Terms and Conditions

Whereas

  •  Adalte LLC, 18151 NE 31 CT, Suite 1803, 33160, Aventura, Miami, Florida, USA, (hereinafter, shortly, “Adalte”) is the Software house which is the sole and exclusive owner of the application programming interface (hereinafter, shortly, “API") and all related documentation available at developers.adalte.com;
  • The Developer is the entity or the person requesting Adalte to have Access and get connected to the API.
  • The Sponsor is the entity, partnering with Adalte, which has requested to enable an access to the API (hereinafter, shortly, “Access”) for the Developer;
  • Developer accepts the following General Conditions entering in a Agreement with Adalte;

it is hereby agreed as follows:

  1.  ACCESS TO THE API
    Adalte grants only to the Developer the non-exclusive, nontransferable right to use the API.
  2.  ACTIVATION
    The Access shall be activated in the 7 working days, when Developer registration and Sponsor request are both received by Adalte.
  3. DURATION, SUSPENSION AND TERMINATION
    The Access is granted till the Sponsor asks Adalte to terminate it. This Access can be suspended without notice by Adalte if Developer violates or otherwise does not observe any of the terms, conditions or provisions of this Agreement. Moreover Access will be terminated after a 45-days suspension period, if not differently agreed by both parts.
  4. ADALTE’S OBLIGATIONS
    Adalte undertakes vis-à-vis the Developer as follows:
    1. To activate the requested services as indicated in the present agreement.
    2. To ask for the activation of XML codes for the platform to third suppliers within the date of delivery of the services.
    3. To guarantee the best functioning of the API, its update and maintenance on line on a 24 hour basis, excluding the periods of the necessary ordinary and extraordinary maintenance. Blockages of the system longer than two hours shall be communicated to the Developer with at least 24 hour notice.
    4. To guarantee the best protection against any kind of fraudulent attack to its servers.
    5. To opportunely solve any inconvenience, bug or interruption of the services.
    6. To guarantee and to be guaranteed by possible third suppliers that all the data are treated in compliance with the laws governing the protection of privacy.
    7. To update the Access with any new, corrected or enhanced version of the API. Such enhancement shall include all modifications to the API which increase the speed, efficiency or ease of use of the API.
    8. To inform Developer about any API update modifying the previous way to use the API.
  5. DEVELOPER’S OBLIGATIONS AND RULES TO USE THE API
    Developer undertakes vis-à-vis Adalte as follows:
    1. To use the API only for lawful purposes and in compliance with national and international laws and the regulations of this Agreement.
    2. Not to copy, duplicate or reproduce the API.
    3. To acknowledges that the API, the handbooks and all the pertaining documentation are protected by copyright in favour of Adalte and will be then responsible for all the violations of such rights.
    4. To communicate, and timely update if necessary, the modality to access remote servers or any services owned or used by Developer when connected with operations performed through the API.
    5. Not to public deceptive indications regarding the copyrights of the API which may lead third parties to be believed that Developer is the copyright owner.
    6. Not to communicate to anyone intellectual properties or confidential information available by the Access, such as the API structure.
    7. To  use the services at his own risk
    8. Not to use the Access:
      1. to libel, to trouble, to threaten third parties or to violate their rights such as the right to privacy, honour and personal decorum;
      2. to publish, to distribute or diffuse any material of libelling, obscene  or in any case unlawful nature;
      3. to upload files, programs or any other material protected by rights owned by third parties, unless  authorized to use by the legitimate owner;
      4. to upload programs and/or files damaged or infected by virus or which, in any case, could modify or disturb the normal Adalte or Sponsor operation.
  6. EXEMPTION FROM GUARANTEES AND LIABILITY LIMITATIONS
    1. ‚ÄčThe API and all the documents pertaining to it are supplied to the Developer and accepted by the latter without reserve.
    2. The Parties acknowledge that Adalte does not exclude the possibility that the API may have some bugs and/or malfunctioning and/or interruptions of the service.
    3. Adalte shall not be responsible for malfunctioning, interruption of services or possible damages deriving from hardware or API problems, such as servers, routers, telephone and data lines, internet browsers belonging to Adalte, to the Developer, to any user operating with the Access or to entities providing services to one of the previous.
    4. Adalte shall not be responsible for malfunctioning, errors, money loses or other possible damages deriving from connections with hardware or API belonging to third entities, if these entities do not provide a proper solution to avoid those problems.
    5. Adalte shall not be responsible for malfunctioning, interruption of services, loss of data, accidental diffusion of personal or sensitive data and for any other damage due to fraudulent attacks such as data processing pirates, thieves, hackers, crackers, viruses and so on.
    6. Adalte is not responsible for the malfunctioning, the interruption of services or possible damages due to force majeure, such as accidents, fires, explosions, strikes, lock out, earthquakes, disasters, floods, riots and any other events difficult or impossible to be predicted which would prevent to fulfil the contractual obligations.
    7. Adalte shall not be responsible vis-à-vis third parties, for any kind of legal proceeds, indirect, specific, incidental, punitive, consequential damages such as corruption of data, loss of data, loss of profits, interruption of the activity, caused by the use or by the impossibility to use the API.
    8. Travel content published or available through the API is not owned by Adalte which has no duty to verify and/or control such data. Adalte is not responsible if content information available through the API, such us price or travel services descriptions, are not precise or false.
    9. Adalte total liability deriving from the use of the Access is limited to the timely solution of any malfunctioning of the API attributable to Adalte.
    10. The whole risk of the use and of the performances of the API is borne by the Developer who shall respect all the provisions of the applicable laws and of this agreement.
  7. INTELLECTUAL PROPERTY 
    Adalte has the intellectual property of all software solutions and technical content accessible through the API.
  8. CONFIDENTIALITY
    Each party acknowledges that before and during the performance of this Agreement, it may obtain confidential information of the other party. Neither party shall disclose any confidential information, including the terms of this Agreement to any third party, other than its technical or financial or legal advisors, or make any announcements regarding the nature of the relationship between the parties without the prior approval of the other party, except that a party may disclose the terms of this Agreement where required by law. The party required by law to make disclosure of the terms of this Agreement will promptly notify the other party and permit the other party to review and participate in the application process seeking confidential treatment.
  9. INFORMATION ON THE TREATMENT OF DATA
    Any personal information and data transfered to the API is never sold or exchanged or used for scopes different from the one described in the API dcocumentation.
  10. MODIFICATIONS
    Adalte has the right to change any article of this General Conditions anytime by posting the changes on this page.
  11. APPLICABLE LAW
    This Agreement shall be construed and enforced in accordance with the law of the United States of America and of the State of Florida, without regards to its conflict of laws rules. The courts of the State of Florida, County of Miami-Dade, shall have exclusive jurisdiction and venue over any dispute, proceeding or action arising out of or in connection with this Access Agreement or Developer’s use of the API.
  12. SEVERABILITY
    If a court of competent jurisdiction or both parties finds any provision of this Access Agreement, or portion thereof, to be unenforceable for any reason, that provision of the Agreement shall be enforced to the maximum extent permissible so as to effect the intent of the parties, and all other provisions shall continue in full force and effect.