Terms of service
Who do these terms apply to?
These terms govern work with SUN Professionals s.r.o., Company ID 27159884, registered office K Dolům 1714/37, Modřany, 143 00 Prague, Czech Republic (this is the company's registered address, not a walk-in office — meetings are arranged in advance), trading under the Iterus brand ("Iterus").
They apply to custom software development and related services (the "work") for businesses and legal entities ordering in the course of their business (the "client"). We do not contract with consumers; that is why every order states your company ID (for foreign clients, an equivalent registration number).
The terms become part of the contract when an offer or contract refers to them and the client confirms it. Anything we agree differently in the offer or contract takes precedence over these terms.
How does an engagement start?
- Iterus sends a written offer with the scope, schedule and price, split into stages where relevant.
- The contract is formed when the client confirms the offer by e-mail or by signing a contract — always in writing; an oral confirmation is not enough (the exclusive licence described below requires written form).
- Changes of scope during the work (change requests) are confirmed in writing together with their effect on price and schedule.
The client provides the inputs, access and cooperation the work requires in good time. If the client's cooperation is late, Iterus's deadlines move by at least the same period and Iterus may propose an adjusted schedule.
How do handover and acceptance work?
We hand over the work or a stage together with the source code, documentation and a list of the third-party components used (including open-source licences). The client tests the work and within 10 business days of handover either confirms acceptance or describes in writing the defects that prevent its use. Minor defects that do not prevent use do not block acceptance — we will fix them under the warranty.
If within that period the client neither confirms acceptance nor reports defects that prevent use, the work (stage) is deemed accepted. Iterus will expressly point out this consequence at every handover.
Price and payment
- The price, any advance payment and payment stages are set out in the offer. Prices exclude VAT unless the offer states otherwise.
- Invoices are due within 14 days of issue.
- Late payment bears statutory default interest and compensation for recovery costs under Czech Government Regulation No. 351/2013 Coll.
- If the client is more than 30 days late with a payment, Iterus may suspend work after prior notice; deadlines move by the length of the suspension.
Who owns the code and documentation?
Under Czech law, economic copyright cannot be transferred (Section 26 of the Copyright Act). When our website says that the client "owns 100% of the source code and documentation upon payment", it legally means this licence:
- On payment of the full price for the work (stage), the client acquires an exclusive licence to its source code, documentation and other copyright works created for it, unlimited in time, territory, quantity and manner of use, including the right to modify the work, combine it with other works, grant sublicences and assign the licence to others. Iterus consents to such assignment in advance. The licence fee is included in the price of the work.
- Iterus will not use these works further itself or license them to anyone else; the exception is naming the client and a general description of the engagement as a reference, and only with the client's prior consent. Where Iterus exercises the economic rights to a work created by its employees or contractors, it will also transfer that entitlement to the client on request.
- Exceptions: (a) third-party components and open-source libraries are used by the client under their original licences, which we list in the handover list; (b) general tools, methods and know-how that Iterus created independently of the engagement remain Iterus's, and the client receives a non-exclusive, perpetual licence to them to the extent needed to use the work.
- Development is accelerated by AI tools (Claude Code, Codex) under human supervision. Parts of the output created purely automatically may not qualify as a copyright work under the law; the client receives all rights that exist in them and that Iterus is able to grant.
Defects and warranty
- The work is defective if it does not match what we agreed (Section 2615 of the Civil Code).
- Iterus gives a 3-month warranty from acceptance: Iterus will fix defects reported in that period free of charge within a reasonable time.
- The warranty does not cover defects caused by changes to the work by the client or a third party, by changes to the environment or to third-party services the work depends on, or requests beyond the agreed scope.
Liability
- Iterus's total liability for damage arising from one contract is limited to the price of the work under that contract, excluding VAT. Compensation for lost profit and indirect damage is excluded.
- The limitation does not apply to harm to a person's natural rights or to damage caused intentionally or by gross negligence (Section 2898 of the Civil Code).
- The client is responsible for backing up its data and for the content, inputs and access it provides to Iterus.
Confidentiality and personal data
- Both parties keep the other party's non-public information, including trade secrets, confidential and use it only for the purposes of the engagement. The obligation lasts 3 years after the contract ends. It does not apply to information that is public, obtained independently or whose disclosure is required by law.
- Where Iterus processes personal data on the client's behalf, we will enter into a data processing agreement under Art. 28 GDPR.
- How we process the personal data of clients, their contact persons and website visitors is described in the privacy policy.
Governing law and disputes
These terms are governed by Czech law, in particular the Civil Code (contract for work). Disputes will be decided by the Czech courts with local jurisdiction for Iterus's registered office (Section 89a of the Code of Civil Procedure).
Final provisions
- We publish changes to these terms on this page with their effective date. A change does not apply to contracts already concluded unless the client accepts it in writing.
- If any provision is invalid, the others remain in force.
- This version takes effect on 23 September 2026.