lien over Client-owned repositories after settlement of undisputed fees.
Unless a binding support schedule applies, professional services engagements operate on a reasonable endeavours basis for timelines, with explicit milestones in the SOW serving as planning targets rather than guaranteed completion dates where dependencies on Client or third parties exist. REVAY communicates schedule variance proactively and proposes recovery plans. Time and materials engagements bill actual hours worked within approved budgets; budget overruns trigger Change Request discussion before material continued work.
REVAY maintains business continuity practices including distributed team capabilities, secure remote access, repository redundancy, and backup of project artefacts material to ongoing delivery. In the event REVAY personnel become unavailable, REVAY shall assign qualified substitutes with comparable skills where practicable. Client shall maintain its own continuity plans for systems REVAY does not operate.
Each party shall comply with applicable export control, sanctions, and trade restriction laws. Client shall not request Services that would cause either party to violate such laws. REVAY may decline or suspend Services if compliance concerns arise, with proportional fee settlement for work performed.
Parties shall comply with the Bribery Act 2010 and applicable anti-corruption laws. Neither party shall offer or accept improper inducements related to the Contract. Gifts and hospitality must be reasonable and transparent. Violations are material breach grounds for termination.
REVAY maintains project records including SOW versions, Change Requests, acceptance correspondence, timesheets for time and materials work, and significant technical decisions for a minimum of six years following project completion unless longer retention is required by law or agreed for regulated clients. Client may request copies of records pertaining to its engagement subject to confidentiality and reasonable administrative fees for extensive exports.
REVAY applies structured software development lifecycle practices tailored to each engagement's size, risk profile, and methodology preferences agreed in the SOW. Typical phases include discovery and requirements elicitation, solution architecture, iterative implementation, quality assurance, user acceptance testing support, deployment planning, and handover. Agile, Scrum, Kanban, or hybrid waterfall-agile approaches may be adopted as documented. Sprint lengths, ceremony schedules, and definition-of-done criteria are agreed at project initiation. Client product owners or equivalent decision-makers shall participate in backlog refinement and sprint reviews where an agile model is used.
Database work performed under this Agreement adheres to professional standards for relational and non-relational systems as applicable. Schema design considers normalisation, indexing strategy, referential integrity, migration safety, backup and recovery implications, and scalability requirements communicated by Client. REVAY documents entity-relationship diagrams, data dictionaries, and migration rollback procedures where material to operational risk. Performance testing of database components may be included where specified; production load characteristics remain Client's responsibility to communicate accurately. REVAY may recommend partitioning, replication, or caching strategies; implementation in production environments occurs only within agreed scope.
Testing activities proportionate to project scope may include unit testing, integration testing, API testing, regression testing, and user acceptance testing support. Test plans and test cases are prepared for medium and large engagements unless time-boxed prototypes are expressly exempted. Defects are logged in agreed tracking tools with severity classifications. Critical and high-severity defects block milestone acceptance until resolved or waived in writing by Client with acknowledged risk. Automated test suites may be delivered as part of Deliverables where contracted; ongoing maintenance of test automation after handover requires separate support unless included.
Deployment assistance may cover configuration of CI/CD pipelines, container orchestration manifests, infrastructure-as-code templates, environment variable management, and runbooks for release procedures. REVAY does not assume ongoing hosting operator responsibilities unless a managed services SOW is executed. Client shall provide production access credentials through secure channels and maintain segregated environments. Production deployments during agreed change windows require Client approval unless emergency security patching is required. REVAY shall maintain deployment logs and version tags to support traceability and rollback.
Source code is maintained in version control repositories agreed with Client, which may be Client-owned or REVAY-hosted during development with transfer on completion. Branching strategies follow Gitflow, trunk-based development, or Client standards as specified. Commit messages and pull request reviews support auditability. Intellectual Property assignment in Section 9 applies upon payment to code in repositories designated as Deliverables. REVAY retains no lien over Client-owned repositories after settlement of undisputed fees.
Unless a binding support schedule applies, professional services engagements operate on a reasonable endeavours basis for timelines, with explicit milestones in the SOW serving as planning targets rather than guaranteed completion dates where dependencies on Client or third parties exist. REVAY communicates schedule variance proactively and proposes recovery plans. Time and materials engagements bill actual hours worked within approved budgets; budget overruns trigger Change Request discussion before material continued work.
REVAY maintains business continuity practices including distributed team capabilities, secure remote access, repository redundancy, and backup of project artefacts material to ongoing delivery. In the event REVAY personnel become unavailable, REVAY shall assign qualified substitutes with comparable skills where practicable. Client shall maintain its own continuity plans for systems REVAY does not operate.
Each party shall comply with applicable export control, sanctions, and trade restriction laws. Client shall not request Services that would cause either party to violate such laws. REVAY may decline or suspend Services if compliance concerns arise, with proportional fee settlement for work performed.
Parties shall comply with the Bribery Act 2010 and applicable anti-corruption laws. Neither party shall offer or accept improper inducements related to the Contract. Gifts and hospitality must be reasonable and transparent. Violations are material breach grounds for termination.
REVAY maintains project records including SOW versions, Change Requests, acceptance correspondence, timesheets for time and materials work, and significant technical decisions for a minimum of six years following project completion unless longer retention is required by law or agreed for regulated clients. Client may request copies of records pertaining to its engagement subject to confidentiality and reasonable administrative fees for extensive exports.
REVAY applies structured software development lifecycle practices tailored to each engagement's size, risk profile, and methodology preferences agreed in the SOW. Typical phases include discovery and requirements elicitation, solution architecture, iterative implementation, quality assurance, user acceptance testing support, deployment planning, and handover. Agile, Scrum, Kanban, or hybrid waterfall-agile approaches may be adopted as documented. Sprint lengths, ceremony schedules, and definition-of-done criteria are agreed at project initiation. Client product owners or equivalent decision-makers shall participate in backlog refinement and sprint reviews where an agile model is used.
Database work performed under this Agreement adheres to professional standards for relational and non-relational systems as applicable. Schema design considers normalisation, indexing strategy, referential integrity, migration safety, backup and recovery implications, and scalability requirements communicated by Client. REVAY documents entity-relationship diagrams, data dictionaries, and migration rollback procedures where material to operational risk. Performance testing of database components may be included where specified; production load characteristics remain Client's responsibility to communicate accurately. REVAY may recommend partitioning, replication, or caching strategies; implementation in production environments occurs only within agreed scope.
Testing activities proportionate to project scope may include unit testing, integration testing, API testing, regression testing, and user acceptance testing support. Test plans and test cases are prepared for medium and large engagements unless time-boxed prototypes are expressly exempted. Defects are logged in agreed tracking tools with severity classifications. Critical and high-severity defects block milestone acceptance until resolved or waived in writing by Client with acknowledged risk. Automated test suites may be delivered as part of Deliverables where contracted; ongoing maintenance of test automation after handover requires separate support unless included.
Deployment assistance may cover configuration of CI/CD pipelines, container orchestration manifests, infrastructure-as-code templates, environment variable management, and runbooks for release procedures. REVAY does not assume ongoing hosting operator responsibilities unless a managed services SOW is executed. Client shall provide production access credentials through secure channels and maintain segregated environments. Production deployments during agreed change windows require Client approval unless emergency security patching is required. REVAY shall maintain deployment logs and version tags to support traceability and rollback.
Source code is maintained in version control repositories agreed with Client, which may be Client-owned or REVAY-hosted during development with transfer on completion. Branching strategies follow Gitflow, trunk-based development, or Client standards as specified. Commit messages and pull request reviews support auditability. Intellectual Property assignment in Section 9 applies upon payment to code in repositories designated as Deliverables. REVAY retains no lien over Client-owned repositories after settlement of undisputed fees.
Unless a binding support schedule applies, professional services engagements operate on a reasonable endeavours basis for timelines, with explicit milestones in the SOW serving as planning targets rather than guaranteed completion dates where dependencies on Client or third parties exist. REVAY communicates schedule variance proactively and proposes recovery plans. Time and materials engagements bill actual hours worked within approved budgets; budget overruns trigger Change Request discussion before material continued work.
REVAY maintains business continuity practices including distributed team capabilities, secure remote access, repository redundancy, and backup of project artefacts material to ongoing delivery. In the event REVAY personnel become unavailable, REVAY shall assign qualified substitutes with comparable skills where practicable. Client shall maintain its own continuity plans for systems REVAY does not operate.
Each party shall comply with applicable export control, sanctions, and trade restriction laws. Client shall not request Services that would cause either party to violate such laws. REVAY may decline or suspend Services if compliance concerns arise, with proportional fee settlement for work performed.
Parties shall comply with the Bribery Act 2010 and applicable anti-corruption laws. Neither party shall offer or accept improper inducements related to the Contract. Gifts and hospitality must be reasonable and transparent. Violations are material breach grounds for termination.
REVAY maintains project records including SOW versions, Change Requests, acceptance correspondence, timesheets for time and materials work, and significant technical decisions for a minimum of six years following project completion unless longer retention is required by law or agreed for regulated clients. Client may request copies of records pertaining to its engagement subject to confidentiality and reasonable administrative fees for extensive exports.
REVAY applies structured software development lifecycle practices tailored to each engagement's size, risk profile, and methodology preferences agreed in the SOW. Typical phases include discovery and requirements elicitation, solution architecture, iterative implementation, quality assurance, user acceptance testing support, deployment planning, and handover. Agile, Scrum, Kanban, or hybrid waterfall-agile approaches may be adopted as documented. Sprint lengths, ceremony schedules, and definition-of-done criteria are agreed at project initiation. Client product owners or equivalent decision-makers shall participate in backlog refinement and sprint reviews where an agile model is used.
Database work performed under this Agreement adheres to professional standards for relational and non-relational systems as applicable. Schema design considers normalisation, indexing strategy, referential integrity, migration safety, backup and recovery implications, and scalability requirements communicated by Client. REVAY documents entity-relationship diagrams, data dictionaries, and migration rollback procedures where material to operational risk. Performance testing of database components may be included where specified; production load characteristics remain Client's responsibility to communicate accurately. REVAY may recommend partitioning, replication, or caching strategies; implementation in production environments occurs only within agreed scope.
Testing activities proportionate to project scope may include unit testing, integration testing, API testing, regression testing, and user acceptance testing support. Test plans and test cases are prepared for medium and large engagements unless time-boxed prototypes are expressly exempted. Defects are logged in agreed tracking tools with severity classifications. Critical and high-severity defects block milestone acceptance until resolved or waived in writing by Client with acknowledged risk. Automated test suites may be delivered as part of Deliverables where contracted; ongoing maintenance of test automation after handover requires separate support unless included.
Deployment assistance may cover configuration of CI/CD pipelines, container orchestration manifests, infrastructure-as-code templates, environment variable management, and runbooks for release procedures. REVAY does not assume ongoing hosting operator responsibilities unless a managed services SOW is executed. Client shall provide production access credentials through secure channels and maintain segregated environments. Production deployments during agreed change windows require Client approval unless emergency security patching is required. REVAY shall maintain deployment logs and version tags to support traceability and rollback.
Source code is maintained in version control repositories agreed with Client, which may be Client-owned or REVAY-hosted during development with transfer on completion. Branching strategies follow Gitflow, trunk-based development, or Client standards as specified. Commit messages and pull request reviews support auditability. Intellectual Property assignment in Section 9 applies upon payment to code in repositories designated as Deliverables. REVAY retains no lien over Client-owned repositories after settlement of undisputed fees.
Unless a binding support schedule applies, professional services engagements operate on a reasonable endeavours basis for timelines, with explicit milestones in the SOW serving as planning targets rather than guaranteed completion dates where dependencies on Client or third parties exist. REVAY communicates schedule variance proactively and proposes recovery plans. Time and materials engagements bill actual hours worked within approved budgets; budget overruns trigger Change Request discussion before material continued work.
REVAY maintains business continuity practices including distributed team capabilities, secure remote access, repository redundancy, and backup of project artefacts material to ongoing delivery. In the event REVAY personnel become unavailable, REVAY shall assign qualified substitutes with comparable skills where practicable. Client shall maintain its own continuity plans for systems REVAY does not operate.
Each party shall comply with applicable export control, sanctions, and trade restriction laws. Client shall not request Services that would cause either party to violate such laws. REVAY may decline or suspend Services if compliance concerns arise, with proportional fee settlement for work performed.
Parties shall comply with the Bribery Act 2010 and applicable anti-corruption laws. Neither party shall offer or accept improper inducements related to the Contract. Gifts and hospitality must be reasonable and transparent. Violations are material breach grounds for termination.
REVAY maintains project records including SOW versions, Change Requests, acceptance correspondence, timesheets for time and materials work, and significant technical decisions for a minimum of six years following project completion unless longer retention is required by law or agreed for regulated clients. Client may request copies of records pertaining to its engagement subject to confidentiality and reasonable administrative fees for extensive exports.
REVAY applies structured software development lifecycle practices tailored to each engagement's size, risk profile, and methodology preferences agreed in the SOW. Typical phases include discovery and requirements elicitation, solution architecture, iterative implementation, quality assurance, user acceptance testing support, deployment planning, and handover. Agile, Scrum, Kanban, or hybrid waterfall-agile approaches may be adopted as documented. Sprint lengths, ceremony schedules, and definition-of-done criteria are agreed at project initiation. Client product owners or equivalent decision-makers shall participate in backlog refinement and sprint reviews where an agile model is used.
Database work performed under this Agreement adheres to professional standards for relational and non-relational systems as applicable. Schema design considers normalisation, indexing strategy, referential integrity, migration safety, backup and recovery implications, and scalability requirements communicated by Client. REVAY documents entity-relationship diagrams, data dictionaries, and migration rollback procedures where material to operational risk. Performance testing of database components may be included where specified; production load characteristics remain Client's responsibility to communicate accurately. REVAY may recommend partitioning, replication, or caching strategies; implementation in production environments occurs only within agreed scope.
Testing activities proportionate to project scope may include unit testing, integration testing, API testing, regression testing, and user acceptance testing support. Test plans and test cases are prepared for medium and large engagements unless time-boxed prototypes are expressly exempted. Defects are logged in agreed tracking tools with severity classifications. Critical and high-severity defects block milestone acceptance until resolved or waived in writing by Client with acknowledged risk. Automated test suites may be delivered as part of Deliverables where contracted; ongoing maintenance of test automation after handover requires separate support unless included.
Deployment assistance may cover configuration of CI/CD pipelines, container orchestration manifests, infrastructure-as-code templates, environment variable management, and runbooks for release procedures. REVAY does not assume ongoing hosting operator responsibilities unless a managed services SOW is executed. Client shall provide production access credentials through secure channels and maintain segregated environments. Production deployments during agreed change windows require Client approval unless emergency security patching is required. REVAY shall maintain deployment logs and version tags to support traceability and rollback.
Source code is maintained in version control repositories agreed with Client, which may be Client-owned or REVAY-hosted during development with transfer on completion. Branching strategies follow Gitflow, trunk-based development, or Client standards as specified. Commit messages and pull request reviews support auditability. Intellectual Property assignment in Section 9 applies upon payment to code in repositories designated as Deliverables. REVAY retains no lien over Client-owned repositories after settlement of undisputed fees.
Unless a binding support schedule applies, professional services engagements operate on a reasonable endeavours basis for timelines, with explicit milestones in the SOW serving as planning targets rather than guaranteed completion dates where dependencies on Client or third parties exist. REVAY communicates schedule variance proactively and proposes recovery plans. Time and materials engagements bill actual hours worked within approved budgets; budget overruns trigger Change Request discussion before material continued work.
REVAY maintains business continuity practices including distributed team capabilities, secure remote access, repository redundancy, and backup of project artefacts material to ongoing delivery. In the event REVAY personnel become unavailable, REVAY shall assign qualified substitutes with comparable skills where practicable. Client shall maintain its own continuity plans for systems REVAY does not operate.
Each party shall comply with applicable export control, sanctions, and trade restriction laws. Client shall not request Services that would cause either party to violate such laws. REVAY may decline or suspend Services if compliance concerns arise, with proportional fee settlement for work performed.
Parties shall comply with the Bribery Act 2010 and applicable anti-corruption laws. Neither party shall offer or accept improper inducements related to the Contract. Gifts and hospitality must be reasonable and transparent. Violations are material breach grounds for termination.
REVAY maintains project records including SOW versions, Change Requests, acceptance correspondence, timesheets for time and materials work, and significant technical decisions for a minimum of six years following project completion unless longer retention is required by law or agreed for regulated clients. Client may request copies of records pertaining to its engagement subject to confidentiality and reasonable administrative fees for extensive exports.
REVAY applies structured software development lifecycle practices tailored to each engagement's size, risk profile, and methodology preferences agreed in the SOW. Typical phases include discovery and requirements elicitation, solution architecture, iterative implementation, quality assurance, user acceptance testing support, deployment planning, and handover. Agile, Scrum, Kanban, or hybrid waterfall-agile approaches may be adopted as documented. Sprint lengths, ceremony schedules, and definition-of-done criteria are agreed at project initiation. Client product owners or equivalent decision-makers shall participate in backlog refinement and sprint reviews where an agile model is used.
Database work performed under this Agreement adheres to professional standards for relational and non-relational systems as applicable. Schema design considers normalisation, indexing strategy, referential integrity, migration safety, backup and recovery implications, and scalability requirements communicated by Client. REVAY documents entity-relationship diagrams, data dictionaries, and migration rollback procedures where material to operational risk. Performance testing of database components may be included where specified; production load characteristics remain Client's responsibility to communicate accurately. REVAY may recommend partitioning, replication, or caching strategies; implementation in production environments occurs only within agreed scope.
Testing activities proportionate to project scope may include unit testing, integration testing, API testing, regression testing, and user acceptance testing support. Test plans and test cases are prepared for medium and large engagements unless time-boxed prototypes are expressly exempted. Defects are logged in agreed tracking tools with severity classifications. Critical and high-severity defects block milestone acceptance until resolved or waived in writing by Client with acknowledged risk. Automated test suites may be delivered as part of Deliverables where contracted; ongoing maintenance of test automation after handover requires separate support unless included.
Deployment assistance may cover configuration of CI/CD pipelines, container orchestration manifests, infrastructure-as-code templates, environment variable management, and runbooks for release procedures. REVAY does not assume ongoing hosting operator responsibilities unless a managed services SOW is executed. Client shall provide production access credentials through secure channels and maintain segregated environments. Production deployments during agreed change windows require Client approval unless emergency security patching is required. REVAY shall maintain deployment logs and version tags to support traceability and rollback.
Source code is maintained in version control repositories agreed with Client, which may be Client-owned or REVAY-hosted during development with transfer on completion. Branching strategies follow Gitflow, trunk-based development, or Client standards as specified. Commit messages and pull request reviews support auditability. Intellectual Property assignment in Section 9 applies upon payment to code in repositories designated as Deliverables. REVAY retains no lien over Client-owned repositories after settlement of undisputed fees.
Unless a binding support schedule applies, professional services engagements operate on a reasonable endeavours basis for timelines, with explicit milestones in the SOW serving as planning targets rather than guaranteed completion dates where dependencies on Client or third parties exist. REVAY communicates schedule variance proactively and proposes recovery plans. Time and materials engagements bill actual hours worked within approved budgets; budget overruns trigger Change Request discussion before material continued work.
REVAY maintains business continuity practices including distributed team capabilities, secure remote access, repository redundancy, and backup of project artefacts material to ongoing delivery. In the event REVAY personnel become unavailable, REVAY shall assign qualified substitutes with comparable skills where practicable. Client shall maintain its own continuity plans for systems REVAY does not operate.
Each party shall comply with applicable export control, sanctions, and trade restriction laws. Client shall not request Services that would cause either party to violate such laws. REVAY may decline or suspend Services if compliance concerns arise, with proportional fee settlement for work performed.
Parties shall comply with the Bribery Act 2010 and applicable anti-corruption laws. Neither party shall offer or accept improper inducements related to the Contract. Gifts and hospitality must be reasonable and transparent. Violations are material breach grounds for termination.
REVAY maintains project records including SOW versions, Change Requests, acceptance correspondence, timesheets for time and materials work, and significant technical decisions for a minimum of six years following project completion unless longer retention is required by law or agreed for regulated clients. Client may request copies of records pertaining to its engagement subject to confidentiality and reasonable administrative fees for extensive exports.
REVAY applies structured software development lifecycle practices tailored to each engagement's size, risk profile, and methodology preferences agreed in the SOW. Typical phases include discovery and requirements elicitation, solution architecture, iterative implementation, quality assurance, user acceptance testing support, deployment planning, and handover. Agile, Scrum, Kanban, or hybrid waterfall-agile approaches may be adopted as documented. Sprint lengths, ceremony schedules, and definition-of-done criteria are agreed at project initiation. Client product owners or equivalent decision-makers shall participate in backlog refinement and sprint reviews where an agile model is used.
Database work performed under this Agreement adheres to professional standards for relational and non-relational systems as applicable. Schema design considers normalisation, indexing strategy, referential integrity, migration safety, backup and recovery implications, and scalability requirements communicated by Client. REVAY documents entity-relationship diagrams, data dictionaries, and migration rollback procedures where material to operational risk. Performance testing of database components may be included where specified; production load characteristics remain Client's responsibility to communicate accurately. REVAY may recommend partitioning, replication, or caching strategies; implementation in production environments occurs only within agreed scope.
Testing activities proportionate to project scope may include unit testing, integration testing, API testing, regression testing, and user acceptance testing support. Test plans and test cases are prepared for medium and large engagements unless time-boxed prototypes are expressly exempted. Defects are logged in agreed tracking tools with severity classifications. Critical and high-severity defects block milestone acceptance until resolved or waived in writing by Client with acknowledged risk. Automated test suites may be delivered as part of Deliverables where contracted; ongoing maintenance of test automation after handover requires separate support unless included.
Deployment assistance may cover configuration of CI/CD pipelines, container orchestration manifests, infrastructure-as-code templates, environment variable management, and runbooks for release procedures. REVAY does not assume ongoing hosting operator responsibilities unless a managed services SOW is executed. Client shall provide production access credentials through secure channels and maintain segregated environments. Production deployments during agreed change windows require Client approval unless emergency security patching is required. REVAY shall maintain deployment logs and version tags to support traceability and rollback.
Source code is maintained in version control repositories agreed with Client, which may be Client-owned or REVAY-hosted during development with transfer on completion. Branching strategies follow Gitflow, trunk-based development, or Client standards as specified. Commit messages and pull request reviews support auditability. Intellectual Property assignment in Section 9 applies upon payment to code in repositories designated as Deliverables. REVAY retains no lien over Client-owned repositories after settlement of undisputed fees.
Unless a binding support schedule applies, professional services engagements operate on a reasonable endeavours basis for timelines, with explicit milestones in the SOW serving as planning targets rather than guaranteed completion dates where dependencies on Client or third parties exist. REVAY communicates schedule variance proactively and proposes recovery plans. Time and materials engagements bill actual hours worked within approved budgets; budget overruns trigger Change Request discussion before material continued work.
REVAY maintains business continuity practices including distributed team capabilities, secure remote access, repository redundancy, and backup of project artefacts material to ongoing delivery. In the event REVAY personnel become unavailable, REVAY shall assign qualified substitutes with comparable skills where practicable. Client shall maintain its own continuity plans for systems REVAY does not operate.
Each party shall comply with applicable export control, sanctions, and trade restriction laws. Client shall not request Services that would cause either party to violate such laws. REVAY may decline or suspend Services if compliance concerns arise, with proportional fee settlement for work performed.
Parties shall comply with the Bribery Act 2010 and applicable anti-corruption laws. Neither party shall offer or accept improper inducements related to the Contract. Gifts and hospitality must be reasonable and transparent. Violations are material breach grounds for termination.
REVAY maintains project records including SOW versions, Change Requests, acceptance correspondence, timesheets for time and materials work, and significant technical decisions for a minimum of six years following project completion unless longer retention is required by law or agreed for regulated clients. Client may request copies of records pertaining to its engagement subject to confidentiality and reasonable administrative fees for extensive exports.
REVAY applies structured software development lifecycle practices tailored to each engagement's size, risk profile, and methodology preferences agreed in the SOW. Typical phases include discovery and requirements elicitation, solution architecture, iterative implementation, quality assurance, user acceptance testing support, deployment planning, and handover. Agile, Scrum, Kanban, or hybrid waterfall-agile approaches may be adopted as documented. Sprint lengths, ceremony schedules, and definition-of-done criteria are agreed at project initiation. Client product owners or equivalent decision-makers shall participate in backlog refinement and sprint reviews where an agile model is used.
Database work performed under this Agreement adheres to professional standards for relational and non-relational systems as applicable. Schema design considers normalisation, indexing strategy, referential integrity, migration safety, backup and recovery implications, and scalability requirements communicated by Client. REVAY documents entity-relationship diagrams, data dictionaries, and migration rollback procedures where material to operational risk. Performance testing of database components may be included where specified; production load characteristics remain Client's responsibility to communicate accurately. REVAY may recommend partitioning, replication, or caching strategies; implementation in production environments occurs only within agreed scope.
Testing activities proportionate to project scope may include unit testing, integration testing, API testing, regression testing, and user acceptance testing support. Test plans and test cases are prepared for medium and large engagements unless time-boxed prototypes are expressly exempted. Defects are logged in agreed tracking tools with severity classifications. Critical and high-severity defects block milestone acceptance until resolved or waived in writing by Client with acknowledged risk. Automated test suites may be delivered as part of Deliverables where contracted; ongoing maintenance of test automation after handover requires separate support unless included.
Deployment assistance may cover configuration of CI/CD pipelines, container orchestration manifests, infrastructure-as-code templates, environment variable management, and runbooks for release procedures. REVAY does not assume ongoing hosting operator responsibilities unless a managed services SOW is executed. Client shall provide production access credentials through secure channels and maintain segregated environments. Production deployments during agreed change windows require Client approval unless emergency security patching is required. REVAY shall maintain deployment logs and version tags to support traceability and rollback.
Source code is maintained in version control repositories agreed with Client, which may be Client-owned or REVAY-hosted during development with transfer on completion. Branching strategies follow Gitflow, trunk-based development, or Client standards as specified. Commit messages and pull request reviews support auditability. Intellectual Property assignment in Section 9 applies upon payment to code in repositories designated as Deliverables. REVAY retains no lien over Client-owned repositories after settlement of undisputed fees.
Unless a binding support schedule applies, professional services engagements operate on a reasonable endeavours basis for timelines, with explicit milestones in the SOW serving as planning targets rather than guaranteed completion dates where dependencies on Client or third parties exist. REVAY communicates schedule variance proactively and proposes recovery plans. Time and materials engagements bill actual hours worked within approved budgets; budget overruns trigger Change Request discussion before material continued work.
REVAY maintains business continuity practices including distributed team capabilities, secure remote access, repository redundancy, and backup of project artefacts material to ongoing delivery. In the event REVAY personnel become unavailable, REVAY shall assign qualified substitutes with comparable skills where practicable. Client shall maintain its own continuity plans for systems REVAY does not operate.
Each party shall comply with applicable export control, sanctions, and trade restriction laws. Client shall not request Services that would cause either party to violate such laws. REVAY may decline or suspend Services if compliance concerns arise, with proportional fee settlement for work performed.
Parties shall comply with the Bribery Act 2010 and applicable anti-corruption laws. Neither party shall offer or accept improper inducements related to the Contract. Gifts and hospitality must be reasonable and transparent. Violations are material breach grounds for termination.
REVAY maintains project records including SOW versions, Change Requests, acceptance correspondence, timesheets for time and materials work, and significant technical decisions for a minimum of six years following project completion unless longer retention is required by law or agreed for regulated clients. Client may request copies of records pertaining to its engagement subject to confidentiality and reasonable administrative fees for extensive exports.
REVAY applies structured software development lifecycle practices tailored to each engagement's size, risk profile, and methodology preferences agreed in the SOW. Typical phases include discovery and requirements elicitation, solution architecture, iterative implementation, quality assurance, user acceptance testing support, deployment planning, and handover. Agile, Scrum, Kanban, or hybrid waterfall-agile approaches may be adopted as documented. Sprint lengths, ceremony schedules, and definition-of-done criteria are agreed at project initiation. Client product owners or equivalent decision-makers shall participate in backlog refinement and sprint reviews where an agile model is used.
Database work performed under this Agreement adheres to professional standards for relational and non-relational systems as applicable. Schema design considers normalisation, indexing strategy, referential integrity, migration safety, backup and recovery implications, and scalability requirements communicated by Client. REVAY documents entity-relationship diagrams, data dictionaries, and migration rollback procedures where material to operational risk. Performance testing of database components may be included where specified; production load characteristics remain Client's responsibility to communicate accurately. REVAY may recommend partitioning, replication, or caching strategies; implementation in production environments occurs only within agreed scope.
Testing activities proportionate to project scope may include unit testing, integration testing, API testing, regression testing, and user acceptance testing support. Test plans and test cases are prepared for medium and large engagements unless time-boxed prototypes are expressly exempted. Defects are logged in agreed tracking tools with severity classifications. Critical and high-severity defects block milestone acceptance until resolved or waived in writing by Client with acknowledged risk. Automated test suites may be delivered as part of Deliverables where contracted; ongoing maintenance of test automation after handover requires separate support unless included.
Deployment assistance may cover configuration of CI/CD pipelines, container orchestration manifests, infrastructure-as-code templates, environment variable management, and runbooks for release procedures. REVAY does not assume ongoing hosting operator responsibilities unless a managed services SOW is executed. Client shall provide production access credentials through secure channels and maintain segregated environments. Production deployments during agreed change windows require Client approval unless emergency security patching is required. REVAY shall maintain deployment logs and version tags to support traceability and rollback.
Source code is maintained in version control repositories agreed with Client, which may be Client-owned or REVAY-hosted during development with transfer on completion. Branching strategies follow Gitflow, trunk-based development, or Client standards as specified. Commit messages and pull request reviews support auditability. Intellectual Property assignment in Section 9 applies upon payment to code in repositories designated as Deliverables. REVAY retains no lien over Client-owned repositories after settlement of undisputed fees.
Unless a binding support schedule applies, professional services engagements operate on a reasonable endeavours basis for timelines, with explicit milestones in the SOW serving as planning targets rather than guaranteed completion dates where dependencies on Client or third parties exist. REVAY communicates schedule variance proactively and proposes recovery plans. Time and materials engagements bill actual hours worked within approved budgets; budget overruns trigger Change Request discussion before material continued work.
REVAY maintains business continuity practices including distributed team capabilities, secure remote access, repository redundancy, and backup of project artefacts material to ongoing delivery. In the event REVAY personnel become unavailable, REVAY shall assign qualified substitutes with comparable skills where practicable. Client shall maintain its own continuity plans for systems REVAY does not operate.
Each party shall comply with applicable export control, sanctions, and trade restriction laws. Client shall not request Services that would cause either party to violate such laws. REVAY may decline or suspend Services if compliance concerns arise, with proportional fee settlement for work performed.
Parties shall comply with the Bribery Act 2010 and applicable anti-corruption laws. Neither party shall offer or accept improper inducements related to the Contract. Gifts and hospitality must be reasonable and transparent. Violations are material breach grounds for termination.
REVAY maintains project records including SOW versions, Change Requests, acceptance correspondence, timesheets for time and materials work, and significant technical decisions for a minimum of six years following project completion unless longer retention is required by law or agreed for regulated clients. Client may request copies of records pertaining to its engagement subject to confidentiality and reasonable administrative fees for extensive exports.
REVAY applies structured software development lifecycle practices tailored to each engagement's size, risk profile, and methodology preferences agreed in the SOW. Typical phases include discovery and requirements elicitation, solution architecture, iterative implementation, quality assurance, user acceptance testing support, deployment planning, and handover. Agile, Scrum, Kanban, or hybrid waterfall-agile approaches may be adopted as documented. Sprint lengths, ceremony schedules, and definition-of-done criteria are agreed at project initiation. Client product owners or equivalent decision-makers shall participate in backlog refinement and sprint reviews where an agile model is used.
Database work performed under this Agreement adheres to professional standards for relational and non-relational systems as applicable. Schema design considers normalisation, indexing strategy, referential integrity, migration safety, backup and recovery implications, and scalability requirements communicated by Client. REVAY documents entity-relationship diagrams, data dictionaries, and migration rollback procedures where material to operational risk. Performance testing of database components may be included where specified; production load characteristics remain Client's responsibility to communicate accurately. REVAY may recommend partitioning, replication, or caching strategies; implementation in production environments occurs only within agreed scope.
Testing activities proportionate to project scope may include unit testing, integration testing, API testing, regression testing, and user acceptance testing support. Test plans and test cases are prepared for medium and large engagements unless time-boxed prototypes are expressly exempted. Defects are logged in agreed tracking tools with severity classifications. Critical and high-severity defects block milestone acceptance until resolved or waived in writing by Client with acknowledged risk. Automated test suites may be delivered as part of Deliverables where contracted; ongoing maintenance of test automation after handover requires separate support unless included.
Deployment assistance may cover configuration of CI/CD pipelines, container orchestration manifests, infrastructure-as-code templates, environment variable management, and runbooks for release procedures. REVAY does not assume ongoing hosting operator responsibilities unless a managed services SOW is executed. Client shall provide production access credentials through secure channels and maintain segregated environments. Production deployments during agreed change windows require Client approval unless emergency security patching is required. REVAY shall maintain deployment logs and version tags to support traceability and rollback.
Source code is maintained in version control repositories agreed with Client, which may be Client-owned or REVAY-hosted during development with transfer on completion. Branching strategies follow Gitflow, trunk-based development, or Client standards as specified. Commit messages and pull request reviews support auditability. Intellectual Property assignment in Section 9 applies upon payment to code in repositories designated as Deliverables. REVAY retains no lien over Client-owned repositories after settlement of undisputed fees.
Unless a binding support schedule applies, professional services engagements operate on a reasonable endeavours basis for timelines, with explicit milestones in the SOW serving as planning targets rather than guaranteed completion dates where dependencies on Client or third parties exist. REVAY communicates schedule variance proactively and proposes recovery plans. Time and materials engagements bill actual hours worked within approved budgets; budget overruns trigger Change Request discussion before material continued work.
REVAY maintains business continuity practices including distributed team capabilities, secure remote access, repository redundancy, and backup of project artefacts material to ongoing delivery. In the event REVAY personnel become unavailable, REVAY shall assign qualified substitutes with comparable skills where practicable. Client shall maintain its own continuity plans for systems REVAY does not operate.
Each party shall comply with applicable export control, sanctions, and trade restriction laws. Client shall not request Services that would cause either party to violate such laws. REVAY may decline or suspend Services if compliance concerns arise, with proportional fee settlement for work performed.
Parties shall comply with the Bribery Act 2010 and applicable anti-corruption laws. Neither party shall offer or accept improper inducements related to the Contract. Gifts and hospitality must be reasonable and transparent. Violations are material breach grounds for termination.
REVAY maintains project records including SOW versions, Change Requests, acceptance correspondence, timesheets for time and materials work, and significant technical decisions for a minimum of six years following project completion unless longer retention is required by law or agreed for regulated clients. Client may request copies of records pertaining to its engagement subject to confidentiality and reasonable administrative fees for extensive exports.
