Terms of Service

Last updated: April 2026

§1 General provisions

These Terms of Service set out the rules for providing services electronically and under civil-law contracts by:

SOFTWISE GROUP SPÓŁKA Z OGRANICZONĄ ODPOWIEDZIALNOŚCIĄ
ul. Hoża 86 / 410, 00-682 Warsaw, Poland
KRS: 0000821821  |  VAT (NIP): 7010962402  |  REGON: 385249400
Share capital: PLN 10,000
Registered: 7 January 2020
Email: biuro@softwise.pl  |  Phone: +48 506 506 036

The company is registered in the entrepreneurs' register of the National Court Register kept by the District Court for the Capital City of Warsaw, 12th Commercial Division of the National Court Register.

These Terms are made available free of charge on the Service Provider's website before the contract is concluded and — at the Client's request — in a form that allows downloading, saving and reproduction.

§2 Definitions

The following terms are used:

  • Service Provider — Softwise Group sp. z o.o. based in Warsaw, details as in §1.
  • Client — a natural person conducting business activity, a legal person or an organizational unit without legal personality that has concluded or intends to conclude a Contract with the Service Provider.
  • Contract — a service agreement concluded between the Service Provider and the Client under the terms set out in these Terms and a detailed offer or Statement of Work.
  • Services — services provided by the Service Provider, described in §3 of these Terms.
  • Parties — the Service Provider and the Client jointly.
  • Remuneration — the monetary amount due to the Service Provider for providing the Services, set out in the Contract or offer.
  • Terms — this document together with any annexes forming an integral part of it.
  • Force majeure — an external event, impossible to predict or prevent, including: natural disasters, acts of war, general strikes, failures of critical infrastructure.

§3 Scope of services

The Service Provider offers the following categories of services:

  • Custom software — design, development and deployment of bespoke web apps, mobile apps and backend systems according to the Client's specification.
  • Process automation — analysis and automation of business processes using no-code, low-code and AI tools, including system integrations and data pipelines.
  • SaaS deployments — configuration, data migration, customization and training for SaaS platforms (CRM, ERP, collaboration tools), plus subscription and license management.
  • IT maintenance and technical support — ongoing oversight of the Client's infrastructure and applications, access management, monitoring, incident response and technology advisory.

The detailed scope, schedule and Remuneration for each engagement are set out in a separate Contract or a Statement of Work approved by the Parties. The Service Provider reserves the right to refuse an engagement without stating reasons.

§4 Contract formation

1. The Contract is concluded on the basis of an offer sent by the Service Provider electronically or in writing, after its acceptance by the Client.

2. Acceptance of the offer occurs by: signing the contract or a separate document (e.g. a Statement of Work), written email confirmation or placing an order via a form on the Service Provider's website.

3. The offer is binding for 14 calendar days from the date it is sent, unless another period is indicated. After this period, the Service Provider may change the offer terms or withdraw it without consequences.

4. The Client confirms that the person signing the Contract or accepting the offer is authorized to do so.

5. Any changes to the scope of Services after Contract conclusion require written or electronic form, otherwise null and void.

§5 Rights and obligations of the Parties

The Service Provider undertakes to:

  • provide the Services with due diligence, according to current technology knowledge and the terms of the Contract,
  • maintain confidentiality of all information obtained from the Client in connection with the Contract,
  • inform the Client of any material risks, delays or changes that may affect project delivery,
  • provide qualified personnel for the Services.

The Client undertakes to:

  • provide, within agreed deadlines, all materials, access credentials and information necessary to deliver the Services,
  • pay the Remuneration on time,
  • appoint a contact person authorized to make decisions on behalf of the Client,
  • use the solutions delivered by the Service Provider only in accordance with law and their intended purpose.

The Service Provider is entitled to use subcontractors while remaining fully liable for their actions towards the Client.

§6 Remuneration and payments

1. Remuneration is set individually for each project and indicated in the Contract or offer. The Service Provider uses the following billing models: Fixed Price, Time & Materials, or retainer/subscription.

2. VAT invoices are issued in accordance with the payment schedule set out in the Contract — typically: an advance payment before work starts (if applicable), milestone payments, and a final payment on acceptance.

3. The payment term is 14 days from the invoice issue date, unless the Parties agree otherwise.

4. In the event of a payment delay, the Service Provider is entitled to charge statutory interest for delay in commercial transactions and to suspend provision of the Services until the arrears are settled.

5. All prices are stated in Polish zloty (PLN) and are net prices to which VAT is added at the rate applicable on the invoice issue date.

§7 Intellectual property

1. Upon full payment of the Remuneration, the Service Provider transfers to the Client the economic copyright to the original software and materials created on the Client's behalf, on the fields of exploitation indicated in the Contract.

2. Until full payment of the Remuneration, the Service Provider remains the exclusive owner of all materials produced and grants the Client only a non-exclusive, non-transferable license to use them to the extent necessary to accept the Services.

3. The transfer of rights referred to in paragraph 1 does not cover open-source components, third-party libraries or tools covered by separate licenses — the Client acquires rights to these on the terms set by the respective licensors.

4. The Service Provider reserves the right to include information about the project in its portfolio and to use the Client's company name as a reference, unless the Parties have agreed on confidentiality in this respect.

§8 Liability

1. The Service Provider is liable for non-performance or improper performance of the Services on the general terms of the Polish Civil Code, subject to the limitations below.

2. The Service Provider's aggregate liability under a single Contract is limited to the amount of net Remuneration paid by the Client in the 3 months preceding the event causing damage.

3. The Service Provider is not liable for:

  • damages resulting from incorrect, incomplete or delayed materials provided by the Client,
  • loss of profits, loss of data, or indirect or consequential damages,
  • events of force majeure,
  • failures of external infrastructure, platforms and cloud services beyond the Service Provider's control.

4. The Client bears sole responsibility for the legality of content and data provided to the Service Provider for Service delivery.

§9 Complaints

1. The Client may submit complaints regarding the Services electronically to biuro@softwise.pl or in writing to the Service Provider's registered address.

2. A complaint should contain: the Client's identification (company name, VAT ID), date and number of the Contract or invoice, description of the defect or non-conformity, and the Client's request.

3. The Service Provider will examine the complaint and respond within 14 business days of receipt. In justified cases the deadline may be extended, of which the Client will be informed.

4. Defects revealed for which the Service Provider is responsible will be remedied within a reasonable timeframe agreed by the Parties. Defect removal does not entitle the Client to demand a reduction of the Remuneration, unless the defect cannot be remedied.

§10 Termination

1. The Contract terminates upon proper performance of all obligations by both Parties, upon expiry of the term for which it was concluded, or by mutual agreement of the Parties.

2. Either Party may terminate an open-ended Contract with a 30-day notice period, effective at the end of a calendar month.

3. The Service Provider is entitled to terminate the Contract with immediate effect in the event of:

  • the Client's payment delay exceeding 30 days,
  • gross breach of Contract terms by the Client,
  • declaration of bankruptcy or commencement of restructuring proceedings against the Client.

4. Upon Contract termination, the Client is obliged to pay the Remuneration for Services delivered up to the termination date, including any reasonable costs incurred by the Service Provider.

§11 Final provisions

1. These Terms and all Contracts concluded under them are governed by Polish law.

2. The Parties will attempt to resolve any disputes arising from the Contracts amicably. Failing agreement, disputes will be resolved by the common court competent for the Service Provider's registered address, i.e. the competent court in Warsaw.

3. The Service Provider reserves the right to amend these Terms. Clients will be informed of any changes at least 14 days in advance by electronic means. Amendments do not apply to Contracts concluded before their effective date.

4. If any provision of these Terms proves invalid or ineffective, the remaining provisions remain in force. The invalid provision is replaced with the legally permissible provision closest to the Parties' intent.

5. In matters not regulated by these Terms, the provisions of the Polish Civil Code, the Act on Providing Services by Electronic Means, and other generally applicable Polish laws apply.

This English version is provided for convenience. The Polish version is the legally binding reference.