Legal
Terms of Service
Last updated: 1 January 2025
1. Definitions
"CodeFormers" refers to CodeFormers sp. z o.o., a limited liability company registered in Poland. "Client" refers to any individual or legal entity that engages CodeFormers for software engineering services. "Services" refers to all software development, consulting, and related services provided by CodeFormers.
2. Scope of Services
CodeFormers delivers custom software engineering services including, but not limited to: web and mobile application development, system architecture design, API integrations, AI/ML implementation, and technical consulting. The specific scope of work for each engagement is defined in a separate Statement of Work (SOW) or service agreement.
3. Intellectual Property
Upon full payment of all invoices, the Client receives full ownership of the developed source code and related deliverables as defined in the SOW. CodeFormers retains the right to use generic components, frameworks, and open-source libraries incorporated into the deliverables. CodeFormers may reference the project as part of its portfolio unless the Client requests confidentiality in writing.
4. Payment Terms
Payment terms are established per engagement in the applicable SOW or service agreement. Unless otherwise agreed, invoices are due within 14 days of issuance. Late payments may incur statutory interest as applicable under Polish law. CodeFormers reserves the right to pause delivery on engagements with overdue payments exceeding 30 days.
5. Confidentiality
Both parties agree to keep confidential any proprietary information, trade secrets, and non-public business data shared during the engagement. This obligation survives the termination of the service agreement for a period of 3 years, unless a separate NDA specifies otherwise.
6. Limitation of Liability
CodeFormers' total liability for any claim arising from or related to the services shall not exceed the total fees paid by the Client in the 3 months preceding the claim. CodeFormers is not liable for indirect, consequential, or incidental damages. The Client is responsible for ensuring that all inputs, data, and third-party integrations comply with applicable laws.
7. Termination
Either party may terminate the engagement with 30 days written notice. Upon termination, the Client is responsible for payment of all work completed up to the termination date. CodeFormers will deliver all completed deliverables within 14 days of receipt of final payment.
8. Governing Law
These terms are governed by Polish law. Any disputes shall be subject to the jurisdiction of the courts in Warsaw, Poland. For Clients based in the European Union, applicable EU consumer and business protection regulations apply.
9. Contact
For questions regarding these terms, please contact us at: hello@codeformers.it