Terms and Conditions

Last updated: July 21, 2025

1. Introduction

These Terms and Conditions ("Terms") govern your use of the website and services provided by ERPLY Development OÜ ("Company," "we," "our," or "us"). By accessing our website or using our services, you agree to be bound by these Terms.

If you do not agree to these Terms, please do not use our website or services.

2. Company Information

3. Definitions

• "Services" means all software development, consulting, and related services provided by the Company
• "Client" means any individual or entity that engages the Company for services
• "Website" means our website at erplydevelopment.com
• "Content" means all text, graphics, images, software, and other materials on our website
• "Agreement" means any contract or agreement between the Company and Client for services

4. Use of Website

4.1 Permitted Use

You may use our website for lawful purposes only. You agree to use the website in accordance with these Terms and all applicable laws and regulations.

4.2 Prohibited Activities

You may not:

• Use the website for any unlawful purpose or to solicit unlawful activity
• Attempt to gain unauthorized access to our systems or networks
• Transmit viruses, malware, or other harmful code
• Interfere with or disrupt the website's functionality
• Copy, reproduce, or distribute our content without permission
• Use automated systems to access the website excessively

5. Services

5.1 Service Description

We provide computer programming and software development services including but not limited to:

• Web application development
• Mobile application development
• Database design and management
• Cloud solutions
• Custom software development
• Technical consulting
• Maintenance and support services

5.2 Service Agreements

Specific services are provided under separate written agreements that supplement these Terms. In case of conflict, the specific service agreement takes precedence.

6. Payment Terms

6.1 Pricing

Prices for services are as quoted in writing or as agreed in the service agreement. All prices are exclusive of applicable taxes unless otherwise stated.

6.2 Payment

Payment terms are specified in individual service agreements. Generally:

• Invoices are due within 30 days of the invoice date
• Late payments may incur interest charges
• We reserve the right to suspend services for non-payment

6.3 Refunds

Refund policies are specified in individual service agreements. Generally, payments for completed work are non-refundable.

7. Intellectual Property

7.1 Our Rights

All content on our website, including text, graphics, logos, and software, is owned by or licensed to the Company and is protected by copyright and other intellectual property laws.

7.2 Client Rights

Upon full payment, clients receive the agreed-upon rights to deliverables as specified in the service agreement. Unless otherwise agreed, we retain rights to:

• General methodologies and know-how
• Tools and frameworks developed independently
• Use the work as a reference or for marketing purposes

7.3 Third-Party Rights

Clients are responsible for ensuring they have rights to any materials provided to us for use in projects.

8. Confidentiality

We understand the importance of confidentiality in business relationships. We agree to:

• Keep client information confidential
• Not disclose sensitive business information to third parties
• Use appropriate security measures to protect confidential information
• Return or destroy confidential information upon request

9. Warranties and Disclaimers

9.1 Our Warranties

We warrant that:

• Services will be performed with professional skill and care
• We have the right to provide the services
• Services will substantially conform to agreed specifications

9.2 Disclaimer

Except as expressly stated, services are provided "as is" without warranties of any kind. We disclaim all other warranties, express or implied, including warranties of merchantability and fitness for a particular purpose.

10. Limitation of Liability

To the maximum extent permitted by law:

• Our total liability shall not exceed the amount paid by the client for the specific service
• We are not liable for indirect, incidental, special, or consequential damages
• We are not liable for loss of profits, data, or business opportunities
• Clients must notify us of any claims within 30 days of discovery

11. Indemnification

Clients agree to indemnify and hold us harmless from claims arising from:

• Client's use of our services
• Client's breach of these Terms
• Content or materials provided by the client
• Third-party claims related to client's business operations

12. Termination

12.1 Termination Rights

Either party may terminate a service agreement:

• With written notice as specified in the agreement
• Immediately for material breach by the other party
• Immediately if the other party becomes insolvent

12.2 Effect of Termination

Upon termination:

• All unpaid fees become immediately due
• Each party retains its rights to confidential information
• Provisions that should survive termination remain in effect

13. Force Majeure

Neither party is liable for delays or failures due to circumstances beyond reasonable control, including natural disasters, government actions, war, terrorism, labor disputes, or technical failures.

14. Governing Law

These Terms are governed by and construed in accordance with the laws of Estonia. Any disputes shall be resolved in the courts of Estonia.

15. Data Protection

Our processing of personal data is governed by our Privacy Policy, which forms part of these Terms. By using our services, you consent to such processing.

16. Changes to Terms

We may modify these Terms at any time by posting updated terms on our website. Changes take effect immediately upon posting. Your continued use of our services constitutes acceptance of the modified terms.

17. Severability

If any provision of these Terms is found to be unenforceable, the remaining provisions remain in full force and effect.

18. Entire Agreement

These Terms, together with any specific service agreements and our Privacy Policy, constitute the entire agreement between you and the Company regarding the use of our website and services.

19. Contact Information

If you have questions about these Terms, please contact us: