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CASTA PRODUCT
TERMS OF ENGAGEMENT & COMMERCIAL AGREEMENT
Stensmann Group s.r.o. (IÄŚO: 11916109)
Brno, Czech Republic · https://casta-product.com
Official Legal Document · hello@casta-product.com
Home / Legal / Terms of Engagement
Commercial Service Agreement

Casta Product Terms of Engagement

Draft Effective Date: [Effective Date] Provider: Stensmann Group s.r.o. Trading as: Casta Product
SOW Template → Refund & Cancellation → Consumer Withdrawal Info → Privacy Policy →
Table of Contents
  • 1. Provider Details
  • 2. Scope and Application
  • 3. Formation and Commencement
  • 4. Scope, Deliverables and Change Control
  • 5. Client Responsibilities
  • 6. Meetings and Communication
  • 7. Fees, Taxes and Payment
  • 8. Review, Acceptance and Rework
  • 9. Intellectual Property
  • 10. Confidential Information
  • 11. Data Protection
  • 12. Warranties and Disclaimers
  • 13. Liability
  • 14. Cancellation, Rescheduling and Refunds
  • 15. Termination and Suspension
  • 16. Force Majeure
  • 17. Independent Contractor Status
  • 18. Publicity and References
  • 19. Notices and Communications
  • 20. Assignment and Subcontracting
  • 21. Entire Agreement
  • 22. Severability and Waiver
  • 23. Governing Law and Jurisdiction
  • 24. Consumer Rights (Czech Law)
  • Publication Details to Confirm

These Terms of Engagement (“Terms”) govern the provision of consulting, product management, product leadership, MVP development and related services by Stensmann Group s.r.o., trading as Casta Product (“Casta Product”, “Provider”, “we”, “us” or “our”).

1. Provider details

Commercial Entity Details
Legal name:
Stensmann Group s.r.o.
Trading name:
Casta Product
Company form:
společnost s ručením omezeným (s.r.o.)
Registered office:
Nové sady/2, Staré Brno, 602 00 Brno-střed, Czech Republic
Company ID / IÄŚO:
11916109
VAT status:
Not registered for VAT as at the effective date of these Terms
Commercial register:
Regional Court in Brno, Section C, insert number 125325
Engagement email:
hello@casta-product.com
Billing email:
hello@casta-product.com

The customer purchasing or receiving the services is referred to as the “Client”, “you” or “your”. Casta Product and the Client are each a “Party” and together the “Parties”.

2. Scope and application

2.1 Services

Casta Product provides product strategy, product management, product ownership, AI workflow design, product discovery, requirements definition, prototyping, delivery preparation, fractional product leadership and focused web MVP services. Services may include:

  • Product Decision Review: A focused review of one defined product question, scope conflict, prioritisation issue or backlog bottleneck, followed by a recommendation and next-step memo.
  • Product Clarity Sprint: A time-limited engagement to define an MVP, product area or feature, including user journeys, prioritised scope, product requirements, backlog items, acceptance criteria, wireframes or information architecture, risks and assumptions.
  • Product Delivery Setup: Preparation of an agreed product area for delivery, including backlog structuring, prioritisation, requirements, business rules, acceptance criteria, delivery planning and quality-readiness activities.
  • Fractional Product Leadership: Ongoing product leadership or product ownership on an agreed monthly schedule, including roadmap prioritisation, sprint planning, refinement, delivery reviews, stakeholder coordination and related product work.
  • Focused Web MVP Work: Definition, design, development coordination or delivery of a focused responsive web MVP and agreed core workflows, including handover documentation and training where included in the applicable SOW.

The precise services, deliverables, assumptions, exclusions, timetable, Client responsibilities and fees will be stated in a written statement of work.

2.2 Statement of Work

Each engagement must be governed by a separate written statement of work (“SOW”). An SOW may be accepted by:

  • signature by both Parties;
  • written acceptance by authorised representatives by email;
  • payment of an applicable invoice or payment link;
  • commencement of the services following the Client’s written instruction; or
  • another method clearly showing the Parties’ intention to be legally bound.

Each accepted SOW incorporates these Terms. If there is a conflict between an SOW and these Terms, the SOW prevails only for the specific subject matter of that conflict.

2.3 Business-to-business basis

These Terms are intended primarily for Clients acting in the course of their business, trade or profession (“Business Clients”). The Client confirms that it has authority to enter into the SOW and these Terms. If a Client is a consumer, the mandatory protections applicable to consumers will apply. Nothing in these Terms excludes or restricts a consumer right that cannot legally be excluded or restricted.

3. Formation and commencement

3.1 Acceptance

The contract for an engagement is formed when the relevant SOW is accepted in accordance with clause 2.2. The Client may not rely on informal discussions, website descriptions, estimates or promotional materials as changing the agreed scope unless the relevant change is recorded in the SOW or an agreed change order.

3.2 Commencement

Casta Product is not required to begin work until:

  • the applicable SOW has been accepted;
  • any required deposit or first payment has been received;
  • the Client has supplied the information and access reasonably required to begin; and
  • the Parties have agreed any necessary project schedule.

Any indicative timeline begins only after these conditions have been satisfied.

4. Scope, deliverables and change control

4.1 Agreed scope

Casta Product will provide the services and deliverables expressly listed in the applicable SOW. Unless the SOW states otherwise, the scope is limited by: the agreed product, product area or project; the agreed user segment and core journey; the agreed delivery period; the stated number or type of deliverables; the Client’s available team, information and access; and the exclusions and assumptions stated in the SOW.

4.2 Out-of-scope work

The following are out of scope unless expressly included in the SOW: additional products, user segments, features or workflows; additional research rounds, workshops or review cycles; substantial changes to an approved direction; additional integrations, environments or technical platforms; complex custom software, mobile applications or production-scale systems; advanced security implementation, penetration testing or compliance certification; legal, tax, accounting, investment or regulated financial advice; third-party licence fees, hosting fees or other external charges; and work required because the Client provided inaccurate, incomplete or delayed information.

4.3 Change requests

Either Party may request a change to the scope, deliverables, schedule or assumptions. A change will become binding only when recorded in a written change order, revised SOW or written confirmation accepted by both Parties. The change documentation should state, where applicable: the requested change; the effect on deliverables; any additional fees; the effect on the timetable; any new Client dependencies; and any changed assumptions or exclusions. Casta Product is not required to begin out-of-scope work until the change has been agreed.

4.4 Estimates and dependencies

Any estimate of timing, effort, cost or outcome is an estimate unless the SOW expressly identifies it as a binding commitment. Delays caused by the Client, its personnel, contractors, systems, suppliers or other dependencies may extend the timetable and may require a change order.

5. Client responsibilities

The Client must:

  • appoint a suitably authorised contact person and decision-maker;
  • provide complete, accurate and timely information, content, requirements and feedback;
  • provide reasonable access to relevant systems, tools, repositories, documents, users, data and personnel;
  • ensure that it has all rights and permissions necessary to provide materials and access to Casta Product;
  • review deliverables and provide consolidated feedback within the periods agreed in the SOW;
  • make decisions and approvals without unreasonable delay;
  • ensure that its team and contractors cooperate with Casta Product;
  • maintain appropriate backups of its systems, content and data;
  • remain responsible for technical implementation, deployment, security, legal compliance and operational decisions unless expressly included in the SOW; and
  • use the deliverables and recommendations responsibly and in accordance with applicable law.

Casta Product may rely on information and instructions supplied by the Client and is not responsible for consequences arising from information that is inaccurate, incomplete or withheld.

6. Meetings and communication

The Parties may communicate through email, video meetings, Slack, Linear, Jira, Notion, Confluence, Google Meet or another agreed tool. The Client is responsible for ensuring that its authorised representatives have access to the relevant communication channels and for retaining copies of important project records.

Unless an SOW states otherwise:

  • routine project communication is conducted during mutually agreed working hours;
  • meetings should be attended by the relevant Client decision-makers;
  • feedback should be consolidated where reasonably possible; and
  • a meeting may be rescheduled if the Client gives at least 48 hours’ notice.

Casta Product may rely on instructions given by the Client’s authorised representatives unless the Client has notified Casta Product in writing that a person is no longer authorised.

7. Fees, taxes and payment

7.1 Fees

Casta Product does not publish prices. Each engagement is scoped following an initial call, and the fees are set out in the applicable SOW or written quote. Unless expressly stated otherwise in the SOW or written quote:

  • fees are calculated on the basis of Casta Product’s hourly or day rate multiplied by the estimated time required to deliver the agreed scope, or as a fixed fee stated in the quote;
  • a quote states the fee, the estimated time, the scope it covers and the period for which it is valid, and is only binding once accepted by the Client in writing (including by accepting the applicable SOW, written quote, order page or payment link);
  • work outside the agreed scope, or extra days or hours required beyond the estimate, is charged at the rate stated in the quote and only proceeds after the Client approves it in writing, and Casta Product will not invoice for unapproved additional work; and
  • Casta Product may propose a revised estimate at any time if the scope or requirements change, and the Client may accept or decline before the additional work starts.

All fees are quoted exclusive of any taxes. Casta Product is not a VAT payer and therefore no VAT is added. No other costs apply unless the applicable SOW states otherwise.

Where the Client is a Consumer, the total price or, if a total cannot reasonably be calculated in advance, the manner in which the price is calculated (for example the applicable rate and estimated time) is disclosed before the Consumer commits. The Consumer is informed before any additional work is charged or any increase in price takes effect; no increase applies to a Consumer without their prior express agreement, and mandatory consumer law prevails.

7.2 Fixed-fee projects

Unless the SOW states otherwise, fixed-fee projects are paid as follows:

  • for larger fixed-fee projects: 50% payable before the agreed start date and 50% before final handover; and
  • for smaller fixed-fee engagements: the project fee is payable in full before the agreed start date.

The SOW may provide for different payment milestones. Casta Product may withhold final handover, transfer of rights or access to final deliverables until all amounts due have been paid in full.

7.3 Product Decision Review

The fee for a Product Decision Review is payable in full before the agreed start date unless the SOW states otherwise. The review includes only the services and deliverables described in the applicable booking page or SOW. It does not include a full MVP definition, complete PRD, full delivery backlog or continuing product support unless separately agreed.

7.4 Monthly retainers

Unless the SOW states otherwise, monthly retainers are invoiced and paid in advance each month. Unused retainer time does not roll over, have a cash value or create a refund unless the SOW expressly provides otherwise. Casta Product does not guarantee that all requested work will be completed within a retainer unless the relevant scope, capacity and priorities have been agreed.

7.5 Stripe and online payments

Where payment is made through Stripe or another payment provider: the Client authorises the payment provider to process the relevant payment; the Client must provide accurate billing and payment information; the payment provider’s terms and privacy notice also apply to payment processing; Casta Product may rely on the payment provider’s confirmation of successful payment; and refunds, where available, will normally be made to the original payment method. Casta Product does not receive or store the Client’s full payment card details.

7.6 Invoices and payment deadline

Unless the SOW or invoice states otherwise, invoices are payable within 14 calendar days of the invoice date. The Client must notify Casta Product promptly of any genuine invoice dispute and provide reasonable details. The undisputed portion must be paid by the due date.

7.7 Late payment

If the Client fails to pay by the due date, Casta Product may: charge statutory default interest applicable under Czech law; recover legally permitted collection costs; suspend services, access, meetings or delivery after giving reasonable notice; postpone the timetable; and require payment in advance for further work. Suspension does not release the Client from its obligation to pay amounts already due.

7.8 Expenses and third-party costs

The Client must reimburse reasonable, necessary and pre-approved expenses incurred in providing the services. Unless expressly included in the SOW, the Client is responsible for: software subscriptions; hosting and domain costs; payment processing costs; stock assets, fonts and other licences; third-party APIs and integrations; specialist contractors; user research incentives; travel and accommodation; and other external supplier costs. Casta Product will obtain the Client’s approval before incurring material expenses, unless the SOW states otherwise.

8. Review, acceptance and rework

The SOW may specify an acceptance or review period. If no period is specified, the Client must notify Casta Product of any material non-conformity with the SOW within 10 business days after delivery. The notice must reasonably describe the alleged non-conformity. Casta Product will use reasonable efforts to correct a verified material non-conformity within a reasonable period. A deliverable is deemed accepted if:

  • the Client confirms acceptance;
  • the Client uses the deliverable for its intended purpose without raising a material issue;
  • the Client does not raise a material issue within the applicable review period; or
  • the Client requests or approves work based on the deliverable.

Acceptance does not affect the Client’s rights in respect of a latent defect or a non-excludable statutory right.

9. Intellectual property

9.1 Client materials

The Client retains ownership of materials, information, data, content, trademarks, systems, software and other materials 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 Client Materials solely to provide the services. The Client warrants that Casta Product’s use of the Client Materials for the agreed services will not infringe third-party rights or violate applicable law.

9.2 Project deliverables

Subject to full payment of all amounts due under the relevant SOW, Casta Product assigns to the Client the intellectual property rights that Casta Product owns in final, bespoke deliverables expressly identified in the SOW as being created for the Client (“Project Deliverables”). Project Deliverables may include, where stated in the SOW: product briefs; PRDs; backlog tickets; acceptance criteria; process and workflow documentation; wireframes; information architecture; prototypes; agreed MVP code or configuration; and handover documentation.

The assignment does not take effect until full payment has been received. The Client may use, modify, reproduce and commercialise the Project Deliverables for its business, subject to third-party rights and applicable licences.

9.3 Background materials

Casta Product retains ownership of all materials, methods, know-how, templates, frameworks, processes, tools, libraries, prompts, generic documentation, pre-existing materials and skills developed independently of the engagement (“Background Materials”). To the extent Background Materials are embedded in or necessary to use the Project Deliverables, Casta Product grants the Client a perpetual, worldwide, non-exclusive, royalty-free licence to use, reproduce, modify and distribute those Background Materials solely as part of, or in connection with, the Project Deliverables. The Client may not resell, license or distribute Casta Product’s standalone Background Materials as a separate product unless agreed in writing.

9.4 Third-party materials

Third-party materials, software, open-source components, stock assets, fonts, APIs, templates and other third-party content remain subject to their own terms and licences. Casta Product does not transfer rights that it does not own. The Client is responsible for complying with applicable third-party terms and paying required licence fees unless the SOW states otherwise.

9.5 Moral rights and further documents

To the extent permitted by applicable law, Casta Product will not assert moral rights in the Project Deliverables against the Client’s permitted use of those deliverables. The Parties will sign any reasonable further documents required to give effect to the agreed transfer of rights, provided that the Client has paid all relevant amounts.

10. Confidential information

10.1 Confidential Information

“Confidential Information” means information disclosed by one Party to the other Party that is marked confidential or that a reasonable person would understand to be confidential given its nature or the circumstances of disclosure. Confidential Information includes business plans, product ideas, roadmaps, technical information, customer information, pricing, credentials, security information, financial information and non-public project discussions.

10.2 Obligations

The receiving Party must: use Confidential Information only for the purposes of the engagement; protect it using reasonable care; disclose it only to personnel, professional advisers and contractors who need to know it and are bound by confidentiality obligations; and not disclose it to another person without the disclosing Party’s prior written consent, except as permitted by this clause.

10.3 Exclusions

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 these Terms; is lawfully received from a third party without a confidentiality obligation; or is independently developed without using the Confidential Information.

10.4 Compelled disclosure

A Party may disclose Confidential Information if required by law, court order or a competent authority. Where legally permitted, that Party will give advance notice and disclose only the information legally required.

10.5 Duration

The confidentiality obligations apply during the engagement and for three years after termination or completion. Trade secrets and information that remains confidential by its nature must be protected for as long as the information remains a trade secret or confidential under applicable law. The Parties may enter into a separate mutual non-disclosure agreement. If there is a conflict, the separate NDA prevails for the specific information or subject matter it covers.

11. Data protection

11.1 Compliance

Each Party must comply with applicable data protection laws, including Regulation (EU) 2016/679 (“GDPR”) and applicable Czech data protection legislation. Casta Product’s website privacy policy applies to personal data processed by Casta Product as an independent controller.

11.2 Client personal data

Where Casta Product processes personal data on the Client’s documented instructions in order to provide the services, the Client will generally act as controller and Casta Product will generally act as processor. The Client must ensure that it has a lawful basis for providing the personal data and instructing Casta Product to process it.

11.3 Processing terms

Unless a separate data processing agreement applies, the Parties agree that Casta Product will: process personal data only on the Client’s documented instructions; ensure that persons authorised to process personal data are bound by confidentiality obligations; implement reasonable technical and organisational security measures; notify the Client without undue delay after becoming aware of a personal data breach affecting the Client’s personal data; reasonably assist the Client with data subject requests and compliance obligations, taking into account the nature of the processing; use sub-processors where reasonably required to provide the services, subject to appropriate contractual protections; provide reasonable information necessary to demonstrate compliance; and delete or return personal data at the end of the engagement, unless retention is required by law or reasonably necessary to establish, exercise or defend legal claims.

The Client authorises Casta Product to use appropriate service providers and collaboration tools, including hosting, email, project-management, payment, calendar and video-conferencing providers, where reasonably necessary to provide the services. The Parties will enter into a separate data processing agreement (such as Schedule 2 to the SOW) where required by GDPR or requested by the Client on reasonable grounds.

11.4 Security and access

The Client must not provide unnecessary personal data, special-category data, passwords or production credentials. Where access is required, the Client must use appropriate access controls and must revoke access when it is no longer needed. Casta Product is not responsible for a security incident caused by the Client’s systems, credentials, personnel, suppliers or failure to follow reasonable security instructions.

12. Warranties and disclaimers

12.1 Provider warranty

Casta Product warrants that it will provide the services with reasonable care and skill consistent with the nature of the agreed services. If Casta Product materially fails to meet this warranty, its primary obligation is, at its option, to: re-perform the affected services; correct the affected deliverable; or provide a reasonable refund or credit for the affected portion of the services.

12.2 No commercial guarantee

Casta Product does not guarantee: commercial success, revenue, investment, funding or profitability; product-market fit or customer adoption; uninterrupted or error-free operation of a product; that a product will meet every technical or business requirement; that third-party services will remain available or unchanged; that an MVP will be secure, scalable or production-ready unless expressly stated in the SOW; that a product or process will comply with a particular law, regulation, standard or certification; or that the Client will achieve a particular result. Recommendations and deliverables are based on the information, access, assumptions and constraints available during the engagement.

12.3 No regulated or professional advice

Unless expressly agreed in writing, the services do not constitute legal, tax, accounting, financial, investment, medical, cybersecurity certification or other regulated professional advice. The Client is responsible for obtaining specialist advice where appropriate.

12.4 Third-party systems

Casta Product may recommend or configure third-party platforms, including communication, hosting, payment, analytics, automation, AI, design and development tools. Those platforms are controlled by third parties. Casta Product is not responsible for their availability, changes, security, terms, pricing, data practices or performance.

13. Liability

13.1 Excluded losses

To the maximum extent permitted by applicable law, neither Party is liable to the other for: loss of profit, revenue, business, opportunity or anticipated savings; loss of goodwill or reputation; loss or corruption of data where appropriate backups were not maintained; business interruption; or indirect, special, incidental or consequential loss. This clause does not apply to losses that cannot lawfully be excluded.

13.2 Liability cap

Subject to clause 13.3, Casta Product’s total aggregate liability arising out of or relating to an SOW, these Terms or the services will not exceed the lower of: the fees actually paid by the Client under the relevant SOW; and the total fees paid by the Client to Casta Product during the six months preceding the event giving rise to the claim. For a one-off service or claim arising before six months of services have been provided, the relevant amount will be the fees actually paid for that service or SOW.

13.3 Mandatory exceptions

Nothing in these Terms limits or excludes liability to the extent that such limitation or exclusion is prohibited by applicable law, including liability that cannot lawfully be limited for death or personal injury, intentional misconduct, fraud or other mandatory statutory liability. The liability cap and exclusions do not limit the Client’s obligation to pay fees properly due, or either Party’s confidentiality, data protection or intellectual property obligations, except to the extent a limitation is prohibited or treated differently by mandatory law.

14. Cancellation, rescheduling and refunds

14.1 Product Decision Review

For a scheduled 90-minute Product Decision Review:

  • cancellation or rescheduling with at least 48 hours’ notice: the Client may request one rescheduled session or a refund, subject to any non-recoverable payment-processing costs;
  • cancellation with less than 48 hours’ notice: the fee is generally non-refundable and the session may be treated as cancelled;
  • rescheduling with less than 48 hours’ notice: Casta Product may decline the request or charge a rescheduling fee;
  • Client no-show: Casta Product will wait for 10 minutes after the scheduled start time; after that, the session may be treated as completed or forfeited, with no refund; and
  • Casta Product cancellation: the Client may choose a reasonable replacement time or receive a refund of the amount paid for the cancelled session.

Casta Product may waive or vary these rules at its discretion in exceptional circumstances.

14.2 Fixed-fee engagements

Fixed-fee cancellation policy. The project fee is payable in full before the agreed start date. The client may cancel before the start date for a full refund. Once the engagement has started, the fixed project fee is non-refundable because Casta Product reserves delivery capacity and begins performing the agreed services. The fee remains payable regardless of whether the client later chooses not to use, review, or implement the deliverables. The client remains responsible for providing the information, access, decisions, feedback, and stakeholder availability required for delivery. Client-caused delays do not create a refund entitlement and may extend the project timeline. If Casta Product materially fails to deliver the agreed scope, the parties will first agree a reasonable remedy or revised delivery date. If the issue cannot reasonably be remedied, the client may receive a refund for the undelivered part of the agreed scope. This policy is subject to any mandatory rights under applicable law.

14.3 Monthly retainers

Unless the SOW states otherwise, either Party may terminate a monthly retainer on 30 days’ written notice. The Client must pay all fees due for the notice period, regardless of whether it uses all available capacity, unless the Parties agree otherwise in writing.

14.4 Refund processing

Approved refunds will normally be made to the original payment method. Casta Product is not responsible for delays caused by banks, Stripe or another payment provider.

15. Termination and suspension

15.1 Termination for breach

Either Party may terminate an SOW by written notice if the other Party materially breaches the SOW or these Terms and fails to remedy the breach within 14 days after receiving written notice requiring it to do so. Casta Product may suspend or terminate the engagement immediately where: the Client fails to pay an undisputed amount after notice; the Client requests unlawful, unsafe or unethical work; continuing the engagement would create a material legal, security or reputational risk; or the Client becomes insolvent, ceases business or is unable to pay its debts as they fall due.

15.2 Effect of termination

On termination: the Client must pay all fees and approved expenses incurred up to the termination date; each Party must return or delete the other Party’s Confidential Information, subject to legal retention requirements; Casta Product may retain copies required for legal, accounting, insurance or dispute-resolution purposes; rights in paid-for Project Deliverables will transfer in accordance with clause 9; and clauses intended to survive termination will continue, including payment, confidentiality, intellectual property, data protection, liability, dispute resolution and governing law.

16. Force majeure

Neither Party is liable for delay or failure caused by an event beyond its reasonable control, including natural disaster, war, terrorism, civil unrest, epidemic, governmental action, labour dispute, internet or telecommunications failure, widespread platform outage, cyberattack or failure of a third-party service. The affected Party must notify the other Party where reasonably practicable and use reasonable efforts to reduce the impact. If the event continues for more than 30 days, either Party may terminate the affected SOW by written notice. The Client must pay for services performed and expenses incurred before termination.

17. Independent contractor status

Casta Product is an independent contractor and not an employee, partner, agent or joint venturer of the Client. Casta Product controls the manner and method of providing the services, subject to the agreed outcomes, deadlines and Client dependencies. The engagement is non-exclusive. Casta Product may provide services to other clients, including clients operating in similar markets, provided that it complies with its confidentiality obligations and does not misuse the Client’s Confidential Information. Nothing in these Terms restricts Casta Product from using general skills, experience, ideas and know-how retained in unaided memory, provided that it does not disclose or misuse the Client’s Confidential Information.

18. Publicity and references

Casta Product will not use the Client’s name, logo, testimonial or identifiable project details in public marketing materials without the Client’s prior written consent. Casta Product may use general, anonymised descriptions of experience and lessons learned provided that the Client and its Confidential Information cannot reasonably be identified. The SOW may include a separate publicity permission.

19. Notices and communications

Operational notices may be sent through the agreed project communication channels. Formal notices under these Terms must be sent by email: to Casta Product at hello@casta-product.com; and to the Client at the email address stated in the applicable SOW. A notice is deemed received when the sender receives no delivery failure message, unless the sender knows that it was not received. The Parties agree that contracts, SOWs, approvals, change orders, invoices and notices may be exchanged electronically, subject to mandatory legal requirements.

20. Assignment and subcontracting

The Client may not assign or transfer an SOW or these Terms without Casta Product’s prior written consent, except as part of a merger, reorganisation or sale of substantially all of the Client’s business where the assignee assumes the Client’s obligations. Casta Product may use appropriately qualified subcontractors or consultants to provide parts of the services. Casta Product remains responsible for their work and will ensure that they are bound by appropriate confidentiality and data protection obligations.

21. Entire agreement

The applicable SOW, these Terms and any agreed written change order constitute the entire agreement between the Parties concerning the relevant engagement. They replace prior proposals, discussions and understandings relating to that engagement, except for a separate NDA or other document expressly incorporated into the SOW. Any amendment must be in writing and accepted by authorised representatives of both Parties. An email confirmation may satisfy this requirement.

22. Severability and waiver

If a provision is held invalid, unenforceable or unlawful, it will be modified to the minimum extent necessary to make it valid or, if modification is not possible, severed. The remaining provisions will continue in effect. A failure or delay in exercising a right is not a waiver of that right.

23. Governing law and jurisdiction

These Terms and each SOW are governed by the laws of the Czech Republic, excluding conflict-of-law rules to the extent permitted by law. The courts of the Czech Republic have jurisdiction over disputes arising out of or relating to these Terms or an SOW. The Parties’ draft preferred venue is the competent court in Brno, Czech Republic, to the extent legally permitted and subject to mandatory jurisdiction rules. This venue provision should be confirmed by Czech counsel before publication or use for cross-border engagements. Nothing in this clause prevents a Party from seeking urgent interim or protective relief from a court with appropriate jurisdiction.

24. Consumer rights (Czech law)

These Terms are designed for Business Clients. If the Client is an individual acting outside the course of business, trade or profession (“Consumer”), mandatory Czech consumer law prevails over any inconsistent provision of these Terms, including (without limitation) any non-refundable fee clauses, the liability cap and any deposit terms.

24.1 Pre-contract information

Before purchase, the Consumer is provided with the pre-contractual information required by applicable law, including information on the Provider’s identity, the services, the total price (including all costs), payment and delivery terms, and the right of withdrawal.

24.2 Right of withdrawal (distance contracts)

If the Consumer concludes the contract at a distance (e.g., online or by email) or outside business premises, the Consumer generally has the right to withdraw from the contract within 14 days in accordance with Act No. 89/2012 Coll., the Czech Civil Code, unless an exception applies.

If the Consumer expressly requests that performance of the services begins before the 14-day withdrawal period expires and acknowledges that this will cause the Consumer to lose the right of withdrawal once the services have been fully performed, the Consumer’s withdrawal right is lost only upon full performance. If the Consumer withdraws after performance has begun (and the Consumer made the above express request and acknowledgement), the Consumer must pay a proportionate amount for the services provided up to the time of withdrawal. For instructions and the model form, see our Consumer Withdrawal Information and Model Withdrawal Form →

24.3 Out-of-court dispute resolution

Consumers may turn to the Czech Trade Inspection Authority (Česká obchodní inspekce, ČOI) for out-of-court resolution of consumer disputes. The Office for Personal Data Protection (Úřad pro ochranu osobních údajů) is the relevant supervisory authority for data protection matters. It is not a general contractual dispute forum.

Publication details to confirm

The following points should be confirmed and, where necessary, inserted into each SOW or final version of these Terms:

  • Confirm the exact registered-office wording against the Czech Commercial Register, including the formatting of “NovĂ© sady/2”.
  • Confirm whether hello@casta-product.com will also be the permanent billing email or whether a separate billing address will be used.
  • Confirm the effective date and document version.
  • Confirm whether the default invoice payment period is 14 calendar days.
  • Confirm whether the larger-project payment policy is 50% before commencement and 50% before final handover.
  • Confirm whether the 30-day retainer termination notice should apply by default.
  • Confirm whether payment-processing costs will be deducted from eligible refunds.
  • Confirm the commercial treatment of fixed-project cancellations before work begins.
  • Confirm whether one rescheduling opportunity is included for the Product Decision Review.
  • Confirm the intended review and acceptance period for deliverables.
  • Confirm the final liability-cap wording with Czech counsel, particularly for cross-border engagements.
  • Confirm the preferred Brno court and territorial venue with Czech counsel.
  • Confirm whether a separate mutual NDA and standalone data processing agreement will be used.
  • Confirm the list of hosting, email, payment, calendar, collaboration and other service providers used in practice for data-protection disclosures.
  • Confirm that the website, payment pages and SOWs contain consistent pricing, refund, cancellation and consumer information.
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