Terms of Service

Business-to-Business Public Offer for Marketing, IT, AI and Software Development Services

Effective date: 8 September 2026

Individual Entrepreneur Savytskyi Oleh Artemovych, Ukrainian taxpayer registration number 2574105050, trading as digital(R)evolution, hereinafter referred to as the “Contractor”, offers these Terms exclusively to legal entities, individual entrepreneurs, self-employed professionals and other persons acting for purposes related to their trade, business, craft or profession, hereinafter referred to as the “Client”.

These Terms constitute a public offer under applicable Ukrainian law and establish the general terms governing the provision of Services by the Contractor.

The Services are offered exclusively for business and professional purposes. They are not offered to consumers or for personal, family or household purposes.

The specific type, scope, deadlines, stages, price, deliverables and other individual terms of the Services shall be determined in the relevant Order.

Acceptance of these Terms shall be made in accordance with Section 3. From the moment of Acceptance, the Agreement shall be deemed concluded in written electronic form to the extent permitted by applicable law.

The Contractor and the Client may each be referred to individually as a “Party” and collectively as the “Parties”.

1. Definitions

1.1. Client means a legal entity, individual entrepreneur, self-employed professional or other person that orders or intends to order Services predominantly for a Business Purpose.

1.2. Business Purpose means a purpose predominantly related to a person’s trade, business, craft, profession or commercial activity and not primarily related to personal, family or household use.

1.3. Services means marketing, advertising, consulting, informational, analytical, design, technical, software development and other professional services, including, without limitation: marketing consulting; audits and strategy; SEO; GEO/AEO; content and localization operations; advertising campaign management; copywriting; graphic and UI/UX design; website, landing page and web application development; software development; AI consulting and implementation; AI assistants and agents; integrations; analytics; CRM implementation; workflow and business process automation; email marketing; technical consulting; professional training, workshops and related services.

1.4. Contractor’s Website means https://digital-r-evolution.com/ and other web pages operated by the Contractor.

1.5. Order means an invoice, commercial proposal, statement of work, technical specification, application, correspondence or other written or electronic communication agreed by the Parties from which the individual terms of a specific engagement can be established, including the type, scope, deadlines, stages, price, payment procedure, deliverables or other material terms.

1.6. Invoice means a document generated by the Contractor which may specify the Services, price, currency, payment procedure, payment term, stages, payment details and other terms of the relevant Order.

1.7. Acceptance means the Client’s full and unconditional acceptance of these Terms and the relevant agreed Order by one or more of the methods specified in Section 3.

1.8. Service Completion Document means an act, report, act-report, invoice or another paper or electronic record which, where applicable, confirms the fact, content, scope, date or period and price of Services actually provided.

1.9. Business Day means any day other than Saturday, Sunday and an official public holiday or non-working day in Ukraine, unless otherwise expressly agreed.

1.10. Applicable Law means laws and mandatory legal requirements applicable to the relevant matter, including provisions that cannot lawfully be excluded or modified by agreement between the Parties.

2. Subject Matter

2.1. The Contractor undertakes to provide the Client with the Services in accordance with the relevant agreed Order, and the Client undertakes to accept and pay for those Services in accordance with this Agreement and the Order.

2.2. These Terms establish the general conditions of cooperation. The individual terms of each Order shall be agreed separately.

2.3. Publication of these Terms does not itself create an obligation for the Contractor to accept or perform any particular Order.

2.4. Services may be provided remotely, online, at the Contractor’s location, at the Client’s location or in another format agreed by the Parties.

2.5. The Contractor may engage employees, subcontractors, specialists or other service providers in performing the Services unless otherwise expressly agreed in the relevant Order. Such engagement does not release the Contractor from its obligations to the Client under this Agreement.

3. Entering into the Agreement and Acceptance

3.1. An Order shall be deemed agreed after it is confirmed by the Contractor by sending an invoice, written or electronic confirmation, signing the relevant document or taking another action that clearly demonstrates acceptance of the Order for performance.

3.2. The Client may accept these Terms and the relevant Order by one or more of the following methods, provided that these Terms have been reasonably made available to the Client before Acceptance:

• paying all or part of an invoice that contains a reference or link to these Terms;
• confirming the Order by email, messenger, CRM system, electronic document management system or another agreed communication channel;
• submitting an order form after actively confirming acceptance of these Terms, where such functionality is available;
• electronically or physically signing an invoice, statement of work, technical specification or other document incorporating or referring to these Terms.

3.3. By accepting these Terms or an Order, the Client represents and warrants that:

• the Services are ordered predominantly for a Business Purpose;
• the Client is not acting as a consumer in connection with the relevant Order; and
• the person accepting the Agreement on behalf of another person or organisation has sufficient authority to bind that Client.

3.4. The Contractor may request reasonable information identifying the Client and its business or professional status before accepting or continuing an Order.

3.5. From the moment of Acceptance, this Agreement shall be deemed concluded in written electronic form to the extent permitted by Applicable Law.

3.6. Each agreed Order forms an integral part of this Agreement.

3.7. If an Order conflicts with these Terms, the individually agreed provisions of the Order shall prevail with respect to that Order.

3.8. Providing materials, credentials, comments, source data or approvals after Acceptance may confirm technical or organisational arrangements but does not itself replace Acceptance unless clearly agreed otherwise.

4. Ordering and Provision of Services

4.1. The Client shall timely provide all information, documents, materials, credentials, source data, content, approvals and other information reasonably necessary to perform the relevant Order.

4.2. The Client is responsible for the completeness, accuracy, relevance and lawfulness of materials and information it provides and for having all rights and authority necessary for their provision and use.

4.3. If the Client delays providing required information, materials, approvals or access, applicable deadlines shall be extended for the duration of the delay and for a reasonable period necessary for the Contractor to resume work.

4.4. Where Services depend on third-party platforms, services, advertising accounts, hosting, CRM systems, email systems, domains, APIs, software or other resources, the Client shall ensure proper and lawful access to them or separately instruct the Contractor to perform the relevant actions.

4.5. Advertising budgets, media expenses, subscriptions, domains, hosting, software licenses, API usage, third-party AI services, images, templates, fonts, plugins and other third-party costs shall be paid separately by the Client unless expressly included in the Order.

4.6. The Contractor may suspend Services in the event of delayed payment, failure to provide necessary information or access, material breach of this Agreement or another circumstance attributable to the Client that materially prevents proper performance. Applicable deadlines shall be adjusted accordingly.

4.7. If the Client provides materials containing intellectual property, personal data, confidential information, trade secrets or other protected information, the Client represents that it has a lawful basis and all necessary rights for their provision and use within the scope of the Order.

4.8. Each Party shall comply with sanctions, export-control, anti-bribery and other mandatory laws applicable to its activities under the relevant Order.

4.9. The Contractor may refuse or suspend any activity that it reasonably believes would violate Applicable Law, applicable sanctions, third-party rights or binding requirements of a platform or service.

4.10. Unless backup, disaster recovery or data preservation services are expressly included in the Order, the Client is responsible for maintaining appropriate and current backups of websites, systems, databases, files and other data before the Contractor performs work that may affect them.

4.11. Third-party products and services remain subject to their own terms, technical limitations, availability and policies. The Contractor does not control and cannot guarantee the continued availability or unchanged operation of third-party services.

5. Fees, Taxes and Payment

5.1. The price, currency, payment procedure and payment deadlines shall be specified in the relevant Order, invoice, commercial proposal or other agreed communication.

5.2. Payment shall be made by bank transfer or another method expressly agreed by the Parties.

5.3. Unless expressly stated otherwise, prices exclude VAT, GST, sales tax, use tax and other similar indirect taxes or governmental charges applicable to the transaction. If the Contractor is legally required to charge an applicable indirect tax, it may be added to the amount payable. Where reverse-charge, self-assessment or a similar mechanism applies, the Client shall be responsible for the obligations imposed on the Client by Applicable Law. Taxes imposed on the Contractor’s own net income remain the Contractor’s responsibility.

5.4. If the Client is legally required to deduct or withhold tax from a payment, the Client shall make only the deduction required by law, timely remit it to the competent authority and, upon request, provide the Contractor with reasonable evidence of the withholding. The Parties shall reasonably cooperate in applying any available treaty relief or lawful exemption.

5.5. Unless otherwise agreed, the Contractor may require advance payment, stage-by-stage payment or post-payment for separate stages.

5.6. A payment obligation is fulfilled when the relevant funds are credited to the Contractor’s designated account.

5.7. Bank fees, payment-system fees and currency-conversion charges imposed on the Client’s side shall be borne by the Client unless otherwise agreed.

5.8. In the event of delayed payment, the Contractor may suspend the Services or postpone delivery of deliverables until the outstanding amount is received.

5.9. Penalties, interest, recovery costs or other consequences of delayed payment shall apply only where expressly agreed or provided by Applicable Law.

6. Completion and Acceptance of Services

6.1. Following completion of the Services or a separate stage, the Contractor may send the Client a Service Completion Document through an agreed communication channel.

6.2. A Service Completion Document may be prepared in paper or electronic form. A separate acceptance act is not mandatory unless expressly required by the Order or Applicable Law.

6.3. To the extent permitted by Applicable Law, an invoice, report, act or other electronic or paper record containing sufficient information about Services actually provided may serve as a Service Completion Document.

6.4. The Client shall submit reasoned written or electronic objections within 5 (five) Business Days after receiving the Service Completion Document if it believes that the Services are incomplete or materially inconsistent with the agreed scope, deadlines or characteristics.

6.5. If the Client does not submit reasoned objections within that period, the relevant Services shall be deemed accepted without objections for purposes of the contractual relationship between the Parties.

6.6. If reasoned objections are submitted in time, the Parties shall review them in good faith. The portion of the Services to which no objection relates shall be deemed accepted.

6.7. If a latent defect could not reasonably have been identified during the initial acceptance period, the Client may notify the Contractor within a reasonable period after discovering it.

6.8. Correspondence, reports, approvals, electronic messages, CRM records, invoices, specifications and other records capable of establishing the Parties, their arrangements or performance may be used as evidence to the extent permitted by Applicable Law.

7. Rights and Obligations of the Parties

7.1. The Contractor shall:

• provide the Services in good faith and within the agreed scope;
• notify the Client of circumstances that materially prevent or delay proper performance;
• provide reasonable information about progress where appropriate; and
• prepare Service Completion Documents where required.

7.2. The Contractor may:

• request information, materials, credentials and approvals reasonably necessary for performance;
• engage third parties in accordance with this Agreement;
• suspend Services where permitted by this Agreement;
• require timely and complete payment; and
• publish the fact of cooperation with the Client, the Client’s name or logo, project descriptions or case-study results only with the Client’s prior permission or where otherwise lawfully permitted.

7.3. The Client shall:

• timely provide accurate information, materials, approvals and access;
• reasonably cooperate with the Contractor;
• timely pay all agreed amounts;
• accept properly provided Services in accordance with this Agreement;
• ensure the lawful provision and use of materials and data supplied to the Contractor; and
• comply with Applicable Law in connection with the Order and its use of deliverables.

7.4. The Client may:

• receive the Services within the agreed scope and applicable deadlines;
• receive reasonable information concerning progress;
• provide reasoned comments concerning the Services; and
• request correction of proven deficiencies caused by the Contractor where such correction falls within the agreed scope.

8. Intellectual Property

8.1. Moral or personal non-property rights of authors shall remain with their respective authors to the extent such rights cannot be transferred or waived under Applicable Law.

8.2. Unless otherwise expressly agreed, upon full payment for the relevant Order the Contractor transfers to the Client, to the extent legally transferable, the economic intellectual property rights lawfully held by the Contractor in specially created final deliverables expressly included in that Order.

The transfer applies worldwide for the full legal duration of those rights and permits the Client to use, reproduce, modify, distribute, publish, display, make available and commercially exploit those final deliverables, subject to Sections 8.4–8.6.

8.3. Until full payment, the Client may use deliverables only to the extent reasonably necessary for review, testing, approval or acceptance unless otherwise agreed.

8.4. Unless expressly included in the Order, the transfer does not include preliminary developments, drafts, intermediate versions, working materials, internal tools, templates, methodologies, reusable modules, libraries, know-how, source files, editable layouts, technical infrastructure or other materials not expressly agreed as final deliverables.

8.5. Intellectual property owned or developed by the Contractor independently of a specific Order remains the property of the Contractor. Where such material is incorporated into a paid final deliverable, the Client receives a non-exclusive, worldwide, perpetual, royalty-free license to use it as reasonably necessary to use, modify and exploit that deliverable. Such license may be transferred together with the relevant deliverable and sublicensed to the extent reasonably necessary for its normal use.

8.6. Third-party software, open-source components, fonts, media, templates, plugins, APIs, libraries and other third-party materials remain subject to their respective licenses and terms. The Contractor cannot transfer rights greater than those lawfully available to it.

8.7. The Client grants the Contractor a limited right to use the Client’s trademarks, corporate identity, texts, images, videos, databases, accounts and other materials solely as reasonably necessary to perform the relevant Order.

8.8. Where subcontractors or other persons create elements of a deliverable on behalf of the Contractor, the Contractor shall obtain such rights or permissions as are reasonably necessary to grant the Client the rights expressly provided by this Section.

9. Confidentiality

9.1. Each Party shall protect non-public information received from the other Party that is identified as confidential or that a reasonable business person would understand to be confidential given its nature and the circumstances of disclosure.

Confidential information may include business information, trade secrets, internal documents, access credentials, analytics, commercial or financial information, strategies, estimates, technical solutions, source materials and other non-public information disclosed in connection with an Order.

9.2. A Party may disclose confidential information to its employees, contractors, subcontractors, professional advisers and service providers only where they reasonably need access for purposes related to the Agreement and are subject to appropriate confidentiality obligations or professional duties of confidentiality.

9.3. Confidentiality obligations do not apply to information that:

• is or becomes public without breach of this Agreement;
• was lawfully known to the receiving Party without a confidentiality obligation;
• is lawfully obtained from a third party without a confidentiality restriction; or
• must be disclosed pursuant to Applicable Law, a court order or a binding request of a competent authority.

9.4. Where legally permitted, a Party required to disclose confidential information shall provide reasonable advance notice to the other Party.

9.5. Confidentiality obligations continue for 3 (three) years after termination of the relevant engagement. Trade secrets remain protected for as long as they qualify as trade secrets under Applicable Law, and credentials remain protected until revoked, replaced or otherwise no longer confidential.

9.6. Upon reasonable request following termination, a Party shall return or delete confidential information of the other Party where reasonably practicable, subject to legal retention requirements, legitimate record-keeping needs and information retained in ordinary backup systems.

10. Liability

10.1. Each Party shall be responsible for non-performance or improper performance of its obligations in accordance with this Agreement, the relevant Order and Applicable Law.

10.2. The Contractor shall not be responsible for failure or delay caused by the Client’s acts or omissions, including failure to provide information, materials, approvals, access, authority or instructions, or the provision of inaccurate, incomplete or unlawful information.

10.3. Unless a specific guaranteed result is expressly stated in an Order, the Contractor undertakes to apply reasonable professional skill and effort but does not guarantee any particular ranking, traffic level, advertising result, AI-system response, sales volume, revenue, profit, conversion level, visibility, commercial outcome or other business result.

10.4. The Contractor shall not be liable for consequences outside its reasonable control, including:

• changes to algorithms, policies, rules, interfaces or technical operation of search engines, AI systems, advertising platforms, social networks, marketplaces or other third-party services;
• blocking, suspension, restriction or deletion of accounts, campaigns, content or domains where not caused by the Contractor’s breach;
• Internet, communication, electricity or third-party infrastructure failures;
• failure, interruption, discontinuation or material modification of third-party software, APIs or services; or
• the Client’s use of deliverables contrary to the Order, the Contractor’s recommendations, third-party terms or Applicable Law.

10.5. A Party supplying materials, data, content, databases, media, trademarks, credentials or other items is responsible for having the rights and lawful grounds necessary to supply and use them and shall bear responsibility for third-party claims arising from those supplied materials, except to the extent the claim results from the other Party’s independent wrongful conduct.

10.6. To the maximum extent permitted by Applicable Law, the Contractor shall not be liable for indirect, incidental, special, exemplary, punitive or consequential damages, or for loss of profit, revenue, anticipated savings, business opportunity, goodwill or business interruption arising from or relating to an Order.

10.7. To the maximum extent permitted by Applicable Law, the Contractor’s aggregate liability arising from or relating to a specific Order shall not exceed the total amount actually paid by the Client to the Contractor under that Order.

10.8. Sections 10.6 and 10.7 do not exclude or limit liability to the extent such liability cannot legally be excluded or limited under Applicable Law, including liability arising from fraud, wilful misconduct or any other category expressly non-excludable under mandatory law.

10.9. The limitations and exclusions in this Section apply regardless of whether a claim is characterised as contractual, tortious, statutory or otherwise, to the maximum extent permitted by Applicable Law.

11. Force Majeure

11.1. A Party shall not be liable for failure or delay in performing an obligation to the extent performance is prevented or materially impaired by circumstances beyond that Party’s reasonable control.

11.2. Such circumstances may include war, hostilities, escalation of armed conflict, terrorism, blockade, fire, flood, earthquake, epidemic, mass cyberattack, prolonged emergency outage of electricity or communications, government restrictions or other extraordinary events outside the affected Party’s reasonable control.

11.3. The affected Party shall notify the other Party within a reasonable period after becoming aware of the circumstances and their material effect on performance.

11.4. Force majeure may be confirmed by documents issued by competent authorities or by other admissible evidence permitted under Applicable Law.

11.5. Applicable deadlines shall be extended for the duration of the relevant circumstances and for a reasonable period necessary to restore performance.

11.6. Force majeure does not relieve either Party from payment obligations relating to Services properly performed before the force majeure event or from payment obligations that had already become due.

11.7. If force majeure materially prevents performance of an affected Order for more than 60 consecutive days, either Party may terminate the affected part of the Order by written or electronic notice. The Parties shall then settle amounts for Services performed and reasonable committed costs up to the termination date.

12. Term, Suspension and Termination

12.1. This Agreement enters into force upon Acceptance and remains effective until the Parties have fulfilled their obligations unless terminated earlier in accordance with this Agreement, an Order or Applicable Law.

12.2. This Agreement or an individual Order may be terminated by mutual agreement or unilaterally where expressly permitted by this Agreement, the Order or Applicable Law.

12.3. The Client may terminate further performance of an Order in whole or in part by written or electronic notice. The Client shall pay for Services actually provided, completed stages and reasonable documented or objectively incurred costs and commitments relating to performance up to termination.

12.4. If an advance payment exceeds the amount properly due following termination, the unused balance shall be refunded within 10 (ten) banking days after the final settlement is determined, unless another period is agreed.

12.5. The Contractor may suspend or terminate an affected Order if the Client materially breaches this Agreement or the Order, including through non-payment, failure to provide necessary information or access, provision of unlawful materials or instructions, or conduct that makes proper performance materially impossible. Where the breach can reasonably be cured, the Contractor shall normally give the Client a reasonable opportunity to cure it before termination.

12.6. Upon termination, the Client remains entitled to paid final deliverables completed up to the termination date in accordance with the intellectual-property provisions of this Agreement.

12.7. These Terms do not themselves create automatic renewal. Any recurring term, subscription, retainer or automatic renewal applies only where expressly stated in the relevant Order.

12.8. Provisions concerning accrued payment obligations, intellectual property, confidentiality, personal data, liability, dispute resolution and provisions which by their nature are intended to survive shall remain effective following termination.

13. Business Customers Only

13.1. Services under these Terms are provided exclusively in a business-to-business or professional context and are not offered for personal, family or household purposes.

13.2. A natural person may accept these Terms only where the relevant Order is entered into predominantly in connection with that person’s trade, business, craft or profession or where the person is acting with authority on behalf of another business or organisation.

13.3. The Contractor may request reasonable evidence of the Client’s business or professional capacity, including business name, registration information, tax or VAT information where applicable, or information concerning the professional purpose of the Order.

13.4. The Contractor may refuse, suspend or cancel an Order if it reasonably believes that the person is acting as a consumer. Where an Order is cancelled before Services are performed, payments relating to unperformed Services shall be refunded.

13.5. Nothing in this Section is intended to waive a right that cannot lawfully be waived if a competent authority determines that mandatory law applies notwithstanding the Client’s representations. This provision does not constitute an offer by the Contractor to provide Services to consumers.

14. Personal Data

14.1. The Contractor’s processing of personal data for its own business purposes, including website operation, inquiries, business communications, contracting, billing and administration, is described in the current Privacy & Cookie Policy. That Policy serves as a privacy notice and does not by itself constitute consent where Applicable Law requires separate consent.

14.2. Where the Client provides personal data relating to employees, customers, users, contractors or other persons, the Client represents that it has a lawful basis and authority for the disclosure and has provided any notices required by Applicable Law.

14.3. Where, based on the actual scope and nature of an Order, the Contractor processes personal data on behalf of the Client and Applicable Law requires contractual controller-processor, business-service-provider, contractor or equivalent terms, the Parties shall enter into an appropriate Data Processing Agreement or other legally sufficient data-processing terms.

14.4. If a Data Processing Agreement is entered into and conflicts with this Agreement regarding processing of personal data, the Data Processing Agreement shall prevail solely with respect to that processing.

15. Governing Law and Dispute Resolution

15.1. This Agreement and each Order shall be governed by and interpreted in accordance with the substantive laws of Ukraine, without regard to conflict-of-law principles, except to the extent mandatory provisions of Applicable Law cannot lawfully be excluded by agreement.

15.2. The Parties shall first attempt in good faith to resolve disputes arising from or relating to this Agreement through negotiations and written communications.

15.3. Unless the Parties expressly agree in writing to arbitration or another dispute-resolution procedure, the competent courts of Ukraine shall have exclusive jurisdiction over any dispute arising from or relating to this Agreement or an Order.

15.4. To the maximum extent permitted by Applicable Law, the Parties intend Section 15.3 to constitute an exclusive choice-of-court agreement.

15.5. Nothing in this Section prevents either Party from seeking urgent interim, injunctive or protective relief from a court of competent jurisdiction where reasonably necessary to protect confidential information, intellectual property or other rights pending final resolution of a dispute.

16. Miscellaneous

16.1. Each Party is responsible for the accuracy of the contact details and other information it provides and shall notify the other Party of material changes.

16.2. The Contractor may update these Terms by publishing a new version on the Contractor’s Website. Unless expressly agreed otherwise, a new version applies only to Orders accepted on or after its effective date.

16.3. Orders accepted before a new version becomes effective remain governed by the version applicable at the time of Acceptance unless the Parties expressly agree otherwise.

16.4. If the Parties enter into a separate bilateral services agreement, statement of work or other agreement that expressly supersedes these Terms, that agreement shall prevail to the extent of the conflict.

16.5. If any provision is held invalid, unlawful or unenforceable, the remaining provisions remain effective. Where legally possible, the affected provision shall be interpreted or adjusted to reflect as closely as possible the Parties’ original commercial intent.

16.6. If these Terms are made available in more than one language, the language version expressly incorporated into the relevant Order or presented to and accepted by the Client shall govern that Order. A translation provided solely for convenience does not override the version actually accepted by the Client.

16.7. The Contractor acts as an independent contractor. Nothing in this Agreement creates a partnership, joint venture, agency, fiduciary relationship or employment relationship between the Parties.

16.8. These Terms, together with the applicable Order and documents expressly incorporated by reference, constitute the agreement between the Parties concerning the subject matter of the relevant Order and supersede prior statements concerning the same subject matter, except for obligations expressly preserved in an NDA, DPA or other separate written agreement.

16.9. Failure or delay by either Party to exercise a contractual right does not constitute a waiver of that right.

16.10. Neither Party may assign this Agreement or an Order in a manner that materially prejudices the other Party without written consent, except to a legal successor in connection with a merger, reorganisation or transfer of substantially all relevant business assets, subject to Applicable Law.

16.11. Notices and legally relevant communications may be sent electronically, including by email or another communication channel used and accepted by the Parties in connection with the relevant Order, unless Applicable Law requires another form.

16.12. Nothing in this Agreement is intended to create enforceable rights for a person who is not a Party to the relevant Order, except where expressly stated otherwise.

16.13. The current version of these Terms is published on the Contractor’s Website.

16.14. This version is effective from 8 September 2026.

17. Contractor’s Details

17.1. Name: Individual Entrepreneur Savytskyi Oleh Artemovych

17.2. Trading name: digital(R)evolution

17.3. Ukrainian taxpayer registration number: 2574105050

17.4. Address: 103 Sichovykh Striltsiv Street, Apt. 25, Kyiv, 04050, Ukraine

17.5. Payment details: specified in the applicable Invoice or Order.

17.6. Telephone: +380 93 265 68 82

17.7. Email: [email protected]

17.8. Website: https://digital-r-evolution.com/