General Terms & Conditions


HotelSeeker.it™ is a platform (hereinafter “the Company Portal”) based on internet technology. HotelSeeker.it™ is managed by Hotel Seeker S.r.l., which has a sole stakeholder and whose registered offices are at Via Crocefisso 5, 20122 Milan, Italy, Milan Company Register N° 08090640965, Economic and Administrative Index (R.E.A.) N° 2002329, fully paid-up capital €10,000.00, tax and VAT number 08090640965 (hereinafter referred to as “the Operator”).

As part of the business activity of the Operator, the Company Portal represents a tool for communication and promotion of professional services and business activities that can be delivered, offered to a professional users, in accordance with these General Terms and Conditions of Use herein.

Whereas

A.    In order to access the Functions provided on the Company Portal, Users must open an account on the Portal.

B.    By registering on the User Registration field of the Portal, Users represent they have read and accept these General Terms and Conditions of Use, including the obligations and commitments pertaining to privacy and data protection pursuant to Italian Legislative Decree (Decreto Legislativo) N° 196 dated 30 June 2003, so-called data protection law (Codice in materia di protezione dei dati personali) and, as such, that they will fully comply with and meet the obligations herein. If users do not register on the Company Portal they will not be able to use the functions provided on the Company Portal (hereinafter the “Functions”, see articles 1.7 below.

C.    The Operator may block, suspend and/or cancel any account, change the functions on the Company Portal and amend these General Terms and Conditions of Use and its privacy policy; in the event large changes are made to the General Terms and Conditions of Use and the privacy policy the Operator will make all such changes visible on the Compnay Portal, encourage users to read them and allow them to rescind the contract with it if they do not want to accept such changes by asking for the account to be cancelled. Failure to send such request will, to all effects, be deemed acceptance of the changes to these General Terms and Conditions of Use (see Art. 2.2 herein).

G.    The Operator is the only owner/proprietor of the intellectual property, the registered trademarks, the Portal domain names and the know-how deriving, whether directly or indirectly, from the foregoing both currently and in the future.

The Parties Hereto Agree As Follows

1.    General aspects and definitions

1.1.    The recitals are an integral and essential part of these General Terms and Conditions of Use.

1.2.    The terms and expressions herein shall have the following meaning:

1.3.     Account: the User authentication system. An Account is necessary for Users to be able to access the Functions; each User must open an Account by registering on the Portal. Each account is made up of a User ID and a Password.

1.3.1.    An account must be managed by the User only and cannot be transferred to/used by anyone else.

1.3.2.    The Operator may change, add to and/or cancel the kinds of existing Accounts and even put them under categories; in any case, said changes will be made without any changes to the Functions of already existing Accounts.

1.3.3.    It is strictly forbidden for anyone under eighteen years of age (18) to register and use an Account.

1.4.    Username and Password: the alphanumeric code created by a User to gain access to the Portal and to use its Functions.

1.5.     Registration: the procedure, free of charge, by which Users:

1.5.1.    Select the most suitable Registration category, when available, on the Company Portal;

1.5.2.    Provide and insert their personal data so that an Account can be created;

1.5.3.    Insert alphanumeric codes to give them access to the Company Portal;

1.5.4.    Confirm the data supplied by following the instructions the Company Portal will send them by e-mail, namely an e-mail confirming that they have supplied the Data and, at the same time,  that they have accepted these General Terms and Conditions of Use and the Privacy Policy.

1.6.   Data: herein the term data shall mean:

1.6.1.    Name and last name of a person, date and place of birth, home address, tax number; e-mail address; telephone and fax number(s).

1.6.2.   Any other information supplied by Users, such as regarding real estate property and company management.

1.7.    Functionalities: all the tools and functions as a whole provided by the Portal, using web and mobile web technology and interfaces, that Users will be allowed to use, as an example only and not exhaustive thereto:

1.7.1.    Publication of Content;

1.7.2.    One way and two way communication from and to Users;

1.7.3.    Sending and receiving data between Users and the Operator;

1.7.4.    Ability of Users to see Content on the Portal.

1.8.    Contents: the information, images, sounds, videos, messages, digital notices that Users may post on the Portal.

2.    Effectiveness and duration of these General Terms and Conditions of Use

2.1.    These General Terms and Conditions of Use shall come into force when a User registers on the Portal, thereby dividing the effectiveness of this agreement between the User and the Operator.

2.2.    Users may rescind the agreement governed by these General Terms and Conditions of Use at any time by simply asking the Operator to cancel their Account. Cancellation will take effect immediately, except for those ongoing Accounts governed by articles 3, 4, 6, 9, 10, 11, 12 and 13 herein.

2.3.    The services provided by the Company Portal may only be used by Users that have Registered on the Company Portal.

2.4.    Upon registering, Users:

2.4.1.    Warrant that the personal and legal data provided are true and correct and that they will be fully liable under current laws, with particular reference to art. 76 of Presidential Decree (D.P.R.) N° 445 dated 20 December 2000 as currently in force.

2.4.2.    In particular, upon registering, Users represent that they are at least eighteen years old.

2.5.    These General Terms and Conditions of Use are indefinite. Users may rescind the agreement by asking the Operator to cancel their Account, without prejudice to the Users liabilities during the time the agreement is in force.

2.6.    The Data on the Account are personal and shall not be assigned to anyone else. Users shall be responsible for keeping the information about their Account, for any accidental loss thereof and for any improper use by anyone no matter how such persons come into contact with Users’ personal data.

2.7.    The Operator shall not be bound in any way to check and ensure the personal data provided by a User are true and correct; the Operator may, however, check – if he deems it necessary and at his unquestionable decision – that the personal data provided by a User and the information posted on the Account are true and correct.

2.8.    No individual or entity may open more than one Account.

2.9.    All Users shall be responsible for how their Account is used and shall inform the Operator of any unauthorised use of their Account by anyone other than themselves.

2.10.    The Operator shall not in any way be held liable for any use of Users’ Data by any unauthorised persons.

2.12.    If the Operator discovers any information or actions that could compromise the true and correct nature of a User’s personal data the Operator may cancel the Account without giving the User notice thereof.

3.    Use of the Account

3.1.    When using their Account, Users must fully comply with the way the Operator has designed the Functions to be used;

3.2.    Users shall amend their Accounts in order to guarantee the Data provided are true, correct and complete;

3.3.    Users may decide not to use the Functions provided on the Company Portal by asking the Operator to cancel their Account;

3.4.    If Users do not use their Account or do not log onto the Company Portal for more than 180 days the Operator shall have the right to cancel the Account;

3.5.    Users shall not use crawler, bot, spider or any other automatic system or any other automatic tool designed to collect manual procedures in order to monitor or copy the web pages about the Functions, the Data and/or Content posted on the Company Portal;

3.6.    Users shall not change, duplicate, copy, adapt or in any way use the Functions of the Company Portal or the content thereof for commercial purposes without the Operator’s express permission;

3.7.    Users shall not do anything to damage, block, slow down and/or make the Operator’s IT system heavier, including the Company Portal host servers or the Portal IT access network;

3.8.    Users shall not do anything whether directly or indirectly aimed at hacking, phishing, cloning defacing, spamming, code injection, reverse engineering or harvesting the Company Portal or the Accounts.Anyone caught doing any of the foregoing will be reported to the competent authorities and the communication and postal police and will be sued in pertinent criminal, civil and administrative courts.

4.    Newsletter and Blog Services

4.1. The Newsletter and Blog service offered by the Company Portal allows the User to subscribe to a service for receiving news (the “News”) made by sending e-mail, whose contents are processed at the Operator’s discretion.

4.2. The User interested in this service makes the registration to the same by sending and providing the data, in the same manner applied for the Registration of the Account.

4.3. Once the Newsletter service is activated, the User periodically receives e-mail communications containing contents reporting to the Company Portal.

4.4. For no reason, the Operator can be held responsible for the correctness and veracity of the contents reported in the Newsletter and in the Blog, reporting the same content provided by third parties  and in any case found on the public press of the public domain.

4.5. The Operator has the right to make available, modify and cancel the News within the Blog and News area of ​​the site, at its sole discretion.

4.6. Registered Users have the faculty to insert their own comments associated with the News published in the Blog and News area of ​​the site. With reference to this activity, the User:

4.6.1. Declares to take full responsibility for the contents expressed in the comments published;

4.6.2. Declares to indemnify the Operator for any damages or consequences that may derive from the declarations and contents included in the Blog and News area.

5.    Free assessment of real estate property and businesses

5.1.    The Company Portal offers a professional service for the assessment of real estate property and of businesses, specifically for hotel buildings, hospitality properties as well as businesses that are managed in the foregoing kinds of property.

5.2.    The service allows Users to insert information about their hospitality property, the size of the hotel or other hospitality property, how the hotel or hospitality property is managed and how profitable the hotel or hospitality property would be by indicating hotel performances.

5.3.    Upon receiving such information the Operator will proceed to estimate the likely market price of the property and/or hospitality business.

5.4.    Having terminated the assessment the Operator will inform the User of the result of the assessment by e-mail.

5.5.    With respect to the foregoing service Users acknowledge and represent that:

5.5.1.    They have read and accept these General Terms and Conditions of Use;

5.5.2.    They shall use the assessment service only for their personal purposes and not for commercial ends;

5.5.3.    They have read and accept the description of the service, the goals of the service, the restrictions on its application and usage as set forth in the description of service;

5.5.4.    They shall hold the Operator harmless for any consequences whether current on in the future that may arise out of or in connection with using such assessment whether for personal or for professional ends.

5.5.5.    They shall hold the Operator totally harmless for any consequences, claims for damages or any kind of damage arising out of or in connection with the knowledge, use, dissemination or disclosure to third parties of such assessment and to immediately inform the Operator of anything or any circumstances that could in any way be damaging to the Operator as a consequence of the knowledge, use, dissemination or disclosure to third parties of such assessment.

6.    Professional service: “Ask the Experts”

6.1.    The Company Portal offers a professional service for information and requests for in-depth analysis mainly about specific issues related to investments in hotels and in hospitality and tourist properties.

6.2.    The service allows Users to ask the Operator specific questions about such investments.

6.3.    Upon receiving such enquiries the Operator shall proceed to prepare an answer, which it will send to the enquirer by e-mail.

6.4.    With respect to this service Users acknowledge and represent:

6.4.1.    They have read and accept these General Terms and conditions of Use;

6.4.2.    They have read and accept the description of the service, the goals of the service, the restrictions on its application and usage, as set forth in the description of the service;

6.4.3.    They shall hold the Operator harmless for any consequences whether current on in the future that may arise out of or in connection with using such information and in-depth analysis whether for personal or for professional ends.

6.4.4.    They shall hold the Operator totally harmless for any consequences, claims for damages or any kind of damage arising out of or in connection with the knowledge, use, dissemination or disclosure to third parties of such information or in-depth analysis and to immediately inform the Operator of anything or any circumstances that could in any way be damaging to the Operator as a consequence of said knowledge, use, dissemination or disclosure to third parties of such information or in-depth analysis.

7. Agency and brokerage activities

7.1. The Operator, among others, carries out agency and brokerage services, being regulated by the Italian Civil Code and its laws

7.2. The Operator owns the requisites required by the Italian law 3 February 1989 n ° 39 and subsequent modifications, in the persons of its Legal Representatives

7.3. The Operator is therefore authorized to implement all activities functional to the agency and brokerage of real estate properties and businesses, in full compliance with the laws and regulations in force and in compliance with the strictest professional ethics rules.

8.    Professional Services provided by the Operator against a fee

8.1.    The Operator provides the professional service set forth on the Company Portal, as an example only and not exhaustive thereto, Feasibility Studies on Hotels, Hotel’s Valuations, Market Research, Support services to Select Hotel Operators, Support services to Select Hotel Franchises, Architecture and Hotel Design, Support in Negotiating Lease Contracts, Hotel Management Contracts, Investment Sales and Agency Services, Education and Training Services.

8.2.    All the contracts governing the professional services the Operator offers its Users and Clients will be drawn up directly and exclusively between the Operator and those Users and Clients that apply for such services.

8.3.    Upon receiving a written request for such services from Users and Clients the Operator will inform them how the services will be provided, the terms and conditions thereof, the timeframe and the cost of such services by way of a specific written contact, without prejudice to the effectiveness to these General and Terms and conditions of Use.

9.    Assignment, use and management of Content

9.1.    The Company Portal hosts Content that is owned by both the Operator and the Users. The Company Portal is protected by current copyright laws and international agreements. The Content on the Portal is protected as a collective work or a collection of works pursuant to both domestic copyright laws and international copyright agreements.

9.2.    Users warrant that they will not copy, divulge or modify the Content on the Portal without the specific written agreement from the Operator. Users shall not do anything to dismantle, decompile or remove source codes or do anything to obtain the Portal’s source codes.

9.3.    Users warrant they will not reproduce, copy, sell, resell or capitalise on any Content on the Portal except their own Content.

9.4.    By placing Content on the Portal, Users give, thus in so doing representing they have the right thereto, to the Operator an indefinite, non-exclusive, irrevocable, free-of-charge, sub-licensable and transferable license, valid throughout the world, to use such Content as and how it wants (for example, the right to distribute it, make it public, transform it and make it accessible to the public).

9.5.    The Operator reserves the right to remove the Content from the Portal at its unquestionable judgment if it considers that any claims, actions or facts that these General Terms and Conditions of Use or the rights of third parties have been breached are grounded.

9.6.    The following Content is specifically forbidden:

9.6.1.    Illicit, harmful, threatening, abusive, bothersome, defamatory and/or slanderous, vulgar, obscene, detrimental to other people’s privacy, racist, xenophobic, classist or however reprehensible;

9.6.2.    Images, text or any other content that is aimed at exploiting sex or violence, including publication of pornographic or child pornographic images, prostitution or any other sexual invitation and links to adult websites;

9.6.3.    Content that is intended to promote or incite criminal activities including paedophilia, fraud, internet crime, drug trafficking, persecutory conduct, gambling, money laundering, theft and illegal trade, financial crime and usury;

9.6.4.    Content that is, at the Operator’s unquestionable judgment, potentially harmful, in whatever form, to the Operator’s reputation and/or to any third party;

9.6.5.    Any code, virus, malware, trojan, file or program that contain codes specifically written to block, destroy or limit the functioning of the Operator’s software, hardware, IT systems or machinery;

9.7.    By posting their Content on the Company Portal, Users specifically represent they are not breaching the rights of any third party, including, for example, intellectual property rights, copyright on intellectual property and trademarks.

9.8.    It is the responsibility of Users to prove that their Content is not protected by any intellectual and/or industrial property laws, with specific reference to copyright.

9.9.    The Operator reserves the right to remove from the Portal – at its unquestionable judgment – any Content that could in any way breach these General Terms and Conditions of Use and the rights of third parties.

9.10.    Without prejudice to the foregoing, the Operator shall not be held liable for any damage caused, whether directly or indirectly, under a contract and/or not, whether to assets or not, by Users to other Users and/or third parties pertaining to the Content.

9.11.    The Operator shall not be held liable for any divulgation, copying, changing, revising or tampering of sensitive, private or confidential Content regarding Users.

 10.    Limitation of Liability

10.1.    The Operator shall not in any way be held liable for damage, bias and/or burden whether directly or indirectly, arising out of or in connection with the use of the Company Portal and its Functions by Users.

10.2.    Though the Operator constantly endeavours to provide its services in the best way possible it does not represent in any way that the Company Portal and its Functions are faultless, that the hardware and software are fully compatible and that there are no bugs or such like.

10.3.    The Operator shall not in any way be held liable for any technical breakdowns and/or malfunctions on the telephone line and network, hosting services, IT hardware and software equipment, problems with internet access provided by the internet provider, software such as e-mail software, sound reproduction and digital video reproduction.

10.4.    In the event of a malfunction, or if the Portal Functions malfunction –  which either the Operator and/or Users detect – the Operator undertakes to take prompt action to get the service working correctly. However, the Operator does not represent that the Functions will never malfunction and cause delays, faults, errors, omission, interruptions, cancellations, glitches, destruction, theft, changes in the functioning and the ability for Users to communicate with one another.

10.5.    Each User shall hold the Operator, its administrators, employees and free-lance staff harmless against any claims, risk of having to pay damages, indemnity and/or any other liability including legal charges brought against them by other Users and/or third parties regarding the use of the Functions and the posting and publication of Content on the Portal.

11.    Miscellaneous

11.1.    These General Terms and Conditions of Use constitute the only, and exclusive, agreement between the Operator and Users in relation to the use of the Portal and its functions.

11.2.    Any amendments to these General Terms and Conditions of Use must be put in writing.

11.3.    These General Terms and Conditions of Use shall continue to be in force, even after Users have cancelled their Account, for all those matters that generate obligations that shall remain in force even after they have lost their effect on third parties.

11.4.    All communication between the Parties hereto under these General Terms and Conditions of Use shall be made in writing, unless otherwise decided, and sent to:

Hotel Seeker S.r.l. with a sole stakeholder

Via Crocefisso 5

Postal Code 20122, Milan, Italy.

12.    Law and Venue

12.1.    Any disputes arising out of or in connection with these General Terms and Conditions of Use, its existence, validity, effectiveness, application, interpretation, execution, resolution and/or assignment shall be governed by Italian law and the decisions of the Milan courts of law.

12.2.    These General Terms and Conditions of Use are governed by and comply with Italian laws, rules and regulations.