1. General
Welcome to Adelante. Adelante Ltd. provides the www.adelante.com website (“Site” or “Website”) and various products and services, subject to compliance by you (referred to as “you” or “your”) with all the terms, conditions, and notices contained or referenced herein (“Terms of Use”), and subject to any other written agreement between you and us.
1. The Adelante Ltd, an Israeli company no. 516306438 (hereinafter: "Adelante," “Company," "us," "our," or “we”) exclusively owns the Site, and the Services offered on it.
2. When using or purchasing products, goods, or services (“Service” or “Services“) on this Site, you shall be subject to these Terms of Use as a binding contract between you and us. Any other guidelines or rules are hereby incorporated by reference into these Terms of Use.
3. The Terms of Use sections are for convenience and orientation purposes only and will not be used for the Terms of Use interpretation.
4. You do not have any obligation to approve these Terms of Use, but if you decide not to approve them you may not be able to use our Services.
5. Our Quotation, as defined below, will be considered as an appendix to these Terms of Use. These Terms of Use shall prevail the Quotation and interpretation shall be given that complies with the Terms of Use provisions.
6. We reserve the right to change these Terms of Use from time to time with or without notice to you. You acknowledge and agree that it is your responsibility to review this Site and these Terms of Use periodically and be aware of any modifications. Your continued use of this Site after such modifications will constitute your acknowledgment of the modified Terms of Use.
7. BY COMPLETING THE PURCHASE PROCESS AND/OR USING THIS SITE, YOU AGREE TO BE BOUND BY THESE TERMS OF USE. IF YOU DO NOT WISH TO BE BOUND BY THESE TERMS OF USE, PLEASE EXIT THIS SITE NOW. YOUR REMEDY FOR DISSATISFACTION WITH THIS SITE, OR ANY PRODUCTS AVAILABLE ON OR THROUGH THIS SITE, IS TO STOP USING THIS SITE AND/OR THOSE PARTICULAR PRODUCTS. YOUR COMPLIANCE WITH THESE TERMS OF USE BECOMES EFFECTIVE IMMEDIATELY UPON COMMENCEMENT OF YOUR USE OF THIS SITE.
2. Definitions– These will constitute the definitions in these Terms of Use
1. “User” – You and anyone who uses the Site or Services. The use includes, but is not limited to, reading, browsing or viewing content, ordering services or goods, making a payment, or transferring information.
2. “Platform” – the hardware, peripherals, communications, software, and any infrastructure or means necessary for the provision of Services to the User, including the Zendesk system.
3. “Services” – shall include the definition and implementation of tools for improving digital information management processes as agreed between the parties, which will be carried out during the use of the Platform.
4. “User Information” – original information of the User.
5. “Access Means” – means required for accessing the Platform, including any User’s computerized systems.
6. “Quotation” – all details and conditions, in their most up-to-date version, as sent to you or presented on the website.
3. Statements of the parties
1. Nothing of this Terms of Use and\or the performance of their obligations thereunder contradict any obligation to any third party and\or any applicable law.
2. These Terms of Use do not define between the parties a relationship of employee-employer, ownership, partnership, or representation, but only a relationship between a service provider (Adelante) and a recipient of Services (You).
3. The User declares its full awareness that the Services success depends on the User’s full and that continuous cooperation with our work is required, as per the processes and conditions specified in the Quotation.
4. The User declares that it has everything needed for implementation of the Services and that the User will be the sole responsible for the continuity, availability, and correctness of the User Information, and the compliance of all with the provisions of any applicable law.
4. The Services – Without derogating the above generality definitions, the User is entitled to the services listed below:
1. The User will present us its business and operational processes.
2. We will study, examine, and summarize by writing your operational processes and will set a definitions scope of settings, platforms, and processes (hereinafter: "Definitions Document").
3. The Definitions Document will be examined thoroughly by the User to ensure that it encompasses all the User's relevant business and operational processes. Moreover, The User will ensure that the Services meet its requirements and needs as per the Definitions Document. The User’s response to the Definitions Document will be sent back to us Within five business days.
4. Per our consideration, We will update the Definitions Document as per User comments and forward the updated Definitions Document back to the User. The User will re-review the updated Definitions Document, and we will re-update the Definitions Document. The described process will continue until the User’s confirmation of the Definitions Document.
5. Per User's Definitions Document approval (hereinafter: "Definitions Approval"), we will carry out the task of performing the Services.
6. Upon completion of the Services settings and its delivery to the User (hereinafter: "Delivery Date"), the User will perform internal tests of the Management Tool for a period not exceeding 21 business days (hereinafter: "Test Period").
7. It is agreed that during the Test Period, Adelante will have no responsibility regarding the quality or integrity of the Services, that the User will make sure that it is ready to run all needed tests, and that it has backed up its data before the Test Period.
8. Till the end of the Test Period, the User will report us by writing any error as per the Definitions Document (hereinafter: “Error“). We will correct the reported error.
5. Payment Terms
1. We will be entitled a Fee from the User for our Services As per the Quotation instructions (hereinafter: “Fee“). VAT will be added to the Fee per any applicable law.
2. Any failure of the Users Fee payment, up to the payment date, will be a User’s major breach of this Terms of Use agreed. Moreover, we will be entitled to any right by the law.
3. The customer has the right, within the first 30 days after the Delivery Date, to request a cancellation of the Services and receive a refund of the Fee.
6. Ongoing Service
1. Adelante undertakes its availability for an initial response within 48 hours of User’s service calls relating to a malfunction of the Services, during the first 30 days after the Delivery Date.
2. Service calls may be sent to the e-mail address help@getadelante.com.
3. It is clarified that section 7.1 above is not a commitment of the period needed to correct any malfunction and\or to change or reduce the User’s Fee payment obligations.
7. Liability limitation
1. The User will be solely responsible for the Platforms and the Platforms providers, will bear the full costs and obligations of it, and will be required to approve any required documentation for the use of the Platforms and\or requested by the Platforms providers.
2. Note that no guarantee is granted that there will be no temporary, continuous, full, or partial Services malfunctions, including as a result of failures, changes, or updates of the Platforms (Hereinafter: “Platform Malfunctions“).
3. As Platform Malfunctions will occur, we will make commercially reasonable efforts to solve the malfunctions per the agreed service terms between us. Nevertheless, we will have no responsibility for the integrity, update, or continuity of the Services in case of change or update of the Platform and\or Platforms providers services.
4. Without derogating from the generality of the above, it is agreed that our responsibility is only for the definitions and implementation of the Services. Therefore, we will not bear any direct and\or indirect damage, cost, or lack of profit of you or any third party, as a result of the Services use or malfunction. It is clarified that our liability for any Services failure will be limited to the activities needed to correct it and per the other terms of this Terms of Use.
5. In the case that a court of law will find us responsible for any damage, cost, or lack of profit, It is agreed that our maximum liability, compensation, or indemnification will not exceed your last Fee paid to us.
6. We will not be responsible for storing or saving any of your or any third-party data, User Information, or Processed Information.
8. Access to information
1. The accurate and continuous Access Means that You will provide us are necessary for the Services implementation. You are required to update us in advance by writing of any change or update of the Access Means, which may affect the access and implementation of the Services. You release Us from any liability or claim regarding a Services malfunction due to Access Means issues.
2. We will maintain the Access Means securely and reasonably, but it is not guaranteed that our Services, and the Access Means are immune from unauthorized third parties, and you release us from any liability or claim regarding such unauthorized access.
9. Advertising content
1. You authorize us to bring to your attention advertising content, marketing, and various recommendations, which We Believe that you may find interest in (hereinafter: “Advertising Content“). We may share with you Advertising Content via e-mail and/or during Your use of our Services.
2. At any time, you may request us to stop bringing to your attention Advertising Content by e-mail or using dedicated tools that will accompany the Advertising Content.
3. Note that none of the Advertising Content constitutes our recommendation or encouragement in purchasing services, assets, or products. We are not a party to any presentation or contract between You and the advertiser, and that you release us from any liability related to Advertising Content and/or Advertising Content service providers.
10. External links
1. While you use the Services, you may find links to various sites on the Internet, which are not operated or published by us. (hereinafter: “External Links“).
2. We do not undertake that External Links will lead to an active website, their reliability, correctness, or compliance with the law’s requirements. We are not a party to any contract with any external link publishers and will not be liable for any debt due to damage, expense or loss caused or were allegedly caused in connection with third parties with External Links.
10. Confidentiality
1. Any information of you and us will be treated by the other as Confidential.
2. Neither of you or us will disclose the other’s information to a third party if the disclosed information is not a common public domain already, or without the other’s party explicit written consent, or in accordance with a legal requirement, or during a dispute resolution proceeding between you and us in the court of law.
3. For the avoidance of doubt, confidentiality will apply to all information that reaches us from you due to our Services to you, which does not constitute public domain but constitutes a trade secret per the provisions of the Israeli Commercial Torts Law, 1999.
11. Intellectual Property
1. “Adelante,” the Services, and any idea, patent, design, trademark, Definitions Document, software code, drawing, or any part thereof are the exclusive property of Adelante (hereinafter: “IP“).
2. Notwithstanding the foregoing in Section 13.1, We will not use the Definitions Document or software code developed specifically for you for our Services to any third party.
3. Notwithstanding the above in section 13.1 above, this Terms of Use does not give Us any rights in Your ideas, patents, designs, trademarks, Definitions Document, software code, and/or drawing you owned before you approved of this Terms of Use.
4. You are prohibited from transferring, selling, renting, publicly broadcasting, copying, or reproducing the Services or Services’ content.
5. None of your comments or proposals regarding the development and/or design and/or improvement of the Services will give you no right in Adelante or the Services, and you give us a worldwide license to use those for no cost.
12. Termination of the contract
We reserve the right to change, discontinue and/or suspend the activity of the Services, in whole or in part, temporarily or permanently, by our own discretion and without prior notice, or being required to provide a justification or explanation, and you hereby waive any claim and/or demand in this regard.
13. Miscellaneous
1. Survival. Sections 7, 11 – 14 of this Terms of Use will survive its termination or expiration.
2. Entire Terms of Use; Amendment and Waiver. These Terms of Use and the constitute the full and entire understanding and Terms of Use between the parties with regard to the subject matters hereof and thereof. Any term of this Terms of Use may be amended, and the observance of any term hereof may be waived (either prospectively or retroactively and either generally or in a particular instance) only with the written consent of all of the parties to this Terms of Use.
3. Severability. In the event that provision of These Terms of Use is held by a court of competent jurisdiction to be unenforceable under applicable law, then such provision shall be excluded from These Terms of Use, and the remainder of These Terms of Use shall be interpreted as if such provision were so excluded and shall be enforceable per its terms; provided, however, that in such event these Terms of Use shall be interpreted to give effect, to the greatest extent consistent with and permitted by applicable law, to the meaning and intention of the excluded provision as determined by such court of competent jurisdiction and further provided that the essential terms and conditions of these Terms of Use for each party remain valid, binding and enforceable.We may update these Terms of Use at any time. If we do so, we will notify You. It is agreed that the continued use of the Services after our notice will constitute your consent to the said change.
4. Delays or Omissions. No delay or omission to exercise any right, power, or remedy accruing to any party upon any breach or default under this Terms of Use shall be deemed a waiver of any other breach or default theretofore or thereafter occurring. Any waiver, permit, consent, or approval of any kind or character on the part of any party of any breach or default under this Terms of Use, or any waiver on the part of any party of any provisions or conditions of this Terms of Use, must be in writing and shall be effective only to the extent expressly set forth in such writing. Under this Terms of Use, all remedies afforded to any of the parties by law shall be cumulative and not alternative.
5. Successors and Assigns. Except as otherwise expressly limited herein, the provisions hereof shall inure to the benefit of, and be binding upon, the successors, assigns, heirs, executors, and administrators of the parties hereto. None of the rights, privileges, or obligations set forth in, arising under, or created by these Terms of Use may be assigned or transferred by you without our prior written consent.
6. Governing Law; Jurisdiction. These Terms of Use shall be governed by and construed according to the State of Israel’s laws. Any dispute arising under or related to these Terms of Use shall be resolved exclusively in the competent court for Tel Aviv-Jaffa district, and each of the parties hereby irrevocably submits to the exclusive jurisdiction of such court.
7. Notices. Notices to you shall be delivered through your e-mail address or postal address and shall be deemed to have been received by you, and shall be effective, (i) on the day given, if personally delivered or if sent by confirmed e-mail or (ii) on the third day after which such notice is deposited, if mailed.
14. Adelante- Contact details
Company Name: Adelante
Address for letters: Ehad Haam 9 Tel Aviv, Israel
E-mail: help@getadelante.com
Last update: 05/02/2023
