Last Update – September 8, 2015

This document contains the terms of use of AMADEUS Travel Innovation Sandbox tool (hereafter “the Agreement”) and is a legally binding agreement between AMADEUS SAS, a French SAS (Société par Actions Simplifiée), registered at the Antibes RCS under number B 344 496 252, with offices located at 485 route du Pin Montard, les Bouillides – BP69 – 06902 Sophia Antipolis Cedex, France (hereafter “AMADEUS”), and the party agreeing to be bound by them (hereafter “the User”).

1. Scope

The scope of this Agreement is to define the terms and conditions under which the User is allowed to access and use the application programming interfaces (each an “API”), the files containing multiple data records (each a “Data File”) and API documentation (the “Documentation”), that are made available by AMADEUS online through AMADEUS Travel Innovation Sandbox for testing and prototyping purposes only. For the purpose hereof “AMADEUS Travel Innovation Sandbox” means the web site located at http://sandbox.amadeus.com together with the information, documentation, APIs and Data Files made available at AMADEUS’ discretion through this web site.

2. Registration - Acceptance

2.1 Registration. To access to AMADEUS Travel Innovation Sandbox , the User must create an account linked to a valid e-mail address. The User agrees to provide accurate and complete registration information. If the User is acting on behalf of a company or other legal entity, User represents and warrants that it has the authority to bind such entity to this Agreement. The User shall inform AMADEUS immediately of any change to such registration information. The User is sole responsible for the information it provides when creating its account, for the security of its password and for any use of its account.

Failure to comply with any of these obligations shall constitute a material breach and may result in immediate termination of this Agreement and closing of the User’s account without prejudice to any and all other rights AMADEUS may have.

2.2 Acceptance. By clicking on "I agree" or similar button on the registration page of AMADEUS Travel Innovation Sandbox and/or completing a registration process or using the APIs or Data Files, User agrees to be bound by the terms of this Agreement.

AMADEUS may at any time modify the terms of this Agreement by posting updated Terms of Use on AMADEUS Travel Innovation Sandbox or by sending registered users an email notice of the updated Terms of Use. Those updated Terms of Use shall cancel and replace this Agreement upon acceptation by the User. If any modification is unacceptable to the User, then the User shall cease using AMADEUS Travel Innovation Sandbox. If the User does not cease using AMADEUS Travel Innovation Sandbox, the User will be deemed to have accepted the updated Terms of Use.

3. Use conditions

3.1 AMADEUS hereby grants to the User a limited, non-transferable, non-exclusive right, without financial counterpart, to access and use the APIs and Data Files available through AMADEUS Travel Innovation Sandbox in order to build test applications.

In counterpart, the User agrees to answer to questions AMADEUS may ask on its use of the API and Data Files and on its appreciation of AMADEUS Travel Innovation Sandbox. AMADEUS shall be free to use such answers and appreciation for any purpose, in any manner and under any form and without limitation or compensation of any kind.

3.2 Use Limitations. The access to the APIs and Data Files through AMADEUS Travel Innovation Sandbox is granted to the User exclusively for testing and prototyping purposes. No commercial use of APIs or Data Files is allowed under any circumstances. If the application developed by the User contains any part of the APIs and Data Files, the User shall use such application only for testing and prototyping. Such application shall not be made available to any third parties in any form, including without limitation as part of a public website. Any usage of the APIs and Data Files outside the scope described herein will be considered as a breach and will give AMADEUS the right to immediately terminate this Agreement and close the User’s account without prejudice to any and all other rights AMADEUS may have.

3.3 Quotas. AMADEUS Travel Innovation Sandbox being accessible for testing and prototypes purposes solely, AMADEUS reserves the right to limit the access to the APIs (for example but without limitation, by setting a maximum number of requests per User).

3.4 Unauthorized access. The User shall take all precautions necessary to prevent unauthorized access to AMADEUS Travel Innovation Sandbox, including without limitation by not disclosing its password to any third party. In the event that AMADEUS reasonably considers that the User is not respecting these conditions, or that an abuse or misuse of AMADEUS Travel Innovation Sandbox is being performed through the User’s access described herein, AMADEUS shall be entitled to automatically suspend such access at its sole discretion without prejudice to any and all other rights AMADEUS may have.

3.5 Any other right is expressly excluded. The User may not (and may not permit any party to), directly or indirectly subject to applicable law: (a) reverse engineer, decompile, or disassemble the APIs and Data Files; (b) market, sell or otherwise distribute the APIs and Data Files, in whole or in part, as a stand-alone product; (c) modify, revise, improve, upgrade, enhance and create derivative works of the APIs and Data Files for any purpose, including error correction or any other type of maintenance; (d) remove, obscure, or alter any notice of any AMADEUS trademark, service mark, or other intellectual property or proprietary right contained within the the APIs and Data Files; or (e) use the APIs and Data Files to create any applications that (i) violate the terms of any laws, ordinances, or regulations, including applicable data privacy laws or (ii) violate this Agreement.

In particular, the User may not (and may not permit any party to), directly or indirectly:

1) use any "robot," "spider" or other automatic device, or a program, algorithm or methodology having similar processes or functionality, or any manual process, to monitor or copy any part of AMADEUS Travel Innovation Sandbox;

2) utilize any software, application, or algorithm, whether integrated in a browser or otherwise, that frames, modifies or adds content to any part of AMADEUS Travel Innovation Sandbox.

3) transmit or otherwise transfer any part of AMADEUS Travel Innovation Sandbox to any other computer, server, web site, application or other medium for purposes of, for example but without limitation, mass distribution or use in any commercial enterprise;

4) take any action to interfere or attempt to interfere with the proper working of AMADEUS Travel Innovation Sandbox.

 

4. Proprietary rights - Confidentiality

4.1 The APIs, Data Files and Documentation available through AMADEUS Travel Innovation Sandbox constitutes proprietary and confidential information and trade secrets and know-how of AMADEUS IT Group, S.A. and its affiliate, AMADEUS S.A.S., or its affiliates or licensors (“the Confidential Information”). The User shall not sell, assign, lease, sub-license, transfer, encumber or suffer to exist any lien or security interest on, nor allow any person or corporation to copy, reproduce or disclose, in whole or in part, the API, the Data Files or the documentation both during the course of this Agreement and after its termination. The User shall respect the intellectual property of AMADEUS and not use AMADEUS’ technology or patents or reproduce copyrighted software, documentation, or other materials without AMADEUS’ prior written permission.

4.2 The User shall treat AMADEUS' Confidential Information as strictly confidential during the term of this Agreement and for ten (10) years after its termination for any reason. The User shall not transfer, publish, or disclose them under any form to any third party except as expressly authorised by AMADEUS in writing.

4.3 The User is the owner of the information it furnishes when using the API and Data Files or has the right to use it. The User is sole responsible for the use of such information and of the information obtained when using the API and Data Files. The User shall observe applicable data privacy standards. In particular the User shall not furnish any confidential information such as personal data when using the API and Data Files. No confidentiality undertaking is hereby taken by AMADEUS.

5. Warranty Disclaimer

The access to the API and Data Files is provided AS IS solely for testing and prototyping purposes and without any warranty of any kind. AMADEUS does not warrant that the APIs, the Data Files, AMADEUS Travel Innovation Sandbox or any other items provided hereunder will meet the User’s requirements or that its access or use will be uninterrupted, error free, or completely secure. The User shall be solely responsible for its use of the APIs, the Data Files, AMADEUS Travel Innovation Sandbox or any other materials provided, including for quality and performance and for accuracy or quality of any information transmitted, received or otherwise delivered through AMADEUS Travel Innovation Sandbox.

6. Evolutions

6.1 AMADEUS may, without any obligation, make available updates, new APIs or other changes to AMADEUS Travel Innovation Sandbox. Such changes will be part of AMADEUS Travel Innovation Sandbox and will be governed by the terms of this Agreement or of the agreement then in effect.

6.2 Notwithstanding the provisions of Article 3.1 above, it is acknowledged that AMADEUS Travel Innovation Sandbox being designed for testing and prototyping, AMADEUS may at its discretion suspend temporarily or terminate access to AMADEUS Travel Innovation Sandbox at any time without liability to the User.

7. Miscellaneous

7.1 Assignment. The User shall not transfer or assign the present Agreement, or any right or obligation hereunder, without AMADEUS' prior written consent.

7.2 Personal Data. The User has a personal right of access, withdrawal and correction as provided by law regarding the personal data the User has furnished when creating its account. The User may exercise this right in writing to AMADEUS at the address set forth on the first page of this Agreement.

7.3 Independent contractors. It is mutually understood and agreed that nothing in this Agreement is intended to or will be construed to create or establish any agency, partnership or joint venture relationship between the parties hereto.

8. Term - Termination

8.1 This Agreement shall remain in force as long as access to APIs and Data Files are available through AMADEUS Travel Innovation Sandbox, unless replaced or terminated as provided under this Agreement.

8.2 AMADEUS may immediately terminate this Agreement without formalities in case of breach by the User of any of its obligations set forth herein, by written notice to the User.

9. Governing Law and Dispute Resolution

9.1 This Agreement and any difference or dispute arising out of it or related to it shall be governed, construed and interpreted in accordance with the laws of France.

9.2 Any dispute arising in connection with this Agreement shall be submitted to the exclusive jurisdiction of the Courts of Antibes, France.