Terms of business for building and running websites

1. Introduction

Who I am, what these terms cover and who they apply to.

1.1 Provider. These terms of business (the “Terms”) are issued by Tadeáš Kašpárek, Company ID 23719419, place of business Lidická 1233, 765 02 Otrokovice, Czechia, a self-employed person registered in the Czech trade register (the “Provider”). The Provider is not registered for VAT.

1.2 Scope. The Terms govern the rights and obligations of the Provider and the client (the “Client”) in the provision of the following services (the “Services”):

• custom websites and online shops, usually built in Next.js and TypeScript;
• building and modifying online shops on the Shopify platform;
• custom web application development;
• graphic design, logo and visual identity work, user interface design (UI/UX);
• maintenance and further development of sites and applications, hosting and domains, search engine optimisation (SEO);
• other related work, where the Parties agree on it and refer to these Terms.

1.3 Relationship to the contract. The Terms form part of every contract, order or accepted quote that refers to them (the “Contract”). Where the Contract and the Terms differ, the Contract prevails. Once the Client has accepted the Terms, the current version applies to their further orders as well, unless the Parties agree otherwise.

1.4 Who the Services are for. The Services are for businesses and organisations; the Provider does not offer them to consumers. Should a Contract with a consumer nonetheless come about, the Terms apply only so far as they do not conflict with statutory consumer protection.

2. Definitions

Capitalised words have the following meaning in the Terms and in Contracts.

Work. The result of the Services: typically a website, an online shop, an application or part of one, a design, a logo, copy, documentation or analysis.

Quote. The Provider's quote, describing scope, price and dates.

Order. The Client's written acceptance of a Quote, by which the Contract comes about.

Materials. Everything the Client supplies for the Work to be made: copy, photographs, logos, data, access credentials, product information and so on.

Handover record. Written confirmation that the Work has been taken over. An email is enough.

Support. Ongoing maintenance, support, hosting or SEO, usually for a monthly fee.

Parties. The Provider and the Client.

Additional work. Work beyond the scope agreed in the Contract or the Quote.

In writing. On paper, by email, or as a message in the Provider's client portal, or in another tool the Parties expressly agree on.

Business day. Monday to Friday excluding public holidays, working hours 9:00 to 17:00.

3. How a contract comes about

Enquiry, quote, acceptance. Smaller jobs can be confirmed by email.

3.1 Enquiry. The Client describes what they need, in any form (email, form, meeting). The Provider may ask for further information.

3.2 Quote. The Provider prepares a Quote on the basis of the enquiry. A Quote is valid for 30 days from being sent unless it says otherwise. The Provider is not obliged to accept an enquiry.

3.3 Formation. A Contract comes about:

• by signing a written contract (an electronic signature counts); or
• by the Client accepting a Quote in writing; or
• by payment of a deposit invoice issued on the basis of a Quote.

If the Client accepts a Quote with changes, the Contract comes about only once the Provider has agreed to those changes in writing.

3.4 Oral agreements. Where the Parties agree something orally (at a meeting, say), the Provider sends a summary by email. If the Client raises no objection within 3 business days, the summary stands as agreed.

4. How the work runs, and what is needed from the Client

A website is teamwork. Without materials and feedback from the Client, dates move.

4.1 Dates. The Provider delivers the Work by the date in the Contract or the Quote. Where no date is agreed, within a reasonable time given the size of the job.

4.2 The Client's obligations. The Client:

• supplies the Materials and the access needed to do the work (hosting, domain, existing site, third-party accounts and so on) on time and in a usable form;
• is responsible for the Materials being true and complete and for holding the necessary rights to them (copyright in copy, photographs and artwork in particular);
• gives feedback on designs and interim output, as a rule within 5 business days;
• names a contact person who can make decisions about the job;
• keeps safe any credentials the Provider hands over, and reports their loss or misuse without delay.

4.3 The Provider's obligations. The Provider will work with professional care, will keep the Client informed of progress, and will point out any obstacles or risks that come to light.

4.4 Moving dates. Where the Client is late in providing what is needed, the Provider's dates move by the length of that delay plus a reasonable period to fit the job back into the schedule, up to a maximum of twice the length of the Client's delay.

4.5 Suspended job. If the Client provides nothing within 30 days of a written request, the Provider may suspend the job and invoice the work done so far. If the Client remains inactive for more than 60 days from that request, the Provider may withdraw from the Contract (clause 15).

4.6 The Client's instructions. The Provider follows the Client's instructions. Where an instruction is unsuitable, unlawful or contrary to the Contract, the Provider says so. If the Client insists on an instruction that is permissible but risky, the Provider carries it out but is not answerable for the consequences. The Provider need not carry out an unlawful instruction, or one that would cause the Provider harm.

4.7 Contractors. The Provider may have part of the Services carried out by contractors (a copywriter, photographer or developer, say) and is answerable for their work as for their own.

5. Revisions, changes and additional work

What the price covers, and what happens to wishes that arrive along the way.

5.1 Revisions included. Unless the Contract says otherwise, the price for design output (a site design, a logo, a visual identity) includes two rounds of revisions. A round means one consolidated list of comments delivered at once. Further rounds are Additional work.

5.2 Approved designs. Once the Client approves a design, a site structure or a specification, the Provider builds on it. Later changes to approved output are Additional work.

5.3 Change requests. Where the Client wants something changed or added, the Provider says what it does to the price and the date, and makes the change once the Client has approved that in writing. Small changes of up to an hour's work may be made without approval and invoiced.

5.4 Unavoidable changes. Where a change turns out to be unavoidable and could not have been foreseen (a limitation of a platform or a third-party service, say), the Provider tells the Client, explains why, and proposes a way forward.

5.5 Price of additional work. Additional work is charged at the hourly rate in the Contract, otherwise at the Provider's current rate (CZK 800 per hour).

6. Price and payment

A fixed price, an hourly rate or a monthly fee. The deposit is usually half.

6.1 Types of price. The price may be agreed as:

• fixed: for the Work in the scope set out in the Contract or the Quote;
• hourly: by time actually spent;
• recurring: a monthly payment for Support, hosting or SEO.

6.2 Deposit. Unless the Contract says otherwise, the Client pays a deposit of 50 % of the fixed price before work starts. Until the deposit is paid the Provider need not begin, and the agreed dates move by the length of the delay.

6.3 Invoicing. The Provider invoices the rest of a fixed price on handover. On jobs running longer than two months the Provider may invoice a proportionate part for completed stages as they go. Hourly and recurring charges are invoiced after the end of each calendar month; a recurring fee may also be invoiced in advance.

6.4 Payment terms. Invoices are sent by email and fall due 14 days from issue, payable by bank transfer to the account on the invoice.

6.5 VAT. The Provider is not registered for VAT and prices are therefore final. Should the Provider become registered, VAT will be added at the statutory rate from the date of registration, and the Client will be told in advance.

6.6 Estimates and timesheets. An estimate of effort on hourly work is indicative. The Provider need not seek approval for exceeding an estimate by up to 15 %. Where a larger overrun looks likely, the Provider says so in advance and carries on once the Client agrees; if the Client does not respond within 5 business days, the new estimate counts as approved. A timesheet accompanies each invoice for hourly work. Comments on a timesheet are to be raised within 5 business days; the undisputed part of the invoice falls due as normal.

6.7 Third-party costs. The price does not include third-party charges (domain, hosting, a platform subscription such as Shopify, paid apps and extensions, font licences, stock photography, email services and the like) unless the Contract expressly says so. The Client pays these directly, or the Provider passes them on with the Client's prior agreement.

6.8 Late payment. On late payment the Provider may claim statutory default interest and a contractual penalty of 0.05 % of the amount outstanding for each day of delay begun. Where payment is more than 14 days late, the Provider may, after prior notice, suspend all Services (Support included) until it is settled; such a suspension is not a delay on the Provider's part.

6.9 Rate changes. The Provider may change hourly rates and recurring fees no more than once a year, on written notice of at least 30 days. An increase applies to future work only. A Client who does not accept an increase to Support may terminate the Contract with effect from the date of the change.

7. Handover and acceptance

I hand the Work over to be tried out. The Client has 7 business days to check it.

7.1 How handover happens. Unless the Parties agree otherwise, the Work is handed over:

• a site, shop or application: by making it available at a test address or on the Client's own hosting;
• artwork and documents: by sending the files or a download link (email, shared storage);
• credentials: by passing over the login details securely.

The Work is handed over at the moment the Provider tells the Client it is ready to be checked.

7.2 Checking. The Client looks the Work over and, within 7 business days of handover, says in writing whether they accept it or sends one consolidated list of defects. For interim output (designs, structure, specification) the period is 5 business days.

7.3 Defects before acceptance. The Provider fixes properly raised defects by the agreed date, otherwise within 14 days, and hands the Work back for checking to the extent of the fixes.

7.4 Minor defects. Minor defects that do not prevent ordinary use of the Work (a typo, a small visual discrepancy) are not grounds for refusing acceptance. The Provider fixes them under the warranty.

7.5 Acceptance. The Work counts as accepted on the day when:

• the Client signs a Handover record or confirms acceptance by email; or
• the Client begins using the Work in production (launches the site on their own domain, say); or
• the period under clause 7.2 passes without the Client raising defects.

7.6 Acceptance testing. For larger applications the Parties may agree more detailed acceptance tests in the Contract, against scenarios set out in advance. The result is recorded in the Handover record.

7.7 Handover in parts. Where the nature of the Work allows, it may be handed over in stages. This clause applies to each stage.

8. Defects and warranty

Faults that are my doing get fixed under warranty at no charge. What is not a defect is listed below.

8.1 Defect. A defect is where the Work does not behave as agreed in the Contract, the Quote or an approved specification.

8.2 Warranty. The Provider warrants the Work against programming and functional defects for 3 months from acceptance and fixes defects appearing in that period at no charge. The Client reports a defect in writing without undue delay, describing how it shows itself and, where possible, with a screenshot.

8.3 Response times. A defect that stops a site or shop from operating is taken up within one business day of being reported; other defects are fixed within a reasonable time, as a rule within 10 business days. The Provider may offer a temporary workaround first.

8.4 What is not a defect. The following in particular are not defects:

• not liking the Work, or wanting it changed after acceptance;
• a feature that was never agreed;
• a problem caused by the Client or a third party interfering with the Work, its code, its settings or its hosting;
• a problem caused by an update to a platform, a library used, a browser or another third-party service after acceptance;
• an outage or fault in hosting, a domain or another service the Provider does not supply;
• an error in Materials or in content the Client entered;
• different rendering in outdated or unsupported browsers and devices (current versions of common browsers are supported unless agreed otherwise).

8.5 Warranty ending. The warranty lapses to the extent that the Client or a third party changes the source code or the technical configuration of the Work without the Provider's agreement. Editing content in the admin does not affect it.

8.6 After the warranty. Once the warranty has run out, or for anything outside it, the Provider handles requests as paid Support, under a support contract or at the hourly rate.

9. Copyright and licence

Once paid for, the Work is the Client's to use. The exceptions are third-party components and my own reusable parts.

9.1 When the licence starts. The Provider grants the Client a licence to the Work on the day the price for that Work is paid in full. Until then the Client may use the Work only to check and test it.

9.2 Scope of the licence. Unless the Contract says otherwise, the licence is:

• exclusive as to the parts of the Work made individually for the Client;
• unlimited in time, territory and quantity, for every manner of use;
• coupled with the right to modify the Work (including through third parties), to combine it with other works, to sublicense and to assign the licence, always subject to clause 9.3.

Where the Work contains a database, the Client is its maker.

9.3 Exceptions to exclusivity

• Third-party components. Libraries, open-source software, platform apps and extensions, fonts, icons and stock photography are governed by their own authors' licences. The Client must comply with them. The Provider points out the licence terms that matter.
• The Provider's own reusable parts. The Provider may use previously written pieces of code, modules and methods, which makes the job faster and cheaper. The Client's licence to those is non-exclusive, and the Provider may keep using them for other clients.
• Working with artificial intelligence tools. The Provider uses artificial intelligence tools in development, including in ways that give them access to the source code of the Work and to the Materials needed for the job. Only tools whose terms exclude the use of inputs for training models are chosen for this. The Client consents to that use, and such access does not count as a breach of confidentiality under clause 12. Credentials, personal data of the Client's own customers, and data the Client has expressly marked as sensitive are not put into those tools. Output created with the help of those tools is licensed as far as the Provider holds the rights to it; where such output is not a copyright work it is passed on without a licence, will not be supplied to other clients, and such parts may not be protectable as a trade mark or other intellectual property.

9.4 Logo and visual identity. The Client receives an exclusive licence to the final approved logo, including the right to register it as a trade mark. Designs and variants that were not chosen remain the Provider's, who may use them further, but not so as to be confusable with the Client's logo.

9.5 Source code and access. Unless the Contract says otherwise, the Provider hands over the source code of the Work and administrator access once payment is complete. For design work, final files are handed over in the agreed formats; editable working files (Figma, Illustrator and the like) only where that has been agreed.

9.6 The Client's materials. The Client is responsible for holding the rights to the Materials and to the third-party services the Provider is to work in. Where a breach of that causes the Provider harm, or a third party brings a claim against the Provider, the Client makes it good in full.

9.7 Credit. The Provider may place a discreet credit in the footer of a site or application (“Built by Tadeáš Kašpárek”, say). The Client may ask for it to be removed.

9.8 Licence fee. The licence fee is included in the price of the Work. Should it need to be stated separately, it is 30 % of the price of that Work.

9.9 Non-payment. If the Client does not pay within 14 days of a written reminder sent after the due date, the Provider may withdraw from the Contract. The Client may then not use the Work and must take it out of service on request.

9.10 No obligation to use. The Client is not obliged to make use of the licence.

10. Hosting, domains and third-party services

The domain and the key accounts should belong to the Client. I cannot answer for other people's services going down.

10.1 Who owns the accounts. The domain, the hosting, the shop platform and the analytics and advertising accounts (Google Analytics, Search Console and so on) should be held in the Client's name. Where the Provider sets them up for practical reasons, they are transferred to the Client on request once everything due has been paid.

10.2 Hosting provided by the Provider. Where the Provider provides hosting, the Work runs on virtual servers rented from a server infrastructure provider (devuni.cz) and administered by the Provider through Coolify. Availability of the hardware, the data centre and connectivity is governed by that provider's terms, and the Provider is not answerable for outages on their side, but will help resolve them. The Provider is answerable for the server's operating system, its updates, security and configuration, and for running the Work on it.

10.3 Platforms and updates. Work built on a third-party platform (Shopify, say) depends on how that platform develops, just as every Work depends on how the libraries and the runtime it is built on develop. Changes by the platform operator or by the authors of the libraries used may call for changes to the Work. Those changes are part of Support, or are charged as Additional work.

10.4 Backups. Where the Provider has no Support arrangement covering backups, backing up data and content is the Client's responsibility.

10.5 Site content. The Client, as the operator, is responsible for the content of the site (copy, prices, shop terms, privacy information, cookies and so on). The Provider points out obvious problems but does not give legal advice.

11. SEO and marketing

11.1 No guaranteed results. Search positions and traffic depend on search engine algorithms, on competitors and on other factors outside the Provider's control. The Provider undertakes to do the work professionally, not to reach a particular position, visitor count or revenue.

11.2 Reporting. Where ongoing SEO is agreed, the Provider sends a summary of what was done and how the key figures moved, at the agreed interval, as a rule monthly.

11.3 Advertising budget. Budget for paid advertising (Google Ads, Sklik, Meta and so on) is not part of the price of the Services and is paid by the Client directly to the advertising platform.

12. Confidentiality and personal data

12.1 Confidential information. The Parties will keep confidential all non-public information they learn from each other in connection with the work, in particular commercial, financial and technical information, credentials, customer data and (unless agreed otherwise) source code.

12.2 Exceptions. Confidentiality does not apply to information that is publicly available (unless it became so through a breach), to information whose disclosure is required by law or by a public authority, or to disclosure to contractors and advisers bound by confidentiality to the same extent.

12.3 Duration. Confidentiality continues after the Contract ends, for 5 years, and without time limit for credentials and personal data.

12.4 Contractual penalty. For each breach of confidentiality the Party in breach pays a contractual penalty of CZK 20,000. This does not affect the right to compensation for loss.

12.5 Personal data. Where the Provider processes personal data on the Client's behalf in the course of the work (the Client's shop customers or application users, say), the Provider acts as a processor. The Parties will in that case enter into a data processing agreement under Article 28 GDPR. If they do not enter into one separately, the Provider undertakes to process personal data only for the purposes of the Contract, on the Client's instructions, securely, without passing it to unauthorised persons, and to return or erase it when the work ends. How the Provider processes the personal data of its own clients is set out on the Privacy page.

13. Liability

13.1 Compensation. Each Party is liable for loss it causes the other by breaching its obligations.

13.2 Cap. The Provider's total liability under one Contract is capped at the price of the Work, and for Support at the total paid over the 12 months before the loss arose. The Provider is not liable for lost profit, for data loss resulting from the Client having no backups, or for indirect and consequential loss.

13.3 When the cap does not apply. The cap does not apply to loss caused intentionally or by gross negligence, to harm to a person's natural rights, or in other cases where the law does not permit liability to be limited.

13.4 Third-party services. The Provider is not liable for loss caused by the outage, failure or change of third-party services the Provider does not itself supply (hosting, platforms, payment gateways, carriers, libraries and the like).

14. Force majeure

14.1 Relief. A Party is not liable for failing to perform where it was prevented by an extraordinary, unforeseeable and insurmountable obstacle arising independently of its will (a natural disaster, fire, war, an epidemic, a widespread power or internet outage, a cyber attack on third-party infrastructure, or serious illness or injury of the Provider).

14.2 Procedure. The affected Party tells the other without delay. Dates extend by the length of the obstacle. The obligation to pay for Services already provided is unaffected. Where the obstacle lasts more than 60 days, either Party may withdraw from the Contract.

15. Duration and termination

15.1 Duration. A contract for the Work runs until all obligations are fulfilled. A Support contract is for an indefinite period unless stated otherwise.

15.2 How it can end. The Contract may be ended:

• by written agreement of the Parties;
• for Support, by written notice without reason with one month's notice period, running from the first day of the month following delivery of the notice;
• by withdrawal on the grounds set out in law or in this clause.

15.3 Withdrawal by the Client. The Client may withdraw where the Provider is more than 30 days late in handing over the Work and does not put it right within a further period of at least 10 days from a written request, or where the Provider materially breaches confidentiality.

15.4 Withdrawal by the Provider. The Provider may withdraw where the Client is more than 30 days late in paying and does not pay within a further period of at least 10 days from a written request, where the situation under clause 4.5 arises, where the Client insists on an unlawful instruction, or where the Client materially breaches confidentiality.

15.5 Ending a job early. Where the Client ends a job before the Work is finished, for reasons not on the Provider's side, they pay for the work done so far and for costs reasonably incurred. Any deposit paid is set against that amount, and the Provider returns anything left over.

15.6 Effect of withdrawal. Withdrawal takes effect on delivery to the other Party and operates for the future. Anything already provided and paid for is not returned.

15.7 After the end. Once the Contract has ended and everything due has been paid, the Provider hands over the unfinished output, data and access belonging to the Client, and helps with the handover to another supplier, for two hours at no charge and beyond that at the hourly rate. Provisions meant by their nature to continue (confidentiality, licence, payment, liability) continue after the Contract ends.

16. Final provisions

16.1 References. The Provider may name the Client (name, logo, images and a short description of the Work) in a portfolio, on a website and in quotes, once the Work has been published. The Client may refuse or withdraw that in writing. Confidential information is not published in references.

16.2 Communication and signing. The Parties communicate by email to the addresses in the Contract or the Order and through the Provider's client portal. A message in the portal has the same effect as an email. Contracts and documents may be signed electronically (through a signing platform, say). The Parties tell each other of a change of contact details without delay.

16.3 Changes to the Terms. The Provider may make reasonable changes to the Terms, notifying Support clients in writing at least 30 days before they take effect. A Client may refuse a change and terminate the Contract as at the date it takes effect; not doing so counts as agreement. Jobs already in progress are governed by the version of the Terms in force when the Contract was made.

16.4 Governing law and disputes. Contracts are governed by the law of the Czech Republic, in particular the Civil Code and the Copyright Act. The Parties will try to settle disputes by agreement first. For disputes between businesses, the court with jurisdiction is the one for the Provider's place of business. The Terms are drawn up in Czech; the English version published on the Provider's website is a convenience translation only, and the Czech version prevails in the event of any conflict.

16.5 Business relationship. Where the Client is a business, the Parties exclude the application of sections 1799 and 1800 of the Civil Code on adhesion contracts and confirm that they had the opportunity to influence the content of the Terms.

16.6 Severability. If any provision turns out to be invalid, the rest remain in force and the Parties will replace it with one as close as possible in meaning.

16.7 Effect. This version of the Terms takes effect on 1 January 2026.