TERMS AND CONDITIONS OF USE FOR DDM TECHNOLOGY SRL PRODUCTS (“EULA”)
(version dated 7 November 2025)
- Scope of application of these terms and conditions
- These terms and conditions apply to all cases of use of one or more products (hereinafter also referred to as “Product” or “Products”) owned by DDM TECHNOLOGY SRL (hereinafter referred to as “Manufacturer”) or the provision of installation, update, assistance and maintenance services on the Products themselves (hereinafter also referred to as “Service” or “Services”). In particular, the subjects (hereinafter also referred to as “Recipients”) to whom these terms and conditions apply are:
- – any end user of the Product (hereinafter referred to as “End User”);
- – any third parties (e.g. Installers) who provide the Services;
- – any authorised resellers of the Product and/or Services (hereinafter also referred to as “VAR”) who undertake to reproduce the terms and conditions set out in this document in all contracts with third parties (including the End User and those who perform the Services).
- These terms and conditions apply to all cases of use of one or more products (hereinafter also referred to as “Product” or “Products”) owned by DDM TECHNOLOGY SRL (hereinafter referred to as “Manufacturer”) or the provision of installation, update, assistance and maintenance services on the Products themselves (hereinafter also referred to as “Service” or “Services”). In particular, the subjects (hereinafter also referred to as “Recipients”) to whom these terms and conditions apply are:
- Intellectual property and limits of use of the Product
- The Product is the exclusive property of DDM TECHNOLOGY SRL and is made available to the End User through a non-exclusive, non-transferable and perpetual (for On Premise Products) or temporary (for other Products) licence (or sub-licence) for the use of the Product in the configuration and volumes purchased.
- The End User must be in possession of all third-party authorisations and/or licences necessary for the use of the Product (e.g. SAP user licence) and undertakes to communicate, upon signing the contract and subsequently after each modification, the SAP installation number, the current SAP version/release and the current EHP or FPS level.
- The Recipients of this document shall take all necessary measures to protect the property rights of the Product and, therefore, to ensure the confidentiality and secrecy of its content (including any source code, if available). In particular, by way of example, unless otherwise agreed in writing, it is not permitted to:
- – destroy, alter or move the names and trademarks present in the Product and its source code;
- – modify, alter or expand the Product, except for the implementation of Implicit/Explicit Enhancements, BAdIs and Exits;
- – create derivative works from it, in accordance with copyright law;
- – circumvent the technical limitations, controls and restrictions present in the Product;
- – disassemble the Product;
- – export the contents of the Product and/or make copies of the Product, or parts thereof, except for the backup copy operation performed at the same time and incorporated in the backup copy of the SAP installation;
- – sell, transfer, rent, lease, sub-license, confer or transfer the Product to third parties, whether free of charge or for a fee;
- – grant the use, sell and, in any case, transfer and make the Product available to third parties;
- – publish the Product or allow others to duplicate it;
- – perform unauthorised IT security tests;
- – use the Products for purposes not permitted by law.
- Warranty
- The End User is responsible for:
- – verifying that the Product is suitable for their needs;
- – for the correct and proper use of the Product itself;
- – for the correct customisation of the Product in accordance with the relevant documentation;
- – the selection and use of any other type of programme, hardware or service that they will use on the same computers or other ABAP programmes run on the SAP installation where the Product has been implemented;
- – verifying the correct functioning of the Product following the implementation of BAdl, Exit, Support Packages, Enhancement Packages, Feature Pack Stacks, OSS Notes, or any other type of modification or upgrade performed in the SAP installation.
- The Manufacturer undertakes to make available for download the updates necessary to correct malfunctions in the event that the Product proves to be defective, “defect” meaning an actual malfunction that can be replicated under normal operating conditions.
- The activities necessary for the download, installation, implementation, and testing of updates released to correct malfunctions in the SAP installation shall be performed by the End User with the support of the VAR/entities providing the Services, based on specific agreements.
- The installation of the update may require the installation of additional preparatory updates, which, in this case, the End User is required to download and install in accordance with the contractual limits.
- Any update released will be limited to correcting the defect in the Product and will only be carried out if the End User provides documentation describing the conditions necessary to replicate the anomaly and, if requested by the Manufacturer and in coordination with the VAR/entities providing the Services, a remote connection to the SAP installation in which the latest Product update was installed in the production client within 12 months prior to the request.
- The End User is responsible for any consequences arising from the use of the Product for the purpose of developing applications of any nature or type, including with a view to any future updates to the Product that the End User may wish to purchase. The term “use” means the invocation of components or programmes that constitute the Product itself.
- The End User is solely responsible for the data, text, audio, video, images and other content uploaded or transmitted during use of the Product and provides the Manufacturer with all the rights necessary for the provision of the warranty or for assistance with the Product.
- If the chosen configuration consists of interconnected On-Premise Products and Cloud Products, the End User acknowledges and accepts that any interruption (e.g., due to termination of the contract) of updates for On-Premise products could cause malfunctions, including as a result of technical and technological developments in Cloud products, such as to modify the operating parameters inherent in the integration and interfacing between On-Premise and Cloud components.
- The Manufacturer reserves the right to define the Product Roadmap according to the evolution of technologies and market standards, with a view to the continuous technological improvement of the Product itself. The End User acknowledges and accepts that some user interfaces and components may no longer be updated/maintained and replaced by new modules, while preserving, unless otherwise communicated, the functionality of the replaced components.
Changes to the Product mainly consist of updating and evolving its features and performance. The Manufacturer reserves the right to make any changes to the Product that are considered appropriate, necessary or useful to maintain or improve the quality of the Product itself, its competitive strength or its cost or performance efficiency.
Changes related to the evolution of the Product can be of two types:- a. Minor changes, which are characterised by marginal developments (e.g. aesthetic and ergonomic improvements to the user interface) that do not require the End User to change the way they use the Product or undertake other related activities, such as additional training for their employees;
- b. Significant changes, as a result of which the End User may in turn have to implement an internal change to adapt their organisation to the correct use of the modified or evolved features. Examples of significant changes may include the discontinuation of features that are obsolete or no longer in line with current regulatory requirements and technological standards.
- The above warranty does not apply:
- a) if the Products have been tampered with or have undergone maintenance or any other type of intervention by parties other than those authorised by the Manufacturer;
- b) if the failure of the Product is due to any external factor beyond the Manufacturer’s control;
- c) if the fees for access to updates, corrective maintenance and/or improvements to On-Premise Products or for access to Cloud Products licensed for use under the “SaaS” (Software-as-a-Service) model have not been paid;
- d) if an update that corrects the malfunction detected by the End User is already available for download.
- The End User is responsible for:
- Audit
- The Manufacturer, either directly or through an expressly authorised party, reserves the right to verify, at least once a year, the users who use the Product as well as any levels and volumes of use at least once a year.
- The End User shall cooperate reasonably during the audits.
- In the event of use exceeding the number of licences purchased, the volumes purchased or the licence level purchased (Product configuration) and specified in the signed offer, the End User shall be required to pay the amounts due in order to acquire the additional licence rights in the quantities and levels identified by the audit.
- Termination of the contract and survival of these conditions
- After termination for any reason of the contract for the supply of the Product/Services, the End User is authorised to continue to use the On-Premise licences in compliance with all the provisions of this agreement (the effects of the latter, in fact, will cease only and exclusively in the case provided for in point 4 below). From the date of termination of the contract for the supply of the Product/Services, the Manufacturer will no longer provide any updates/improvements/additional implementations/assistance unless otherwise agreed in writing.
- In any case, if the End User requests access to updates/improvements to On-Premise Products after the termination of the contract for the supply of the Product/Services for any reason, they shall be required to pay all fees relating to previous years for which they did not subscribe to access to updates/improvements.
- These conditions shall remain valid and effective for the Recipients even:
- – after the termination, for any reason, of the contract for the supply of the Product/Services;
- – in the event of a change in the VAR/entity providing the Services.
- If the End User no longer wishes to use the licence granted, they may request in writing the uninstallation of the On-Premise Product and, consequently, the termination of this EULA. The uninstallation activities will be charged to the End User.
- In the case of Cloud Products, the End User may request the return of data in JSON format upon signing a specific offer defining the relevant fees.
- Relationship with other contractual provisions
- In the event of any conflict between this document and the General Terms and Conditions of Supply of the parent company Archiva S.r.l. or other contractual documents signed between the parties, these clauses shall prevail with regard to the use of the Product. To this end, it is specified that, with reference to the Products and Services, as defined in clause 1), there is no obligation of exclusivity.
- Otherwise, in the absence of any conflict, any additional clauses, even if accepted by signing a service offer, shall be considered supplementary and, therefore, binding on the Recipients.
