Welcome to the Coadjute Developer Portal, which is provided to you by Coadjute Limited, a company registered in England with registration No. 11559616 and having its registered office at Unit 114a Business Design Centre, 52 Upper Street, London N1 0QH, United Kingdom (“Coadjute”, “we”, “us” or “our”).
Thank you for your interest in the Coadjute Network which is a distributed ledger network enabling property software systems to connect to other systems in the market so that they can exchange data, events, messages, digital identities, e-signatures and documents, in a safe, secure and tamper-evident way (the “Coadjute Network”).
These terms and conditions (these “Terms”) are applicable only to your access to and use of our Developer Portal and Sandbox and we will only grant you access to the live production environment of the Coadjute Network if your Integration meets certain standards, specifications and policies. We will also require a production agreement with you which will set out the full terms and conditions applicable for your access to, and use of, the live Coadjute Network.
If we decide to grant you access to our Developer Portal, we will provide you with documentation, APIs, code samples, architecture diagrams and tools for use in our Sandbox.
By accessing and using the Developer Portal, you acknowledge that you have read, understand, accept and agree to be bound by these Terms. If you register on the Developer Portal on behalf of a legal entity, you represent and acknowledge that you are authorised to legally bind that entity to these Terms.
- API: application programming interface
- Application: a program or piece of software designed and developed for a particular purpose
- Developer Portal: the Coadjute developer portal, accessible via https://developer.coadjute.com/ including documentation, APIs, code samples, architecture diagrams, Sandbox and Sandbox tools.
- Integration: a connection to the Coadjute Network from your Application that uses network APIs.
- Sandbox: means our test environment, which enables you to develop and test your Integration and data links to the Coadjute Network against a static backend.
Access to the Developer Portal
To access and use certain parts and functionalities of the Developer Portal you must first register by creating a Coadjute developer account. To do this, you must provide us with certain information on the registration page of the Developer Portal. If we approve your request for registration, we will send you an email invitation which will include your login credentials. You must keep your login credentials secret and take any measure that can reasonably be expected to ensure their security. We may in our discretion approve or reject your registration without providing any reason(s). You must ensure that any information you provide in relation to your registration is correct and complete. You are responsible to keep such information up to date and accurate throughout the duration of your registration.
Licence grant to you
Upon successful registration, we grant you a limited, non-exclusive, as-is, revocable, non-transferable, non-sublicensable license to access and use the Developer Portal solely for purposes of developing, and testing your Integration. This license and your use of the Developer Portal are also subject to all instructions and documentation we may make available within the Developer Portal. This licence relates solely to developing and testing Integrations to the Sandbox and does not grant you any right or license to conduct or process transactions using our services or systems, or authorise individuals outside your legal entity to access or use the Sandbox. If you violate these Terms, this license will automatically be revoked and your access to the Developer Portal will be terminated.
Use of the Developer Portal
You must comply with, and act in accordance with, all instructions, documentation, systems, software and other requirements as stated on and/or made available by Coadjute in relation to the Developer Portal. You must comply with all legal requirements and refrain from creating content that is unlawful or otherwise objectionable, or that may harm our reputation or the integrity of the Developer Portal. You shall not:
- Engage in fraudulent or illegal conduct of any kind;
- Modify, copy, distribute, transmit, display, publish, lease, sell, license, create derivative works from, or use any content on, the Developer Portal for any other purpose than in accordance with these Terms;
Access or use the Developer Portal for the benefit of our competitors, or to compete with us;
- Engage in activities which hinder or prevent others from using the Developer Portal;
- Damage or otherwise negatively affect the operation and security of, or attempt unauthorised access to, Coadjute’s services or systems;
- Decompile, reconstruct or reverse engineer any software, code or test data on the Developer Portal or introduce any viruses into the Developer Portal;
Use the Developer Portal or APIs in a manner that exceeds reasonable request volume, constitutes excessive or abusive usage or otherwise fails to comply or is inconsistent with any part of the developer documentation;
- Use the Developer Portal for scalability tests; and
- Use/send production or other sensitive data when performing testing activity in the Developer Portal.
Intellectual property rights
The Developer Portal is the property of Coadjute and protected by applicable intellectual property laws. We retain all right, title, and interest, including, all intellectual property rights, not otherwise expressly granted herein, including to the Developer Portal, the developer tools, our systems, services, and branding, as well as any derivative works and compilations based on the foregoing.
You warrant that you have the intellectual property rights to any software, application or content you have added or connected to the Developer Portal, and that such software, application or content does not violate or infringe the intellectual property rights of any third party. You remain solely responsible for any such content, and we disclaim any and all liability for such content. You will indemnify and hold us harmless from any costs or damages suffered by us as a result of a third party bringing or threatening any claim or action against us on the grounds that such content or any other material provided or used by you in relation to the Developer Portal infringes the intellectual property rights or other rights of any third party.
If and insofar as you gain knowledge of, or receive, confidential information in relation to the Developer Portal, you must treat such information with strict confidentiality and you may not disclose the same to third parties, both during your registration on the Developer Portal and after your registration ceases.
Linked Internet Sites
We are not responsible for the content of any websites linked to or from the Developer Portal. You are advised that information on such hyperlinked or referred-to websites is neither investigated nor analysed by us. A hyperlink or reference to a website is meant for convenience only and does not imply that we endorse such website or any products or services that it describes. Your access to and use of hyperlinked or referred-to websites is at your own risk and we, our affiliates, directors, employees or advisors, accept no obligation or liability in connection with those websites. we reserve the right to terminate any link or linking program at any time. By accessing the Developer Portal, you also agree to abide by the proprietary guidelines set forth at any website accessed or linked to through the Developer Portal.
The trademarks, service marks and logos (“Marks”) of Coadjute on the Developer Portal are the property of Coadjute. You are prohibited from using any of the Marks without the prior written consent of Coadjute.
We may at any time change these Terms or any additional terms that apply to specific APIs available through the Developer Portal. Changes to these Terms will be published in this section of the Developer Portal, while changes to additional API terms will be published in the relevant API section. Changes will become effective no earlier than 14 days after publication. However, changes regarding new functionalities of the Developer Portal or an API or changes for legal reasons may become effective immediately. If you do not agree to changes to these Terms or to changes to the additional terms of a specific API, you must stop your use of the Developer Portal or such API. You understand and agree that if you use the Developer Portal or a specific API after the date on which these Terms have become effective or the additional terms have become effective, your use will be deemed to constitute acceptance of the relevant changes. You can view the most recent version of these Terms in this section on the Developer Portal.
Coadjute has the right to change, modify or expand the functionalities, features and services available on the Developer Portal at any time. Where possible, we will provide prior notice of any such action, but we reserve the right to do so without prior notice. Modifications and changes to the Developer Portal may affect your use of the Developer Portal. We will not be liable for any loss or damage resulting therefrom.
We will provide support using a variety of channels to make contacting us as easy as possible for you. Please see our Support Page for the channels available and we will endeavour to respond to your request for support as soon as we can.
We may at any time suspend or terminate your registration and/or access to the Developer Portal, the Sandbox and the APIs. Where possible we will provide notice of any such action, but we reserve the right to do so without prior notice.
Your registration will automatically terminate if you breach any of these Terms. Upon termination, any rights and the license granted to you under these Terms will automatically cease. We are not liable for any compensation or any damages incurred or to be incurred in relation to any termination in accordance with these Terms.
If you would like to terminate your Coadjute developer account, contact us via our Support page.
Use of the Developer Portal is at your own risk. You are responsible for evaluating the accuracy, completeness or usefulness of any information, APIs or other content available on the Developer Portal.
Information on the Developer Portal (including, but not limited to, software, source code, object code, documentation, the Sandbox, APIs, and links to other sites) is provided "as is" and is subject to change without prior notice. Such information is provided without representation or warranty of any kind.
We do not warrant the error free and uninterrupted service of the Developer Portal. If you notice any problems or security incidents during your use of the Developer Portal, you must notify us immediately and contact us via our Support page.
We exclude all liability for direct and direct damages (including consequential loss) except for all damages that arise due to our wilful misconduct or gross negligence at management level.
You will indemnify us against such damages arising from, or in relation to, your use of the Developer Portal, including any breach of these Terms.
You will indemnify us against any direct, indirect and/or consequential losses, damages, costs and expenses (including legal expenses) incurred by us and arising from or in relation to your use of the Developer Portal, including any breach of these Terms.
By submitting feedback, comments, ideas and suggestions in relation to the Developer Portal, you grant a non-exclusive, perpetual, irrevocable, and royalty-free license to any intellectual property rights you may have in such feedback to us to improve the Developer Portal or any other products or services. Any such feedback is voluntary and we are not required to hold it in confidence. You forever waive and agree never to assert against us or our business partners, employees, representatives, successors and licencees all moral rights that you may have in the feedback even after termination of these Terms, to the extent permitted by applicable law.
Publicity and Marketing
Subject to your prior written approval, we may refer to you as a user of our Developer Portal on our website or in other marketing materials. We will always send you an email requesting permission for such use before we use your name or company logo.
In case any provision of these Terms is or becomes illegal, invalid or unenforceable, the legality, validity or enforceability of any other provision will not be affected.
If you do not comply with these Terms and we do not take action immediately, this doesn’t mean that we waive any rights.
Nothing in these Terms is intended to, or shall create, a partnership, agency, joint venture or co-owner relationship between Coadjute and you. Neither Coadjute nor you shall have the authority to act in the name of, act on behalf of, or otherwise bind the other party.
We may transfer our rights and/or obligations under these Terms to a third party. Your rights and obligations under these Terms cannot be transferred or assigned.
These Terms govern the relationship between Coadjute and you, and do not create any third-party rights.
These Terms, any additional terms applicable to specific APIs and your use of the Developer Portal are governed by the laws of the England and Wales. You hereby irrevocably submit to the exclusive jurisdiction of the courts in England and Wales.
These Terms apply as of 20 November 2020.