ERP Bridge – Terms and Conditions of Use
Last updated: April 21, 2026
1. Provider Information
ERP Bridge is developed and provided by DMA S.r.l., with registered office at Via Cerchia di S. Giorgio, 145, 47521 Cesena (FC), Italy, VAT number and Tax Code IT04197660402, REA FO-333691, share capital €10,000.00 fully paid-up, certified email (PEC): dma@pecditta.com (hereinafter, “DMA” or the “Provider”).
2. Definitions
For the purposes of these Terms and Conditions, the following definitions apply:
- Application: the website, administrative platform, HubSpot application, software agent, installation wizard and other software components through which ERP Bridge is provided.
- ERP Bridge or Service: the software service that enables the configuration and management of integration and synchronization operations between HubSpot and ERP systems, databases, applications or other data sources of the Customer.
- Customer: the legal entity, business, professional or organization purchasing or using ERP Bridge for purposes connected with its business, commercial or professional activity.
- Authorized User: an individual authorized by the Customer to access and use the Service on the Customer’s behalf.
- Subscription: the time-limited right to access and use ERP Bridge according to the plan, features and limits specified in the Proposal.
- Subscription Start Date: the start date specified in the Proposal, order confirmation or activation notice sent by DMA.
- Proposal: the commercial proposal, order form, order confirmation or other contractual document issued or approved by DMA specifying the plan, term, fees, payment methods, included services and any special conditions.
- Professional Services: assessment, onboarding, installation, configuration, implementation, consulting, training, project support, custom development, Done for You activities or other professional services specified in the Proposal.
- Partner: a party participating in the ERP Bridge partner program and authorized to promote ERP Bridge, introduce the Service to prospective customers and refer commercial opportunities to DMA.
- Third-Party Systems: HubSpot, ERP systems, databases, operating systems, cloud services, APIs, applications, infrastructure, payment tools and other products or services not developed or directly controlled by DMA.
- Terms: these ERP Bridge Terms and Conditions of Use.
3. Scope
3.1 These Terms govern the purchase, access to and use of ERP Bridge by the Customer.
3.2 ERP Bridge is intended exclusively for persons and entities acting for business, commercial or professional purposes. The Service is not intended for consumers.
3.3 The Customer represents that it has all authority and authorizations required to enter into the contract and use the Service.
3.4 Signing the Proposal, submitting an order, making payment, activating the account or using the Service constitutes acceptance of these Terms.
3.5 Any individual using the Service on behalf of a company or other organization represents that they are authorized to bind that organization.
4. Contractual Relationship and Role of Partners
4.1 ERP Bridge is developed and sold by DMA. Unless expressly stated otherwise in the Proposal, the ERP Bridge Subscription contract is entered into directly between DMA and the Customer.
4.2 A Partner may present and promote ERP Bridge, collect preliminary project information, refer commercial opportunities to DMA, participate in demonstrations or meetings and assist the Customer in defining requirements where agreed.
4.3 A Partner is not an agent, representative, attorney-in-fact or legal representative of DMA and is not authorized to enter into contracts on behalf of DMA, assume obligations for DMA, amend these Terms or the Proposal, grant unapproved discounts or refunds, guarantee features, results, project timing or service levels not confirmed in writing by DMA, or make representations concerning ERP Bridge without DMA’s prior written authorization.
4.4 Statements made by a Partner bind DMA only if expressly confirmed by DMA in the Proposal or another written document approved by DMA.
4.5 Professional services sold and invoiced directly by a Partner are governed exclusively by the agreement between the Customer and that Partner.
4.6 DMA is not responsible for professional services sold and invoiced directly by a Partner unless DMA has expressly assumed responsibility for those activities in its Proposal.
4.7 Where Professional Services are included in a Proposal issued by DMA, they are provided under DMA’s responsibility, directly or through its employees, contractors or subcontractors.
5. Contract Documents and Order of Precedence
5.1 The contractual relationship between DMA and the Customer is governed by: (a) the Proposal and its special conditions; (b) these Terms; and (c) the technical documentation, Privacy Policy, security documentation and other policies expressly incorporated into the Proposal or these Terms.
5.2 In the event of conflict: (a) the Proposal prevails regarding commercial, economic, project, technical, timing and scope matters; (b) these Terms prevail over technical documentation and general policies; and (c) the Privacy Policy governs personal data processed by DMA for its own purposes, including account management, contractual administration, invoicing, security and support.
5.3 Purchase orders, general terms, policies or other documents unilaterally issued by the Customer do not amend the contract unless expressly accepted in writing by DMA.
5.4 Agreements between the Customer and a Partner do not amend or supplement the contract between DMA and the Customer unless expressly accepted in writing by DMA.
6. Service and Functionality
6.1 ERP Bridge enables integration and synchronization operations between HubSpot and one or more ERP systems, databases, applications or other Customer data sources.
6.2 Depending on the purchased plan, operations may include reading data from a source system, creating or updating records in the destination system, field mapping, decision rules, HubSpot object associations, one-way or two-way synchronization, standard or custom objects, and technical logs and operation information.
6.3 Available functionality depends on the purchased plan, the Proposal, the approved technical configuration, the connected systems and the APIs, licenses and features made available by HubSpot and other Third-Party Systems.
6.4 Unless expressly included in the Proposal, the Subscription does not include ERP customization, creation of views, queries, tables, endpoints or APIs in Customer systems, data cleaning or deduplication, general HubSpot configuration, HubSpot workflow creation, third-party licenses, custom development, assessment, consulting, implementation, training or other work on Customer systems.
6.5 ERP Bridge does not replace HubSpot, the Customer’s ERP or other connected systems, but operates as an integration layer between them.
7. Technical Requirements and Customer Cooperation
7.1 The Customer must ensure the availability of the technical requirements specified in the ERP Bridge documentation and the Proposal.
7.2 The Customer must make available, directly or through its suppliers, the necessary accesses and authorizations, valid technical credentials, a compatible server environment where required, access to databases, APIs or endpoints, required views, queries or data structures, an appropriately authorized HubSpot user, competent technical and functional contacts, and complete and accurate information regarding the data and processes to be integrated.
7.3 The Customer acknowledges that proper operation of the Service also depends on data quality and consistency, availability of connected systems, network and infrastructure stability, correct firewall and security configuration, cooperation by ERP consultants and other suppliers, and availability and limitations of third-party APIs.
7.4 Delays or failures caused by unavailable requirements or insufficient Customer cooperation are not attributable to DMA and may require a revision of timing and fees.
8. Contract Formation and Activation
8.1 Commercial information, presentations, demonstrations and Service descriptions do not constitute a binding offer unless expressly stated in writing.
8.2 An order or signed Proposal submitted by the Customer constitutes a contractual proposal.
8.3 The contract is concluded when DMA accepts the Proposal or order in writing, sends an order confirmation, receives the required payment and proceeds with activation, or makes the ERP Bridge account available to the Customer.
8.4 DMA may make activation conditional upon signature of the Proposal, advance payment, receipt of administrative and invoicing information, availability of required technical information and completion of any preliminary checks.
8.5 Activation timelines begin once DMA has received payment and all information required to proceed.
8.6 Unless expressly stated as essential in the Proposal, activation and implementation timelines are estimates.
9. Registration, Accounts and Credentials
9.1 The Customer must provide complete, current and accurate information.
9.2 The Customer is responsible for safeguarding credentials, activities performed through its accounts, identifying Authorized Users, promptly revoking unnecessary access and notifying DMA of suspected unauthorized access or use.
9.3 Credentials are personal and may not be shared with unauthorized persons.
9.4 The Customer must use appropriate security measures, including strong passwords and, where available, multi-factor authentication.
9.5 DMA may require credential changes or temporarily suspend an account where it identifies a security risk.
9.6 Deletion of an individual user account does not terminate the Subscription.
9.7 Uninstalling the application, deleting an installation or voluntarily stopping synchronization does not constitute withdrawal or cancellation and does not release the Customer from payment obligations.
10. Customer Obligations and Responsibilities
10.1 The Customer must use ERP Bridge in compliance with applicable law, these Terms, the Proposal and the technical documentation.
10.2 The Customer is responsible for the lawfulness, quality, completeness and accuracy of synchronized data; the legal basis for personal data processing; configurations in its own systems; backups; third-party licenses; approved instructions, rules, mappings and association criteria; and activities performed by Authorized Users, consultants and suppliers.
10.3 The Customer must verify and approve configurations before production deployment.
10.4 The Customer may not use ERP Bridge to violate laws or third-party rights, process data unlawfully, introduce malware, compromise Service security, bypass technical limits, reverse engineer or decompile the software except where mandatorily permitted by law, resell or sublicense the Service without written authorization, or use the Service for purposes other than the Customer’s internal business activities.
11. Third-Party Systems and Services
11.1 ERP Bridge interoperates with Third-Party Systems, including HubSpot, ERP systems, databases, APIs, operating systems, cloud providers and network infrastructure.
11.2 The Customer is responsible for acquiring, renewing, configuring and maintaining all required third-party licenses and accounts.
11.3 DMA does not control and is not a party to the contractual terms imposed by third-party providers.
11.4 DMA is not responsible for the availability or continuity of Third-Party Systems, changes to APIs or usage limits, errors or outages caused by such systems, suspension or termination of Customer accounts by third parties, modifications made by the Customer, Partner or other providers, compatibility loss resulting from third-party updates, or third-party content and services.
11.5 If changes to a Third-Party System require adaptation of ERP Bridge or the Customer configuration, DMA may propose a separate technical or professional service.
12. Subscription Term, Payment and Renewal
12.1 Unless otherwise stated in the Proposal, the ERP Bridge Subscription has an annual term.
12.2 The annual Subscription fee is payable in advance in accordance with the Proposal.
12.3 Any automatic renewal, subsequent term and notice period for non-renewal are specified in the Proposal.
12.4 Where automatic renewal applies, the Subscription renews for a period equal to the preceding term unless valid notice is given within the deadline specified in the Proposal.
12.5 Non-renewal prevents renewal for the following term but does not entitle the Customer to a full or partial refund of the current annual term.
12.6 Stopping use of the Service, uninstalling the application, closing an account or disabling synchronization does not constitute valid notice of non-renewal.
13. Contractual 30-Day Withdrawal Right
13.1 The Customer acts for business, commercial or professional purposes and does not benefit from consumer withdrawal rights.
13.2 Nevertheless, DMA grants the Customer a contractual right to withdraw during the first thirty (30) calendar days.
13.3 The Customer may withdraw from the ERP Bridge Subscription within thirty (30) calendar days from the Subscription Start Date and receive a refund of the fees paid for the Subscription component only.
13.4 This right applies only to the ERP Bridge Subscription and does not apply to Professional Services.
13.5 The following are non-refundable: assessments and preliminary analysis; onboarding; installation and configuration; implementation; consulting and training; Done for You services; custom development; Professional Services already delivered, started or accrued; third-party costs; and taxes, commissions, duties or other non-recoverable charges.
13.6 Where the first-year fee includes both the Subscription and Professional Services, the refund is limited to the Subscription component separately itemized in the Proposal.
13.7 Withdrawal must be notified in writing within the thirty-day period using the formal methods and addresses specified in the final Proposal, including certified email (PEC) where required.
13.8 Notice sent only to a Partner does not constitute valid withdrawal unless expressly permitted in the Proposal or duly received by DMA within the applicable deadline.
13.9 Following withdrawal, the Subscription ends, access may be disabled, synchronization stops, no new data or updates are transferred and the Customer must cease using the Service. Non-refundable Professional Services remain due.
13.10 After the first thirty days, the Customer may request early interruption of the Service, but no full or partial refund of the annual Subscription fee will be due.
13.11 Any different conditions expressly stated in the Proposal remain unaffected.
14. Prices, Payments and Invoicing
14.1 Prices are stated in the Proposal and exclude VAT and other applicable charges unless otherwise specified.
14.2 Payments must be made using the methods and by the deadlines stated in the Proposal.
14.3 DMA may use external payment processors. Full payment card details are processed by the relevant provider and are not made available to DMA except for information necessary to administer the transaction.
14.4 The Customer is responsible for the accuracy and completeness of administrative and invoicing information.
14.5 DMA is not responsible for errors resulting from information supplied by the Customer.
14.6 In the event of late payment, DMA may, after notice, suspend activation, access or synchronization, charge statutory late-payment interest, recover collection costs and terminate the contract in the event of persistent breach.
14.7 Suspension does not remove the Customer’s obligation to pay accrued amounts.
14.8 Price changes do not affect a contract period already paid and, unless otherwise agreed, apply from the next renewal.
15. Professional Services
15.1 The scope, fees, responsibilities, dependencies and timing of Professional Services are stated in the Proposal.
15.2 Professional Services already delivered, started or accrued are due and non-refundable.
15.3 Additional requests, scope changes, changes in requirements or work not included in the Proposal may require revised timing and fees.
15.4 Customer or supplier delays result in corresponding adjustments to project timing.
15.5 DMA may use qualified employees, contractors or subcontractors and remains responsible for activities contracted directly with DMA.
15.6 The Customer must review deliverables and raise specific objections within any period stated in the Proposal or, if none is stated, within a reasonable time after delivery.
16. Service Suspension
16.1 DMA may suspend access to the Service in whole or in part where reasonably necessary due to non-payment, breach of these Terms, unlawful or unauthorized use, security risks, protection of DMA, ERP Bridge, HubSpot, connected systems or other customers, urgent maintenance, legal obligations or lack of necessary licenses or authorizations.
16.2 Except in urgent cases, DMA will provide advance notice and a reasonable opportunity to remedy the breach.
16.3 Suspension does not automatically extend the Subscription term or create any refund right.
17. Maintenance, Updates and Availability
17.1 DMA may perform maintenance, updates, fixes and technical changes necessary to ensure security and reliability, correct malfunctions, improve functionality, comply with legal requirements, adapt to changes in Third-Party Systems and prevent misuse or vulnerabilities.
17.2 Where reasonably possible, DMA will give advance notice of scheduled maintenance that may cause significant unavailability.
17.3 DMA may modify or replace individual features provided that the core functionality included in the purchased plan is not materially reduced during the current paid term.
17.4 Unless expressly provided in the Proposal or a specific service level agreement, DMA does not guarantee a minimum availability percentage, fixed response times or resolution within predetermined deadlines.
17.5 A configured synchronization frequency indicates the intended interval between runs and does not guarantee that each operation will be completed within that interval.
17.6 Actual execution time depends on data volume, infrastructure performance, connectivity and limits imposed by Third-Party Systems.
18. Data and Consequences of Termination
18.1 Upon expiration, withdrawal, termination or interruption of the Subscription, ERP Bridge stops the synchronization operations configured for the Customer.
18.2 From the termination date, ERP Bridge no longer transfers new records, changes or updates between HubSpot and the connected systems.
18.3 Records already synchronized to HubSpot before termination remain stored in the Customer’s HubSpot portal.
18.4 Termination does not automatically delete, modify or remove records already transferred to the Customer’s HubSpot account.
18.5 The Customer’s continued access to synchronized records depends on the terms and functionality of its HubSpot account.
18.6 DMA is not responsible for later deletion, modification or loss caused by the Customer, Authorized Users, Partners, other suppliers, HubSpot or other Third-Party Systems, or suspension or termination of related licenses.
18.7 The Customer remains responsible for retention, export, modification, deletion and management of data in HubSpot and other connected systems.
18.8 Before termination, the Customer must perform any checks, exports and backups it considers necessary.
18.9 DMA may delete or anonymize technical configurations, credentials, tokens, logs, telemetry and other ERP Bridge account information in accordance with applicable law, DMA’s Privacy Policy, retention policies and security or service-continuity requirements.
19. Personal Data Protection and Roles of the Parties
19.1 Each party will process personal data under its responsibility in accordance with Regulation (EU) 2016/679 (GDPR), applicable national law and the principles of lawfulness, fairness, transparency, minimization, integrity and confidentiality.
19.2 Synchronized Data
The Customer determines the purposes, categories of data and data subjects, systems involved, synchronization rules and use of data transferred between the ERP, HubSpot and other connected systems. The Customer therefore acts as data controller, or another duly authorized party, in relation to personal data contained in its systems and synchronized records.
The Customer is responsible for the lawfulness of processing, the applicable legal basis, privacy notices, purpose limitation and minimization, retention periods, handling of data subject rights and the lawfulness of instructions, configurations and synchronization rules.
19.3 Standard Service Architecture
In the standard on-premise configuration, the ERP Bridge agent runs within the Customer’s infrastructure or another environment selected and controlled by the Customer. The ordinary flow of synchronized records occurs directly between the source system and the destination system configured by the Customer.
The content of records extracted from the ERP or other Customer systems is not intended to be stored in DMA’s cloud infrastructure. ERP Bridge cloud infrastructure may receive and process only the technical information necessary to deliver, secure and manage the Service, including installation and operation settings, technical names of tables, views, columns, objects and properties, HubSpot portal identifiers, technical tokens and credentials, Authorized User account data, logs, diagnostic information and telemetry, and synchronization execution and status information.
19.4 Processing by DMA for Its Own Purposes
DMA acts as an independent data controller for personal data processed for its own purposes, including contractual administration, account registration and management, invoicing and payments, operational and commercial communications, fraud and abuse prevention, Service security, support requests and compliance with legal, administrative and accounting obligations. Such processing is governed by DMA’s Privacy Policy.
19.5 Credentials, Tokens and Authorizations
The Customer authorizes ERP Bridge to use technical credentials, OAuth tokens and authorizations granted during installation solely to connect the selected systems, read or write data according to configured operations, maintain the connection, perform security, diagnostics and technical support, and provide other functions included in the purchased plan.
DMA applies reasonable technical and organizational measures to protect such credentials against unauthorized access, use or disclosure.
19.6 Technical Support and Ticket Content
The Customer should avoid including personal data that is unnecessary for troubleshooting in tickets, emails, screenshots or files sent to support. Where possible, the Customer should anonymize, redact or replace personal data before sending materials to DMA and is responsible for ensuring that support information is relevant and limited to what is necessary.
19.7 DMA Access to Customer Personal Data
Except where strictly necessary for the standard technical operation of the Service, DMA does not access the content of records stored in the Customer’s ERP, HubSpot account or other systems.
If a specific support, assessment, configuration, implementation, consulting or troubleshooting activity requires DMA to access or process personal data on behalf of the Customer, the parties must first define in writing the subject matter and duration of processing, nature and purpose, categories of personal data and data subjects, documented Customer instructions, security measures, third parties involved, return or deletion procedures, and the parties’ rights and obligations.
Until such an agreement has been formalized, the Customer must not grant DMA access to personal data in its systems or transmit extracts, databases or other personal content that is not necessary for standard Service delivery.
19.8 Unlawful or Non-Compliant Instructions
DMA may refuse or suspend activities involving personal data where it reasonably believes that required authorizations are missing, Customer instructions are incomplete or unlawful, adequate security measures are not in place, the requested activity is outside the contractual scope or a specific data processing agreement must first be executed.
19.9 Customer Responsibility for HubSpot and Connected Systems
The Customer remains responsible for its relationship with HubSpot and other connected-system providers, including account configuration, application permissions, selection of objects and properties to synchronize, retention of data in destination systems, deletion or rectification of data and compliance with the terms and policies of those providers.
19.10 Changes to Architecture or Scope
If the Service configuration, Customer-requested activities or technical evolution of ERP Bridge results in different processing of personal data, DMA may require an update to these Terms or execution of a specific data processing agreement before proceeding.
20. Confidentiality
20.1 Each party may receive non-public technical, commercial, financial, organizational or other information belonging to the other party.
20.2 Each party will keep such information confidential, use reasonable security measures, use it only for performance of the contract, limit access to persons with a genuine need to know and not disclose it without the other party’s consent.
20.3 Confidentiality obligations do not apply to information that the receiving party can demonstrate was already lawfully known, became publicly available without breach, was lawfully received from a third party, was independently developed, or must be disclosed by law or order of a competent authority.
20.4 Confidentiality obligations survive termination of the contract.
21. Intellectual Property
21.1 DMA retains all rights, title and interest in and to ERP Bridge, its software, source and object code, agent, wizard, interfaces and technical components, documentation, trademarks, logos and content, and all updates, improvements, modifications and developments of the Service.
21.2 The Subscription grants the Customer only a limited, non-exclusive, non-transferable and non-sublicensable right to use ERP Bridge during the contract term, under the purchased plan, for the Customer’s internal business purposes and in accordance with these Terms.
21.3 Nothing in these Terms transfers to the Customer any intellectual property rights in ERP Bridge.
21.4 The Customer retains ownership of its own data, documents, databases, configurations and content.
21.5 Suggestions, improvement requests, comments or feedback provided by the Customer may be used by DMA free of charge to improve or develop ERP Bridge.
21.6 The Customer may not use DMA or ERP Bridge trademarks, logos or distinctive elements without prior written authorization.
22. Warranties and Service Limitations
22.1 DMA will provide ERP Bridge with reasonable professional care and skill.
22.2 Except as expressly stated in the Proposal, ERP Bridge is provided “as is” and “as available”.
22.3 DMA does not guarantee that the Service will always be available, uninterrupted or error-free; that every data item can be synchronized regardless of format, quality or volume; that Third-Party Systems will remain available, compatible or unchanged; that the Service will meet requirements not disclosed and approved; that synchronization will automatically correct incorrect or duplicate data; that all operations will complete within the configured frequency; or that every malfunction can be resolved without changes to Customer systems.
22.4 Images, examples, demonstrations and informational materials are illustrative only and do not constitute a guarantee of identical functionality or results.
22.5 The Customer acknowledges that no information system can be guaranteed to be entirely free of errors, vulnerabilities, interruptions or compatibility loss.
23. Limitation of Liability
23.1 Subject to mandatory provisions of law and except in cases of willful misconduct or gross negligence, DMA is not liable for indirect, incidental or consequential damages; loss of profit, revenue, opportunity or goodwill; business interruption; loss or alteration of data that could have been avoided through adequate backups; damage caused by Third-Party Systems; damage resulting from incorrect data, configurations, mappings or instructions; unauthorized activities or statements by a Partner; use contrary to these Terms or the documentation; insufficient cooperation by the Customer or its suppliers; or changes to Customer systems made by persons other than DMA.
23.2 Subject to mandatory provisions of law, DMA’s total aggregate liability arising out of or in connection with the contract shall not exceed two times the fees actually paid by the Customer to DMA for the Subscription to which the claim relates.
23.3 The limitations in this section do not apply where exclusion or limitation is prohibited by law.
23.4 The Customer must promptly notify DMA of any malfunction and take reasonable steps to mitigate loss.
23.5 The limitations in this section are an essential element in determining the Service fees.
24. Indemnification
24.1 The Customer will indemnify and hold DMA harmless from third-party claims, losses, costs and liabilities arising from Customer-provided data or content, unlawful or unauthorized use of the Service, infringement of third-party rights attributable to the Customer, data protection violations attributable to the Customer, Customer instructions, configurations or requested operations, or breach of these Terms by the Customer or its Authorized Users.
24.2 DMA will notify the Customer of any such claim and allow the Customer to participate in its management to the extent reasonably possible.
24.3 The Customer may not enter into any settlement involving an admission of liability or obligations on DMA without DMA’s prior written consent.
25. Termination and Early Cessation
25.1 Either party may terminate the contract for a material breach by the other party that remains uncured for thirty (30) days after receipt of written notice.
25.2 DMA may terminate with immediate effect in the event of unlawful or fraudulent use, serious security violations, repeated non-payment, infringement of DMA intellectual property rights, unauthorized access attempts or use capable of damaging DMA, ERP Bridge or other customers.
25.3 The Customer may request early interruption of the Service at any time in accordance with the Proposal.
25.4 After the first thirty days, early interruption requested by the Customer does not entitle the Customer to any full or partial refund of the annual Subscription fee already paid.
25.5 Upon termination, all accrued fees, Professional Services already delivered, started or accrued, non-recoverable DMA costs and any other amounts due under the Proposal remain payable.
25.6 Provisions intended by their nature to survive termination remain in effect, including confidentiality, intellectual property, liability, indemnification, payment and governing law provisions.
26. Force Majeure
26.1 Neither party is liable for delay or failure caused by events beyond its reasonable control, including natural disasters, fires, floods, earthquakes, war, terrorism, civil unrest, epidemics, governmental measures, general strikes, telecommunications or power outages, large-scale cyberattacks and widespread unavailability of cloud providers or Third-Party Systems.
26.2 The affected party will inform the other party and use commercially reasonable efforts to mitigate the effects and resume performance.
26.3 Payment obligations already accrued are not suspended by force majeure.
27. Changes to the Terms and Service
27.1 DMA may update these Terms for legal, technical, organizational, commercial or security reasons.
27.2 Material changes will be communicated with reasonable notice and will generally apply from the next renewal.
27.3 Changes required by law, competent authorities or urgent security needs may become effective earlier.
27.4 Changes do not retroactively affect accrued rights.
27.5 If a change materially reduces the core functionality of the Service during a paid term, DMA will inform the Customer and identify a reasonable solution taking into account the cause and available alternatives.
28. Notices, Withdrawal and Non-Renewal
28.1 Operational and support communications may be sent to the email addresses provided by the parties.
28.2 Notices concerning the thirty-day withdrawal right, non-renewal, breach notices, termination and other formal communications must be made in writing.
28.3 Applicable formal methods, addresses and notice periods are stated in the final Proposal.
28.4 Where the Proposal requires certified email (PEC), notices must be sent to the PEC address stated in the Proposal or, if none is stated, to dma@pecditta.com.
28.5 Operational support requests may be sent to support@erpbridge.io.
28.6 The Customer is responsible for keeping its administrative, technical and contractual contact details up to date.
28.7 A notice sent only to a Partner is not deemed received by DMA unless expressly authorized in the Proposal.
29. Assignment, Severability and Entire Agreement
29.1 The Customer may not assign the contract or transfer the Subscription without DMA’s prior written consent.
29.2 DMA may assign the contract in connection with a merger, acquisition, corporate reorganization or transfer of the business or business unit relating to ERP Bridge.
29.3 If any provision is invalid or unenforceable, the remaining provisions remain effective.
29.4 Any invalid provision will, to the extent permitted by law, be replaced by a valid provision producing substantially equivalent effects.
29.5 Failure to exercise a right does not constitute waiver.
29.6 The Proposal, these Terms, any Data Processing Agreement and other expressly incorporated documents constitute the entire agreement between DMA and the Customer in relation to ERP Bridge.
29.7 The contract supersedes prior statements, proposals or communications concerning the same subject matter.
30. Governing Law and Jurisdiction
30.1 The contract is governed by Italian law.
30.2 Any dispute arising out of or relating to the contract or ERP Bridge will be subject to the exclusive jurisdiction of the court territorially competent for the registered office of DMA S.r.l., subject to any mandatory jurisdiction rules under applicable law.
Specific Approval
Pursuant to and for the purposes of Articles 1341 and 1342 of the Italian Civil Code, the Customer declares that it has carefully read and specifically approves the following clauses:
- Article 4 – Contractual relationship, limitations on Partner authority and Partner responsibility;
- Article 5 – Order of precedence of contractual documents;
- Article 7 – Technical requirements, Customer cooperation and consequences of Customer delays;
- Article 8 – Conditions for contract formation and activation;
- Articles 9.6 and 9.7 – Account deletion, uninstallation and continuing payment obligations;
- Article 11 – Third-Party Systems and exclusions of liability;
- Article 12 – Annual term, advance payment, renewal and non-renewal;
- Article 13 – Conditions, limits and exclusions of the contractual withdrawal right;
- Articles 14.6 and 14.7 – Suspension for non-payment and continuing payment obligations;
- Article 15 – Professional Services, scope changes and non-refundability;
- Article 16 – Service suspension;
- Article 17 – Maintenance, modifications, availability and absence of implied service levels;
- Article 18 – Consequences of termination and responsibility for data management;
- Article 22 – Warranties and Service limitations;
- Article 23 – Exclusions and limitations of liability;
- Article 24 – Indemnification obligations;
- Article 25 – Termination, early cessation and non-refundability;
- Article 26 – Force majeure;
- Article 27 – Changes to the Terms and Service;
- Article 28 – Formal notice requirements and ineffectiveness of notices sent only to a Partner;
- Articles 29.1 and 29.2 – Assignment of the contract;
- Article 30.2 – Exclusive jurisdiction.
ERP Bridge – A DMA S.r.l. Product