Casta Product Statement of Work Template

This Statement of Work (the “SOW”) is entered into by:

1. Parties

1.1 Provider

(“Casta Product”, “Provider”, “we”, “us” or “our”)

1.2 Client

(“Client”, “you” or “your”). Casta Product and the Client are each a “Party” and together the “Parties”.

2. Contract structure and priority

2.1 This SOW sets out the specific services, deliverables, timetable, fees and other terms agreed for the engagement.

2.2 The SOW is supplemented by:

• any master services agreement or general terms signed by the Parties;
• any mutual non-disclosure agreement between the Parties;
• any data processing agreement or Schedule 2 to this SOW;
• written change requests accepted by both Parties; and
• written proposals or project specifications expressly incorporated into this SOW.

2.3 If there is a conflict between the documents, the following order of priority applies:

1. a later written amendment signed by both Parties;
2. the applicable data processing agreement, but only for data protection matters;
3. this SOW;
4. the applicable proposal or project specification; and
5. any general terms or other incorporated document.

2.4 Any amendment, waiver or variation must be in writing and approved by authorised representatives of both Parties. Email approval is sufficient where the relevant commercial terms and the identity of the approving representatives are clear.

3. Project overview

4. Objectives, outcomes and success criteria

4.1 The objective of the engagement is to:

[Describe the business problem, product challenge, decision, delivery outcome or MVP objective.]

4.2 The intended outcomes are:

• [Outcome 1]
• [Outcome 2]
• [Outcome 3]

4.3 The Parties will assess progress against the following success criteria:

• [Success criterion 1]
• [Success criterion 2]
• [Success criterion 3]

4.4 Unless expressly stated otherwise in this SOW, Casta Product does not guarantee commercial success, revenue, user adoption, investment, technical performance of third-party systems, or any particular business result.

5. Scope of services

Casta Product will provide the following services:
[Describe the services in practical terms, including the expected level of involvement, working days or hours, meetings, workshops, analysis, documentation, product management, prototyping, testing or handover activities.]

The engagement may include:

• product discovery and problem definition;
• product strategy and prioritisation;
• roadmap and backlog development;
• product requirements documents;
• user stories and acceptance criteria;
• business-rule and edge-case mapping;
• wireframes or information architecture;
• sprint planning, refinement and delivery reviews;
• QA and release-readiness support;
• AI workflow or automation design;
• MVP definition, implementation coordination or focused web MVP build;
• documentation, training and handover; and
• other services expressly listed in this SOW.

6. Quote details, acceptance and in-scope work

6.1 Quote details (fillable fields)

This SOW is also the written quote for the engagement. The fields below form part of the SOW and, once accepted, govern the engagement.

6.2 Quote and acceptance sequence

The Parties agree the following sequence applies:

• A discovery/scoping call takes place.
• Casta Product issues this written quote (as part of this SOW) setting out the scope, rate, estimated time, fee, and quote validity period and, where the Client is a consumer, the withdrawal information (available at https://casta-product.com/consumer-withdrawal.html) and the manner in which the price is calculated.
• The Client accepts the quote by signing and returning this SOW or by written confirmation by email.
• Work begins only once the quote is accepted and the deposit or, for smaller fixed-fee engagements, the full fee has been received.

No work starts and no fee is payable before acceptance and payment. This quote is not an offer that can be accepted after the validity period expires without Casta Product’s written confirmation.

6.3 Client acceptance and signature block (quote acceptance)

By signing below (or confirming acceptance by email), the Client confirms that it accepts the quote, these SOW terms, and the applicable Terms of Engagement.

6.4 In-scope work

The work included in the agreed scope is:

A. Product area, user segment and journey

• Product or product area: [Description]
• Primary user segment: [Description]
• Core user journey: [Description]
• Decision or product question: [Description, if applicable]
• Delivery horizon: [For example, next 2–4 sprints]

B. Activities

Casta Product will perform the following activities:

• [Activity 1]
• [Activity 2]
• [Activity 3]
• [Activity 4]

C. Deliverables

The deliverables are detailed in Schedule 1.

6.5 Engagement-specific deliverables

The following optional deliverables may be used depending on the project type:

90-Minute Product Decision Review

• review of one defined product question or proposal;
• structured decision session of up to 90 minutes;
• options and trade-offs;
• written recommendation; and
• prioritised next-step plan delivered within [48 hours] after the session.

This service does not include a complete MVP definition, full PRD, detailed delivery backlog or implementation work unless expressly added to this SOW.

2-Week Product Clarity Sprint

• problem and target-user definition;
• core user journey;
• prioritised MVP or delivery scope;
• product brief or focused PRD;
• up to [3–5] prioritised epics or feature areas;
• detailed user stories and acceptance criteria for the highest-priority [1–2] areas;
• high-level backlog for deferred items;
• basic wireframes or information architecture for the core journey; and
• risks, assumptions and open questions.

4-Week Product Delivery Setup

• backlog clean-up for one product area;
• prioritisation and sequencing for the next [2–4] sprints;
• high-level outlook for the following [1–2] planning cycles;
• detailed specifications for up to [2–3] active epics or features;
• user stories and acceptance criteria;
• business-rule and edge-case mapping;
• Definition of Ready and Definition of Done;
• QA verification and release-readiness approach;
• sprint-planning and refinement rhythm; and
• delivery review template or working agreement.

Fractional Product Management

• agreed availability of [1–2] days per week;
• participation in agreed team meetings;
• roadmap and backlog prioritisation;
• sprint planning, refinement and delivery reviews;
• direct liaison between founders, engineering and stakeholders;
• written updates at [weekly / other] intervals; and
• other services listed in this SOW.

Availability and capacity: [Number of days or hours per week/month] · Retainer period: [Monthly / other] · Unused capacity: [Expires at the end of each billing period / carries forward subject to conditions: [conditions]]

Founder MVP Build and Handover

Phase 1 — MVP Blueprint: product problem and target-user definition; core use case and MVP scope; core user journey and basic information architecture; screen and workflow plan; tool and implementation approach; delivery estimate and risk identification; and explicit out-of-scope list.

Phase 2 — MVP Build and Handover: working responsive web MVP; agreed core user journey and essential forms or workflows; agreed third-party integrations and data flow; basic analytics and SEO setup, where specified; functional testing and launch support; handover documentation and guides; [two] founder training sessions; recorded walkthroughs, where specified; and [30-day] next-step roadmap.

The MVP service does not include complex custom software, mobile applications, large-scale engineering, advanced security implementation, regulated-sector compliance certification, or specialist legal, tax, security or regulatory advice unless expressly included in this SOW.

7. Exclusions

7.1 The following are excluded from the scope:

• [Excluded item 1]
• [Excluded item 2]
• [Excluded item 3]

7.2 Unless expressly included, the services do not include:

• software development beyond the agreed MVP scope;
• hosting, infrastructure or ongoing technical support;
• production maintenance;
• legal, tax, accounting, cybersecurity or regulatory advice;
• penetration testing or formal security certification;
• accessibility certification;
• independent user research recruitment or incentives;
• paid third-party tools, licences or subscriptions;
• extensive copywriting, branding or visual design;
• additional user segments, product areas or journeys;
• additional integrations;
• unlimited revisions;
• out-of-hours support; or
• work for affiliates or other group companies of the Client.

7.3 Fixed-fee work covers only the product area, planning horizon, user segment and deliverables expressly stated in this SOW.

7.4 Additional features, user segments, integrations, research rounds, revisions, meetings or material scope changes will be handled as a change request under Section 14.

8. Project assumptions

The Parties agree that the following assumptions apply:

• [Client] will provide accurate and complete information reasonably required for the services.
• The Client will nominate one primary decision-maker with authority to give instructions and approvals.
• The Client will provide feedback and approvals within [two / three] business days unless otherwise stated.
• The Client will provide timely access to relevant personnel, systems, documentation, data and third-party tools.
• The Client has the right to provide any materials, data, software, content or instructions supplied to Casta Product.
• Client personnel will remain responsible for technical architecture, coding, deployment, security operations and production decisions unless expressly included in this SOW.
• Meetings will be held remotely unless the Parties agree otherwise.
• Casta Product may rely on information supplied by the Client without independently verifying its completeness or accuracy.
• Any estimates are based on the assumptions in this SOW and may change if those assumptions change.
• [Insert any project-specific assumptions.]

If an assumption proves materially incorrect or is not met, Casta Product may propose a reasonable adjustment to the timetable, scope or fees.

9. Client responsibilities

The Client will:

• provide a clear brief and timely instructions;
• appoint an authorised decision-maker;
• provide timely access to relevant stakeholders, systems and tools;
• provide accurate, lawful and complete information;
• review deliverables and provide consolidated feedback;
• make timely decisions and approvals;
• ensure that its personnel and contractors cooperate reasonably;
• maintain appropriate backups of Client systems and data;
• obtain all necessary rights, permissions and consents for Client materials and data;
• ensure that instructions given to Casta Product do not require unlawful processing or conduct;
• pay fees and approved expenses when due; and
• notify Casta Product promptly of any matter that may affect delivery.

The Client is responsible for final product, technical, commercial, legal, security and regulatory decisions unless a specific responsibility is expressly assigned to Casta Product in this SOW.

10. System access and dependencies

10.1 The Client will provide access to the following systems: [Systems listed here]

10.2 The Client will not provide unnecessary credentials or unrestricted access. Where possible, access will use named accounts, least-privilege permissions and multi-factor authentication.

10.3 The Client remains responsible for its accounts, licences, infrastructure, backups and security settings.

10.4 Project dependencies include: [Dependency 1], [Dependency 2], [Dependency 3].

10.5 Casta Product is not responsible for delays caused by unavailable systems, delayed feedback, third-party outages, inaccurate information, changes requested by the Client or other matters outside Casta Product’s reasonable control.

11. Timetable, milestones and delays

11.1 Milestones are detailed in the project plan.

11.2 The timetable is dependent on the Client meeting its responsibilities and the assumptions in this SOW.

11.3 If the Client causes a delay, the target dates will be extended by a reasonable period corresponding to the delay and its operational impact.

11.4 If a delay continues for more than [10] business days, Casta Product may pause the engagement and re-schedule the remaining work subject to availability.

12. Communication, meetings and working rhythm

Meetings may be held using Google Meet or another mutually agreed platform. The Client is responsible for ensuring that its participants are authorised to discuss the relevant confidential information.

13. Deliverable review and acceptance

13.1 Casta Product will submit each deliverable through the agreed communication or project-management channel.

13.2 The Client will review each deliverable within [five] business days after delivery and will either: accept it; identify specific material non-conformities against this SOW; or request a reasonable clarification within the agreed scope.

13.3 A deliverable will be deemed accepted if the Client: confirms acceptance in writing; uses or distributes it for its intended business purpose without raising a material non-conformity; or does not provide specific written objections within the review period.

13.4 Casta Product will reasonably correct a deliverable that materially fails to conform to the agreed specification, provided that the Client gives sufficiently detailed notice within the review period.

13.5 Feedback must be consolidated through the Client’s nominated decision-maker. Repeated revisions, new requirements, changes in direction or additional work are subject to Section 14.

13.6 Acceptance does not waive the Client’s obligation to pay.

14. Change control

14.1 Either Party may request a change to the scope, deliverables, assumptions, timetable, meetings or fees.

14.2 A change request should describe: the proposed change; the reason for the change; its effect on deliverables; its effect on the timetable; its effect on fees and expenses; and any revised assumptions or dependencies.

14.3 Casta Product is not required to begin changed or additional work until the Parties approve the change in writing.

14.4 If the Client asks Casta Product to proceed before the commercial impact is agreed, Casta Product may pause the affected work until written agreement is reached.

14.5 Changes caused by the Client’s failure to meet its responsibilities, materially changed information, third-party dependencies or additional complexity may be treated as chargeable changes.

15. Fees, pricing and payment

15.1 Pricing model and quote basis (no published prices)

Casta Product does not publish fixed package prices. Each engagement is scoped individually, typically after a discovery call, and the Parties agree the applicable commercial terms in this Section 15.

VAT: Casta Product is not a VAT payer and no VAT is added.

15.2 Additional time, out-of-scope work, and revised estimates

(a) Any time beyond the estimate, and any work that is out of scope, will be performed only after the Client approves it in writing (email is sufficient if it clearly identifies the additional work and the applicable price basis).
(b) Casta Product will not invoice for additional time or out-of-scope work that was not approved in writing in advance.
(c) If requirements, assumptions, or scope change (including due to Client requests, delayed feedback, new information, or added complexity), Casta Product may propose a revised estimate and/or a change request. The Client may accept or decline the revised estimate in writing, and any extra work will not start until the Client accepts.

15.3 Payment schedule for fixed-fee projects

(a) Larger fixed-fee projects: payable 50% before the agreed start date and 50% before final handover (or release of the final deliverables).
Agreed deposit: [50% / other] · Agreed balance: [50% / other] · Deposit due date: [Date or trigger] · Balance due date: [Date or trigger]
(b) Smaller fixed-fee engagements: payable in full before the agreed start date.
Payment due: [100% before the agreed start date] or [Other agreed schedule]. Casta Product may pause work if an amount is overdue.

15.4 Retainer

For a monthly retainer: Monthly retainer: [Amount and currency] · Availability: [Number of days or hours per week/month] · Billing date: [Date] · Payment timing: Monthly in advance · Initial term: [Number of months or rolling monthly] · Notice period: [30 days / other]. The retainer reserves the agreed capacity. Unless this SOW states otherwise, unused time does not carry forward and additional work outside the agreed capacity is charged at: Additional rate: [Amount per hour/day] or [Separate quote].

15.5 Consumer price-disclosure and Czech consumer law flag

If the Client is a consumer (i.e., acting outside its trade or business), then before purchase Casta Product must disclose the total price or the manner in which it is calculated, the consumer must agree in advance to any additional work or price increase, and mandatory Czech consumer law (including the 14-day withdrawal right, details at https://casta-product.com/consumer-withdrawal.html) prevails.

15.6 Invoicing and payment method

Invoices will be issued by email to [billing contact and email address]. Payment will be made by bank transfer to the account stated on the invoice, or Stripe or another payment method made available by Casta Product. Payment is due within [14] calendar days of the invoice date unless a different period is stated above. The Client may not withhold or set off payment unless required by law or agreed in writing.

15.7 Late payment

If an undisputed invoice is overdue, Casta Product may: charge statutory default interest to the extent permitted by applicable law; suspend services after giving reasonable notice; withhold delivery of unpaid deliverables; and recover reasonable collection costs to the extent permitted by law.

16. Expenses

16.1 The fees do not include: travel and accommodation; paid research participants; third-party software, subscriptions or licences; hosting, domain, infrastructure or marketplace costs; specialist contractors; translation or transcription; or other third-party charges.

16.2 The Client must approve any expense above [amount] in writing before it is incurred.

16.3 Approved expenses will be invoiced at cost unless otherwise stated.

17. Cancellation, rescheduling and refunds

17.1 Decision Review

The Client may cancel or reschedule a booked Decision Review by giving at least 48 hours’ written notice. If the Client gives less than 48 hours’ notice, or does not attend: Casta Product may retain the fee; and the session may be treated as delivered. If Casta Product cancels or is unable to attend, the Client may choose a reasonable replacement time or receive a refund of the affected prepaid fee. Casta Product will wait for 10 minutes after the scheduled start time. After that period, the Client may be treated as a no-show.

17.2 Fixed-fee projects

The fixed-fee cancellation policy applies to all fixed-fee engagements (including Product Decision Review, Product Clarity Sprint, Product Delivery Setup and similar):

• If you cancel before the agreed start date: you receive a full refund of fees paid.
• Once the engagement has started: fees are non-refundable and remain payable even if you do not use, review or implement the Deliverables.
• Client-caused delays: do not create any refund entitlement.
• If Casta Product materially fails to deliver the agreed scope: the Parties will first agree a reasonable remedy or revised delivery date; if that is not reasonably possible, you receive a refund for the undelivered part of the agreed scope.
• Mandatory law: this policy is subject to mandatory rights under applicable law.
• Consumer note (Czech law): where the Client is a consumer, mandatory Czech consumer law (including the 14-day withdrawal right, details at consumer-withdrawal.html) prevails, and this SOW must be adapted accordingly before being sent to a consumer buyer.

17.3 Retainers

Either Party may terminate a monthly retainer by giving the notice period stated in Section 15.4. The Client remains responsible for fees during the notice period, whether or not it uses all reserved capacity, except where the Parties agree otherwise in writing.

18. Intellectual property

18.1 Client materials

The Client retains all rights in materials, data, content, software, documentation, trademarks and other information supplied by or on behalf of the Client (“Client Materials”). The Client grants Casta Product a non-exclusive, limited licence to use, reproduce, modify and process the Client Materials solely as necessary to provide the services. The Client warrants that it has the rights and permissions necessary for Casta Product to use the Client Materials as instructed.

18.2 Project deliverables

“Deliverables” means the project-specific materials expressly identified as deliverables in this SOW. Subject to full payment of all amounts due under this SOW, Casta Product transfers to the Client, to the maximum extent permitted by applicable law, the transferable intellectual property rights in the Deliverables created specifically for the Client under this SOW. Where an assignment of a particular right is not legally possible, Casta Product grants the Client an exclusive, worldwide, perpetual, irrevocable, transferable and sublicensable licence to use, reproduce, modify, distribute, commercialise and otherwise exploit that Deliverable for the Client’s business purposes.

18.3 Background materials

Casta Product retains all rights in: pre-existing materials; templates; frameworks; methodologies; know-how; generic processes; reusable components; internal tools; prompts; libraries; techniques; concepts and skills; and materials developed independently of this SOW (“Background Materials”). To the extent Background Materials are incorporated into a Deliverable, Casta Product grants the Client a perpetual, worldwide, non-exclusive, transferable and sublicensable licence to use those Background Materials as part of, and to the extent necessary to use, the Deliverable.

18.4 Third-party materials and open-source software

Third-party materials, open-source software, stock assets, fonts, APIs, platforms and other third-party components remain subject to their own terms and licences. Casta Product will identify material third-party dependencies known to it where reasonably practicable. The Client is responsible for complying with applicable third-party terms after handover.

18.5 AI-assisted materials

Casta Product may use AI-assisted tools in performing the services where appropriate. Casta Product will apply reasonable professional review to project outputs, but AI-assisted outputs may require Client review and validation. The Client acknowledges that: third-party AI tools may have separate terms; Casta Product does not warrant that an AI-generated output is unique or free from third-party similarity; the Client remains responsible for final legal, technical, regulatory and commercial review; and confidential or personal data will not be entered into an AI tool except as permitted under the applicable confidentiality and data protection terms.

18.6 Portfolio use

Casta Product may not publicly identify the Client or publish Client-specific Deliverables without the Client’s prior written consent, except that Casta Product may refer to the Client’s name and engagement in a confidential credentials list if the Client approves this in writing. Portfolio permission: [Permitted / not permitted / subject to conditions: [conditions]].

19. Handover

19.1 Following full payment, Casta Product will provide the Client with the final paid-for Deliverables in the agreed format.

19.2 Handover does not include: source code unless expressly listed; transfer of third-party accounts; transfer of Casta Product’s internal systems; ongoing maintenance; post-handover development; or additional revisions not included in this SOW.

19.3 If the Client requests handover before full payment, Casta Product may provide access at its discretion, but no intellectual property transfer or licence under Section 18.2 becomes effective until all amounts due have been paid.

20. Confidentiality

20.1 Each Party may receive confidential information belonging to the other Party. “Confidential Information” means information that is identified as confidential or that a reasonable person would understand to be confidential given its nature and the circumstances of disclosure.

20.2 The receiving Party will: use Confidential Information only for the purposes of the engagement; protect it using reasonable measures; disclose it only to personnel, professional advisers and approved subcontractors who need to know it and are bound by confidentiality obligations; and not disclose it to a third party except as permitted by this SOW or with written consent.

20.3 Confidential Information does not include information that the receiving Party can demonstrate: was already lawfully known without a confidentiality obligation; is or becomes public through no breach of this SOW; is received lawfully from a third party without a confidentiality obligation; or is independently developed without use of the disclosing Party’s Confidential Information.

20.4 A Party may disclose Confidential Information where required by law, court order or regulatory authority, provided that it gives prior notice where legally permitted.

20.5 Confidentiality obligations continue for three years after termination or expiry of this SOW. Trade secrets and information that remains confidential by its nature will remain protected for as long as it retains that status.

21. Data protection

21.1 Each Party will comply with applicable data protection laws, including Regulation (EU) 2016/679 (GDPR) and applicable Czech data protection law.

21.2 In relation to personal data processed by Casta Product for its own business purposes, including contracting, billing, communications and legal compliance, Casta Product acts as an independent data controller.

21.3 Where Casta Product processes personal data on the Client’s documented instructions in connection with the services, the Client is generally the controller and Casta Product is the processor.

21.4 The Parties will enter into a data processing agreement where required by GDPR Article 28. The agreed data processing terms are set out in Schedule 2 or in a separate DPA incorporated into this SOW.

21.5 The Client will: provide lawful documented instructions; ensure that the processing is lawful; provide required privacy notices; ensure that the data is relevant and limited to what is necessary; obtain all necessary permissions and consents; and inform Casta Product of any restrictions or special requirements.

21.6 Casta Product will: process personal data only on documented instructions, unless required by applicable law; ensure confidentiality of persons authorised to process personal data; implement appropriate technical and organisational measures; assist the Client with reasonable data subject requests and compliance obligations; notify the Client without undue delay after becoming aware of a personal data breach affecting Client personal data; maintain appropriate records where required; use approved subprocessors subject to applicable legal requirements; and return or delete personal data at the end of the processing, subject to legal retention requirements.

21.7 Casta Product may use service providers such as Google Workspace, Google Calendar, Google Meet, Stripe, Cloudflare and project-management or communication tools where necessary to provide the services. Applicable international transfer safeguards will be used where required.

21.8 Neither Party will provide special-category personal data or other high-risk data unless expressly agreed in writing and appropriate safeguards have been documented.

22. Personnel and subcontractors

22.1 Casta Product may use employees, consultants or subcontractors to perform parts of the services.

22.2 Casta Product remains responsible for the acts and omissions of its subcontractors in performing the services.

22.3 Subcontractors will receive only the information reasonably necessary to perform their role and will be subject to confidentiality and data protection obligations.

22.4 Where a subcontractor processes personal data on behalf of the Client, the requirements of the applicable DPA will apply.

23. Warranties

23.1 Casta Product warrants that it will provide the services with reasonable care and skill consistent with generally accepted professional standards.

23.2 If Casta Product materially breaches this warranty, its principal obligation will be to re-perform the affected service or, where re-performance is not reasonably possible, refund the proportion of the fee attributable to the materially deficient service.

23.3 Except as expressly stated in this SOW, Casta Product does not warrant that: the services will be uninterrupted or error-free; the Deliverables will achieve a particular commercial result; the Client’s product will comply with all laws or regulations; third-party services will remain available or compatible; software, platforms or integrations will be secure or defect-free; or the Deliverables will be suitable for a purpose not stated in this SOW.

23.4 The Client is responsible for obtaining independent legal, tax, accounting, cybersecurity, regulatory and specialist technical advice where required.

24. Liability

24.1 Each Party is responsible for direct loss caused by its breach of this SOW, subject to this Section 24 and applicable law.

24.2 To the maximum extent permitted by applicable law, Casta Product’s total aggregate liability arising out of or in connection with this SOW or the applicable engagement will not exceed the lower of: the fees paid or payable under this SOW during the six months preceding the event giving rise to the claim; or the total fees paid under this SOW. For a project lasting less than six months, the cap will be the total fees paid or payable under that project.

24.3 The liability cap does not apply to liability that cannot lawfully be limited or excluded, including liability for: death or personal injury caused by negligence; wilful misconduct or intentional wrongdoing; fraud or fraudulent misrepresentation; infringement of rights where limitation is prohibited by law; or other liability that cannot legally be limited.

24.4 Neither Party will be liable for indirect, incidental, special or consequential loss, loss of profit, loss of revenue, loss of anticipated savings, loss of opportunity, loss of goodwill or loss of data, except to the extent such exclusion is not permitted by applicable law.

24.5 The Client must notify Casta Product of a claim within a reasonable period after becoming aware of the facts giving rise to it and must provide reasonable details and supporting information.

25. Termination and suspension

25.1 Either Party may terminate this SOW for material breach if the breaching Party fails to remedy the breach within [15] business days after receiving written notice describing the breach.

25.2 Either Party may terminate this SOW immediately by written notice if the other Party: becomes insolvent or unable to pay its debts; ceases or threatens to cease business; enters liquidation or a similar proceeding; or engages in unlawful conduct materially affecting the engagement.

25.3 Casta Product may suspend or terminate the engagement if: an invoice remains overdue after written notice; the Client repeatedly fails to provide required access, decisions or feedback; continuing the engagement would create a legal, ethical or security risk; or the Client requests work outside the agreed scope and the Parties cannot agree revised terms.

25.4 On termination: the Client must pay all undisputed fees and approved expenses accrued up to the termination date; Casta Product may invoice work performed and committed capacity; each Party will return or delete the other Party’s Confidential Information, subject to legal retention requirements; Casta Product will provide paid-for Deliverables in accordance with Section 19; and Sections intended by their nature to survive will continue, including confidentiality, intellectual property, data protection, payment, liability and dispute provisions.

26. Force majeure

Neither Party will be liable for delay or failure caused by events beyond its reasonable control, including natural disasters, war, civil unrest, epidemic, government action, infrastructure failure, widespread internet outage, cyberattack, labour disruption or failure of a critical third-party service. The affected Party will notify the other Party and take reasonable steps to reduce the impact. If the event continues for more than [30] days, either Party may terminate the affected services by written notice, subject to payment for work performed and approved commitments.

27. Independent contractor

Casta Product is an independent contractor. Nothing in this SOW creates an employment relationship, partnership, joint venture, agency, fiduciary relationship or authority for either Party to bind the other. Casta Product is responsible for its own taxes, insurance, equipment and working methods, subject to the agreed project requirements.

28. Non-exclusivity

Unless expressly agreed otherwise, the engagement is non-exclusive. Casta Product may provide services to other clients, provided that doing so does not breach its confidentiality obligations or materially interfere with the services. Any exclusivity arrangement: [None / describe].

29. Notices

An email notice is deemed received on the next business day unless the sender receives an automated failure notification.

30. Assignment

Neither Party may assign this SOW or transfer its rights or obligations without the other Party’s prior written consent, except that Casta Product may transfer this SOW to a successor in connection with a merger, reorganisation or sale of substantially all of its business, provided that the successor assumes the relevant obligations. The Client may transfer the rights in paid-for Deliverables in accordance with Section 18.2.

31. Governing law and dispute resolution

31.1 This SOW and any non-contractual obligations arising from it are governed by the laws of the Czech Republic, excluding its conflict-of-law rules.

31.2 The Parties will first attempt in good faith to resolve any dispute through a meeting between authorised representatives.

31.3 If the dispute is not resolved within 30 days after written notice of the dispute, the dispute will be submitted to the competent courts of the Czech Republic, with the courts having jurisdiction in Brno preferred to the extent legally permissible.

31.4 This Section does not limit either Party’s right to seek urgent interim or protective relief from a competent court.

32. General

32.1 This SOW constitutes the entire agreement between the Parties concerning the services described in it and supersedes prior discussions on that subject.

32.2 If any provision is invalid or unenforceable, it will be modified to the minimum extent necessary to make it valid and enforceable. The remaining provisions will continue in effect.

32.3 A failure or delay in exercising a right is not a waiver of that right.

32.4 This SOW may be signed electronically and in counterparts. Each counterpart constitutes an original and all counterparts together form one instrument.

32.5 The English version of this SOW is the agreed contractual language unless the Parties expressly agree otherwise in writing.

Checklist before signing

Schedule 1 — Deliverables and acceptance criteria

Schedule 2 — Data processing terms (GDPR Article 28)

1. Processing Instructions: Casta Product will process personal data only on the Client’s documented instructions, including this SOW, unless applicable law requires otherwise. If a legal requirement requires Casta Product to process personal data outside the Client’s instructions, Casta Product will inform the Client before processing unless prohibited by law. The Client is responsible for the lawfulness, accuracy and adequacy of its instructions.

2. Personnel Confidentiality: Casta Product will ensure that persons authorised to process personal data: access it only as necessary for the services; are subject to confidentiality obligations; and receive appropriate instructions regarding data protection and security.

3. Technical and Organisational Measures: Casta Product will maintain reasonable technical and organisational measures appropriate to the risks of processing, which may include: access control and named user accounts; password protection and multi-factor authentication where available; encryption in transit where supported by the relevant service; secure device and account practices; least-privilege access; confidentiality obligations; reasonable backup and recovery practices; incident response procedures; and deletion or return procedures. The Client acknowledges that the security of third-party platforms also depends on the Client’s configuration and use of those platforms.

4. Assistance to Controller: Taking into account the nature of the processing and information available to Casta Product, Casta Product will reasonably assist the Client with: responding to data subject requests; security assessments; personal data breach response; data protection impact assessments; and consultations with a supervisory authority. The Client will reimburse reasonable additional costs for assistance outside the agreed scope.

5. Personal Data Breach Notification: Casta Product will notify the Client without undue delay after becoming aware of a personal data breach affecting Client personal data. The notification will include information reasonably available at the time, including the nature of the breach, affected data, likely consequences and mitigation measures. The Client remains responsible for determining whether a notification to a supervisory authority or data subject is required, unless otherwise agreed in writing.

6. Subprocessors: The Client provides general authorisation for Casta Product to use service providers reasonably required for the services, including relevant communication, hosting, payment, calendar, productivity and project-management providers. Casta Product will impose data protection obligations on subprocessors appropriate to the processing. Casta Product remains responsible for its subprocessors as required by applicable law. Approved or expected subprocessors: [List or state “As reasonably required for the services”].

7. International Transfers: Where personal data is transferred outside the European Economic Area, the Parties will use a transfer mechanism permitted under applicable data protection law, such as an adequacy decision, standard contractual clauses or another valid safeguard.

8. Data Subject Requests: If Casta Product receives a data subject request relating to Client personal data, it will, where legally permitted, notify the Client and will not respond substantively unless instructed by the Client or required by law.

9. Return and Deletion: At the end of the services, Casta Product will, at the Client’s choice, return or delete Client personal data processed on the Client’s behalf, unless retention is required by applicable law. Casta Product may retain limited information necessary to establish, exercise or defend legal claims, comply with legal obligations or maintain ordinary business records.

Schedule 3 — Signature blocks

By signing below, the Parties confirm that they have authority to enter into this SOW and agree to be bound by its terms.