Terms of Service

1. Acceptance of Terms

These Terms of Service ("Terms") form a binding agreement between you ("Client") and Trident Quality Assurance, the brand of an individual entrepreneur (Fizychna Osoba-Pidpryiemets, "FOP") registered in Ukraine on the simplified taxation system, operating from Kyiv, Ukraine (full legal-entity details provided in commercial invoice) (collectively "Trident QA", "we", "us").

By signing a Statement of Work, accepting a written proposal, or paying an invoice issued by us, you accept these Terms. If you do not accept them, do not engage our services.

2. Service Description

We provide professional software quality assurance services, including but not limited to:

• Manual testing (functional, regression, exploratory, cross-platform)
• Test automation (Selenium, Playwright, Cypress, Appium, REST Assured)
• Performance and load testing (JMeter, k6, Gatling)
• API contract and integration testing
• AI/LLM quality assurance (eval suites, RAG validation, red-teaming)
• QA strategy consulting, audits, and tooling selection

Specific deliverables, scope, and timelines for each engagement are defined in a Statement of Work ("SOW") or written proposal accepted by both parties.

3. Engagement Models

We offer three standard engagement models, fully described on our Services page:

• Dedicated QA Team — monthly retainer, billed monthly in advance, minimum three (3) months.
• Project-Based — fixed scope and price against agreed milestones, with 50% on signing and 50% on delivery.
• Hourly Engagement — logged hours invoiced bi-weekly, minimum 10 hours per engagement.

Other custom models may be agreed in writing.

4. Intellectual Property

Client IP. All test cases, automation code, test data, reports, dashboards, and documentation produced by us specifically for Client under an engagement ("Deliverables") belong to Client upon full payment. We transfer all transferable rights, including copyright, in the Deliverables to Client.

Trident IP. Our pre-existing methodology, training materials, internal frameworks, generic utility scripts, and know-how remain our property. Client receives a perpetual, royalty-free, worldwide licence to use any of our pre-existing materials embedded in the Deliverables solely for Client's internal use.

Third-party components. Open-source libraries and third-party tools used in Deliverables remain governed by their original licences.

5. Confidentiality

We treat Client's product information, source code, business plans, customer data, and any other non-public information as confidential. We will not disclose Confidential Information to any third party without Client's written consent, except as required by law.

A mutual Non-Disclosure Agreement (NDA) is signed before any product walkthrough and remains in effect for three (3) years after engagement termination. Personally identifiable information (PII) is handled in accordance with our Privacy Policy.

6. Payment Terms

• Currency. Invoices are issued in USD by default. Ukrainian B2B clients may be invoiced in UAH per Ukrainian tax rules; international clients pay USD or EUR.
• Payment methods. Wire transfer to our bank account, or other written-agreed method (online card payment may be offered on a per-engagement basis after activation of the relevant acquiring agreement; specific details will be provided in the invoice or in the public offer).
• Terms. NET 30 from invoice date unless otherwise specified in SOW.
• Late fees. Overdue invoices accrue interest of 2% per month from the due date, capped at maximum allowed by Ukrainian law.
• Taxes. Prices exclude VAT and other applicable taxes; Client is responsible for any withholding tax in its jurisdiction.
• Disputed invoices. Client must notify us of any dispute within 10 business days of invoice receipt; undisputed portions remain payable on the original due date.

7. Term and Termination

Termination for convenience. Either party may terminate a retainer engagement with 30 days' written notice. Project-based engagements may be terminated by Client at any time; Client pays for work completed up to the termination effective date.

Termination for cause. Either party may terminate immediately upon (i) material breach by the other party that remains uncured 15 days after written notice, (ii) insolvency, bankruptcy, or liquidation of the other party, or (iii) circumstances of force majeure persisting more than 60 days.

Effect of termination. Upon termination, we hand over all Deliverables produced and paid for, conduct a knowledge-transfer session (if commercially reasonable), and destroy or return Client's Confidential Information.

8. Warranties and Disclaimers

We warrant that our services will be performed in a professional and workmanlike manner consistent with industry standards. We do not warrant that the Deliverables will detect every defect in Client's software or that testing will be exhaustive. Quality assurance reduces but does not eliminate the risk of production defects.

Except as expressly stated, all services are provided "as is" without further warranties, whether express or implied, to the maximum extent permitted by law.

9. Limitation of Liability

To the maximum extent permitted by law, our total aggregate liability for any claims arising out of or related to an engagement is limited to the fees actually paid by Client to us under that engagement during the three (3) months preceding the claim.

We are not liable for indirect, incidental, consequential, special, or punitive damages, including lost profits, lost revenue, loss of data, or business interruption, even if advised of the possibility of such damages.

Nothing in this section limits liability for (i) wilful misconduct or gross negligence, (ii) breach of confidentiality, or (iii) any liability that cannot be excluded under applicable law.

10. Force Majeure

Neither party is liable for delay or failure to perform caused by events beyond reasonable control, including but not limited to acts of war, military operations affecting Ukraine, natural disasters, power or internet outages exceeding 48 hours, government actions, and pandemics. The affected party will notify the other in writing without undue delay.

11. Governing Law and Dispute Resolution

These Terms are governed by the laws of Ukraine. Any dispute is first addressed by good-faith negotiations between authorised representatives. If unresolved within 30 days, disputes are submitted to the competent commercial courts of Kyiv, Ukraine.

The English version of these Terms prevails in case of conflict with any translation, including the Ukrainian version.

12. Miscellaneous

• Entire agreement. These Terms, together with the applicable SOW, NDA, and Privacy Policy, constitute the entire agreement between the parties.
• Amendments. Changes must be in writing and signed by authorised representatives of both parties.
• Assignment. Neither party may assign rights or obligations without the other's prior written consent, except in connection with a merger or sale of substantially all assets.
• Severability. If any provision is unenforceable, the remaining provisions stay in full effect.
• No waiver. Failure to enforce a provision is not a waiver of that or any other provision.

13. Contact

Questions about these Terms? Use the contact form and select the "Legal" topic.