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Terms of Service

Last Updated: October 16, 2025

1. Introduction

These Terms of Service ("Terms") govern the provision of services by TestCorp Ltd ("TestCorp," "we," "us," or "our"), a company registered in England and Wales, to clients ("Client," "you," or "your"). By engaging our services, you agree to be bound by these Terms.

Our registered office is located at Kingfisher House, 21-23 Elmfield Road, Bromley, Kent, BR1 1LT, United Kingdom.

2. Services

2.1 Scope of Services

TestCorp provides the following professional services:

• Software testing and quality assurance
• Penetration testing and vulnerability assessments
• Red team operations and adversary simulation
• Security consulting and advisory services
• Security training and awareness programs
• Other related cybersecurity services as agreed in writing

2.2 Service Specifications

Specific services will be detailed in a Statement of Work (SOW) or engagement letter, which will include:

• Scope and objectives of the engagement
• Testing methodology and approach
• Timeline and deliverables
• Fees and payment terms
• Rules of engagement (for security testing)

3. Client Obligations

3.1 Authorisation

The Client warrants that they have full authority to:

• Engage TestCorp for the services requested
• Grant access to systems, networks, and facilities as required
• Authorize security testing activities on all systems within scope
• Bind the organisation to these Terms

3.2 Cooperation

The Client agrees to:

• Provide timely access to necessary systems, documentation, and personnel
• Designate a primary point of contact for the engagement
• Respond promptly to requests for information
• Notify TestCorp of any changes to the environment or scope
• Implement backup and recovery procedures before testing commences

3.3 Legal Compliance

The Client confirms that:

• All systems within scope are owned or controlled by the Client
• Appropriate permissions have been obtained from third parties where necessary
• The engagement complies with all applicable laws and regulations

4. TestCorp Obligations

4.1 Professional Standards

TestCorp will:

• Conduct services with reasonable skill and care
• Follow industry-standard methodologies and best practices
• Employ qualified and experienced security professionals
• Maintain relevant professional certifications and training

4.2 Rules of Engagement

For security testing engagements, TestCorp will:

• Adhere strictly to the agreed scope and rules of engagement
• Take reasonable precautions to avoid service disruption
• Immediately halt testing if critical issues are discovered
• Notify the Client of any critical vulnerabilities in accordance with agreed procedures

5. Confidentiality and Data Protection

5.1 Confidential Information

Both parties agree to:

• Maintain confidentiality of all information disclosed during the engagement
• Use confidential information solely for purposes of the engagement
• Protect confidential information with appropriate security measures
• Return or securely destroy confidential information upon request or engagement completion

5.2 Data Protection

TestCorp will process personal data in accordance with UK GDPR and the Data Protection Act 2018. Please refer to our Privacy Policy for details.

6. Intellectual Property

6.1 TestCorp IP

TestCorp retains all rights to:

• Testing methodologies, tools, and frameworks
• General knowledge and experience gained
• Anonymised data for research and development purposes

6.2 Deliverables

Upon full payment, the Client receives a non-exclusive license to use reports and deliverables for internal business purposes only. The Client may not:

• Reproduce or distribute reports without prior written consent
• Use TestCorp's name or branding in marketing without permission
• Share detailed findings publicly without redacting sensitive information

7. Fees and Payment

7.1 Fees

Fees will be specified in the SOW or engagement letter. Unless otherwise stated:

• Fees are quoted in British Pounds Sterling (GBP)
• Fees exclude VAT, which will be added where applicable
• Additional work outside the agreed scope may incur extra charges

7.2 Payment Terms

• Invoices are payable within 30 days of the invoice date
• Payment may be required in advance for certain services
• Late payments may incur interest at 8% above the Bank of England base rate
• TestCorp reserves the right to suspend services for non-payment

8. Liability and Indemnification

8.1 Limitation of Liability

To the maximum extent permitted by law:

• TestCorp's total liability shall not exceed the fees paid for the specific engagement
• TestCorp is not liable for indirect, consequential, or incidental damages
• TestCorp is not liable for damages resulting from the Client's failure to implement recommendations
• Nothing in these Terms excludes liability for death, personal injury, fraud, or fraudulent misrepresentation

8.2 Service Disruption

While TestCorp takes precautions to avoid service disruption during testing:

• Some risk of disruption is inherent in security testing
• The Client acknowledges and accepts this risk
• TestCorp is not liable for disruptions arising from proper execution of agreed testing procedures

8.3 Client Indemnification

The Client agrees to indemnify TestCorp against claims arising from:

• Lack of proper authorisation for testing
• Testing of systems not owned or controlled by the Client
• Breach of these Terms by the Client
• The Client's use of findings or reports

9. No Security Guarantee

The Client acknowledges that:

• Security testing cannot identify all vulnerabilities
• Findings represent a point-in-time assessment
• TestCorp does not guarantee that systems will be secure after remediation
• Continuous security monitoring and testing are recommended

10. Insurance

TestCorp maintains appropriate professional indemnity and cyber liability insurance. Details are available upon request.

11. Termination

11.1 Termination for Convenience

Either party may terminate an engagement with 14 days' written notice. The Client remains liable for:

• All work completed up to the termination date
• Any non-cancellable commitments made by TestCorp

11.2 Termination for Cause

Either party may terminate immediately if:

• The other party commits a material breach
• The other party enters insolvency proceedings
• Continuation would violate applicable laws

12. Dispute Resolution

12.1 Negotiation

Disputes will first be addressed through good-faith negotiation between senior representatives of both parties.

12.2 Mediation

If negotiation fails, parties agree to attempt mediation before pursuing litigation.

12.3 Governing Law

These Terms are governed by the laws of England and Wales. The parties submit to the exclusive jurisdiction of the courts of England and Wales.

13. General Provisions

13.1 Entire Agreement

These Terms, together with any SOW or engagement letter, constitute the entire agreement between the parties.

13.2 Amendments

Amendments must be made in writing and signed by authorised representatives of both parties.

13.3 Assignment

Neither party may assign rights or obligations without prior written consent, except TestCorp may assign to affiliated entities.

13.4 Severability

If any provision is found unenforceable, the remaining provisions remain in full effect.

13.5 Waiver

Failure to enforce any provision does not constitute a waiver of that provision.

13.6 Force Majeure

Neither party is liable for delays or failures due to circumstances beyond reasonable control.

13.7 Notices

Notices must be in writing and sent to the addresses specified in the SOW or engagement letter.

14. Compliance with Laws

Both parties agree to comply with all applicable laws, including:

• Computer Misuse Act 1990
• Data Protection Act 2018 and UK GDPR
• Regulation of Investigatory Powers Act 2000
• Bribery Act 2010
• Modern Slavery Act 2015

15. Contact Information

For questions regarding these Terms of Service, please contact:

TestCorp Ltd
Kingfisher House
21-23 Elmfield Road
Bromley, Kent
BR1 1LT
United Kingdom

Email: admin@testcorpltd.com
Phone: +44 203 9965998