Terms & Conditions

ast updated: 24/02/2026

These Terms and Conditions (“Terms”) govern access to and use of the DueBee software-as-a-service platform and related services (the “Service”) provided by DUEBEE SRL, registered at Via Vittorio Veneto 67, 39042 Bressanone (Italy) , VAT 03299600217, company no. BZ – 248492, (“DueBee”, “we”, “us”).

The customer identified in an Order Form or online checkout (“Customer”, “you”) enters into these Terms.

 

B2B only. The Service is offered exclusively to businesses and professionals, not consumers.

 

1. Definitions

 

 

  • “Order Form”: any order, quote, statement of work, subscription plan selection, or online purchase referencing these Terms.

  • “Customer Data”: data you or your users submit to the Service, including business data and personal data.

  • “Personal Data”: as defined under GDPR.

  • “DPA”: Data Processing Agreement governing processing of Personal Data, incorporated by reference in Section 10.

 

 

2. Contract Formation & Order of Precedence

 

2.1. A contract forms when (a) you accept an Order Form, (b) you click acceptance in an online flow, or (c) you start using the Service after being presented these Terms.

2.2. Order of precedence in case of conflict: Order Form → DPA → these Terms → Documentation.

 

3. Scope of Service

 

3.1. The Service provides tools to automate and streamline operational workflows (e.g., order intake, routing, integrations, reporting), as described in the Documentation and the applicable Order Form.

3.2. Any professional services (implementation, custom integration, training) must be agreed in writing (Order Form/SOW).

 

4. Account, Users, and Security

 

4.1. You must ensure your users comply with these Terms and you are responsible for their actions.

4.2. You must keep credentials confidential and notify us promptly of unauthorized access.

4.3. We may implement reasonable security measures and may require security controls (e.g., SSO, MFA) for certain plans.

 

5. Acceptable Use

 

You must not (and must not allow users to):

 

  • breach applicable law, infringe IP, or violate third-party rights;

  • upload malware, attempt to exploit vulnerabilities, or disrupt the Service;

  • reverse engineer or derive source code except where mandatory law permits;

  • use the Service to build a competing product;

  • send unlawful or deceptive communications, or process prohibited content.

 

We may suspend or limit access if we reasonably believe there is a violation or security risk.

 

6. Fees, Invoicing, and Taxes

 

6.1. Fees are as stated in the Order Form. Unless otherwise stated, fees are exclusive of VAT and similar taxes.

6.2. Late payments may accrue interest and recovery costs as permitted by applicable law.

6.3. We may adjust fees at renewal with [30 days] prior notice, unless fixed in the Order Form.

 

7. Integrations and Third-Party Services

 

7.1. The Service may integrate with third-party systems (e.g., ERP, telephony, messaging, payment providers). You are responsible for third-party accounts, credentials, and third-party terms.

7.2. DueBee is not liable for third-party downtime, API changes, or third-party service performance.

 

8. Service Levels, Support, and Maintenance

 

8.1. Support channels and response targets are defined in the Order Form or support policy.

8.2. We may perform maintenance. We will use reasonable efforts to give notice for scheduled maintenance.

8.3. Unless you purchase a specific SLA, the Service is provided on an “as available” basis.

 

9. Intellectual Property

 

9.1. We retain all rights in the Service, software, documentation, and related IP.

9.2. You retain all rights in Customer Data.

9.3. You grant DueBee a limited right to host, process, transmit, and display Customer Data solely to provide and improve the Service.

 

10. Data Protection (GDPR) and Privacy

 

10.1. Each party will comply with applicable data protection law, including GDPR.

10.2. If DueBee processes Personal Data on your behalf as a processor, the parties will enter into a DPA consistent with GDPR Article 28 and related requirements. 

10.3. The DPA will cover: subject matter and duration, nature and purpose, types of Personal Data, categories of data subjects, security measures, sub-processors, assistance, breach notification, deletion/return, and audits (as applicable). 

10.4. If DueBee acts as an independent controller for limited data (e.g., billing contacts, account administration), that processing will be described in our Privacy Notice.

 

11. Confidentiality

 

11.1. “Confidential Information” includes non-public business, technical, pricing, and security information.

11.2. Each party will protect the other’s Confidential Information with at least reasonable care and use it only to perform the contract.

11.3. Exceptions: independently developed, publicly known, lawfully received from a third party, or required disclosure by law (with notice where permitted).

 

12. Warranties and Disclaimers

 

12.1. We warrant we will provide the Service with reasonable skill and care.

12.2. Except as stated, the Service is provided “as is” and we disclaim implied warranties (merchantability, fitness, non-infringement) to the extent permitted by law.

 

13. Limitation of Liability

 

13.1. Neither party is liable for indirect, incidental, special, consequential damages, or lost profits/revenue, loss of data, or business interruption, to the extent permitted by law.

13.2. Each party’s aggregate liability under these Terms is capped at fees paid in the 12 months preceding the event.

13.3. Carve-outs (typical): liability for fraud, wilful misconduct, death/personal injury due to negligence, and other non-excludable statutory liability.

 

14. Indemnities

 

14.1. IP Indemnity (DueBee): we will defend you against third-party claims alleging the Service infringes IP, and pay finally awarded damages, subject to conditions (prompt notice, control of defense, cooperation).

14.2. Customer Indemnity: you will defend and indemnify us for claims arising from Customer Data, your content, your users, or your unlawful use of the Service.

 

15. Term, Renewal, and Termination

 

15.1. Term is as stated in the Order Form. If auto-renewal applies, it must be stated in the Order Form.

15.2. Either party may terminate for material breach not cured within 30 days after written notice.

15.3. On termination, your access ends and we will delete/return Customer Data as set out in the DPA/Order Form, subject to legal retention.

Note: The EU “Data Act” may introduce additional switching/portability expectations for certain data processing services; if relevant to your product scope, add a dedicated Switching & Data Export clause aligned to those requirements. 

 

16. Suspension

 

We may suspend access immediately if needed to prevent harm, comply with law, or address security threats; we will restore access promptly once resolved.

 

17. Changes to the Terms

 

We may update these Terms for legal, security, or operational reasons. If changes are material, we will notify you in advance. Continued use after the effective date constitutes acceptance (unless prohibited by applicable law).

 

18. Governing Law and Jurisdiction

 

18.1. The parties may choose governing law for B2B contracts; the chosen law should be stated in the Order Form or here. 

18.2. Governing law: [e.g., Germany / Italy / Ireland / Netherlands].

18.3. Jurisdiction: Courts of Bolzano, unless mandatory law requires otherwise.

 

19. Miscellaneous

 

 

  • Assignment: neither party may assign without consent, except to an affiliate or successor in a merger/sale (with notice).

  • Force majeure: neither party is liable for events beyond reasonable control.

  • Severability: invalid clauses are limited/removed; remainder stays effective.

  • Notices: via email to info@duebee.com and to Customer’s billing/admin email.

  • Entire agreement: these Terms + Order Form (+ DPA) are the full agreement.