1. Background. Thank you for visiting the Site. Tonara is happy to make available to you the content on its Site for informational purposes.
2. Modification. We reserve the right, at our discretion, to change these Terms at any time. Such change will be effective ten (10) days following posting of the revised Terms on the Site, and, to the maximum extent permitted by applicable law, your continued use of the Site thereafter means that you accept those changes.
3. Ability to Accept Terms. The Site is only intended for individuals aged sixteen (16) years or older. Individuals between 16 and 18 years of age must review these Terms with their parent or guardian before visiting or using the Site to make sure that the individual and the parent or guardian understand these Terms and agree to them.
4. Site Access. For such time as these Terms are in effect, we hereby grant you permission to visit and use the Site provided that you comply with these Terms and applicable law.
5. Restrictions. You shall not: (i) copy, distribute or modify any part of the Site without our prior written authorization; (ii) use, modify, create derivative works of, transfer (by sale, resale, license, sublicense, download or otherwise), reproduce, distribute, display or disclose Content (defined below), except as expressly authorized herein; (iii) disrupt servers or networks connected to the Site; (iv) use or launch any automated system (including without limitation, “robots” and “spiders”) to access the Site; and/or (v) circumvent, disable or otherwise interfere with security-related features of the Site or features that prevent or restrict use or copying of any Content or that enforce limitations on use of the Site.
8. Payments to Tonara.
8.1 Your general right to access and use the Site is for free, but Tonara charges a fee for certain premium features as described in the Site and in these Terms. You will not be charged for any such access or use of the Site unless you first agree to such charges, but please be aware that any failure to pay applicable charges may result in you not having access to some or all of the Site. Please also be aware that your use of the Site may require and utilize internet connection or data access. To the extent that third party service provider or carrier charges for your internet or data usage are applicable, you agree to be solely responsible for those charges.
8.2 Tonara 360. Tonara 360 is a program that allows users (parents or players above age 18) to pay the teachers for the music lessons. Currently, Tonara 360 supports the following payment options:
⦁ Option 2) Tonara enables users (parents or players above age 18) to pay the teachers directly. In such a case, Tonara will charge a processing fee.
If you have more questions about payments, please feel free to contact us at [email protected].
9 Intellectual Property Rights.
9.1 Content and Marks. The (i) content on the Site, including without limitation, the text, documents, articles, brochures, descriptions, products, software, graphics, photos, sounds, videos, interactive features, and services (collectively, the “Materials“), and (ii) User Submissions, as defined below (together with the Materials, the “Content“), and (iii) the trademarks, service marks and logos contained therein (“Marks“), are the property of Tonara and/or its licensors and may be protected by applicable copyright or other intellectual property laws and treaties. “Tonara”, the Tonara logo, and other marks are Marks of Tonara or its affiliates. All other trademarks, service marks, and logos used on the Site are the trademarks, service marks, or logos of their respective owners. We reserve all rights not expressly granted in and to the Site and the Content.
9.2 Use of Content. The content on the site is provided to you “as is” for your personal use only and may not be used, copied, distributed, broadcast, displayed, sold or licensed for commercial purposes. To the extent that you are permitted to print and download a copy of the content, you must retain all copyright and other proprietary notices contained therein.
10 User Submissions.
10.1 Responsibility. The Site may permit the submission, hosting, sharing and publishing of Content by you and other users (“User Submissions“). You understand that whether or not such User Submissions are published, we do not guarantee any confidentiality with respect to any User Submissions. You shall be solely responsible for your User Submissions and the consequences of posting, publishing or uploading them. We reserve the right in our sole discretion and without further notice to you, to delete, and/or remove any and all Content posted on the Site (including User Submissions) if we believe that such Content is illegal or infringes our or third-party rights or is otherwise inappropriate..
10.2 Ownership. You represent and warrant that you own or have the necessary rights and permissions to use and authorize Tonara to use all Intellectual Property Rights (defined below) in and to your User Submissions, and to enable inclusion and use thereof as contemplated by the Site and these Terms. Unless the User Submissions are separately referred to, all references herein to Content shall include references to User Submissions. “Intellectual Property Rights” means any and all rights, titles and interests, whether foreign or domestic, in and to any and all trade secrets, patents, copyrights, service marks, trademarks, know-how, or similar intellectual property rights, as well as any and all moral rights, rights of privacy and/or data protection, publicity and similar rights of any type under the laws or regulations of any governmental, regulatory, or judicial authority, foreign or domestic. You retain all of your ownership rights in and to your User Submissions. You represent that you have not disabled the ability to print, download or make available your User Submission.
10.3 License to User Submissions. By submitting the User Submissions to Tonara, you hereby grant Tonara a worldwide, irrevocable, non-exclusive, royalty-free, perpetual, sublicenseable and transferable license to use, reproduce, distribute, prepare derivative works of, display, and perform the User Submissions in connection with the Site and Tonara’s business, including without limitation for publishing and redistributing part or all of your User Submissions (and derivative works thereof) in any media formats and through any media channels and, and you hereby waive any moral rights in your User Submissions, to the extent permitted by law. You also hereby grant each user of the Site or other viewer or user of the User Submission a non-exclusive right to use, reproduce, distribute, prepare derivative works of, display and perform such User Submissions, all in accordance with these Terms.
10.4 Prohibited Content. You agree that you will not display, post, submit, publish, upload or transmit a User Submission that: (i) is unfair or deceptive under the consumer protection laws of any jurisdiction; (ii) is copyrighted, protected by trade secret or otherwise subject to third party proprietary rights, including privacy and publicity rights, unless you are the owner of such rights; (iii) creates a risk to a person’s safety or health, creates a risk to public safety or health, compromises national security, or interferes with an investigation by law enforcement; (iv) impersonates another person; (v) promotes illegal drugs, violates export control laws, relates to illegal gambling, or illegal arms trafficking; (vi) is unlawful, defamatory, libelous, threatening, pornographic, harassing, hateful, racially or ethnically offensive, or encourages conduct that would be considered a criminal offense, gives rise to civil liability, violates any law, or is inappropriate; (vii) involves theft or terrorism; or (viii) is otherwise malicious or fraudulent.
10.5 Exposure. You understand and acknowledge that when accessing and using the Site: (i) you will be exposed to User Submissions from a variety of sources, and that Tonara is not responsible for the accuracy, usefulness, safety, or Intellectual Property Rights of, or relating to, such User Submissions; and (ii) you may be exposed to User Submissions that are inaccurate, offensive, indecent, or objectionable. You hereby agree to waive, and hereby do waive, any legal or equitable rights or remedies you may have against Tonara with respect to the above.
10.6 Spam. You agree not to, and will not, use the communications systems provided by the Site to send unauthorized commercial communications and you shall be solely responsible and liable for any such unauthorized communications.
11 Information Description. We attempt to be as accurate as possible. However, we cannot and do not warrant that the Content available on the Site is accurate, complete, reliable, current, or error-free. We reserve the right to make changes in or to the Content, or any part thereof, in our sole judgment, without the requirement of giving any notice prior to or after making such changes to the Content. Your use of the Content, or any part thereof, is made solely at your own risk and responsibility.
11.3 Tonara permits you to link to the Site provided that: (i) you link to but do not replicate any page on this Site; (ii) the hyperlink text shall accurately describe the Content as it appears on the Site; (iii) you shall not misrepresent your relationship with Tonara or present any false information about Tonara and shall not imply in any way that we are endorsing any services or products, unless we have given you our express prior consent; (iv) you shall not link from a website (“Third Party Website”) which prohibits linking to third parties; (v) such Third party Website does not contain content that (a) is offensive or controversial (both at our discretion), or (b) infringes any intellectual property, privacy rights, or other rights of any person or entity; and/or (vi) you, and your website, comply with these Terms and applicable law.
13 Copyright Policy. It is our policy to respect the legitimate rights of copyright and other intellectual property owners, and we will respond to clear notices of alleged copyright infringement in accordance with our Copyright and Content Policy which may be viewed at: Tonara.com/copyright (“Copyright Notice“).
14 Warranty Disclaimers.
14.1 This section applies whether or not the services provided under the Site are for payment. Applicable law may not allow the exclusion of certain warranties, so to that extent certain exclusions set forth herein may not apply.
14.2 THE SITE IS PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS, AND WITHOUT WARRANTIES OF ANY KIND EITHER EXPRESS OR IMPLIED. TONARA HEREBY DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, TITLE, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, AND THOSE ARISING BY STATUTE OR FROM A COURSE OF DEALING OR USAGE OF TRADE. TONARA DOES NOT GUARANTEE THAT THE SITE WILL BE FREE OF BUGS, SECURITY BREACHES, OR VIRUS ATTACKS. THE SITE MAY OCCASIONALLY BE UNAVAILABLE FOR ROUTINE MAINTENANCE, UPGRADING, OR OTHER REASONS. YOU AGREE THAT TONARA WILL NOT BE HELD RESPONSIBLE OR LIABLE FOR ANY CONSEQUENCES TO YOU OR ANY THIRD PARTY THAT MAY RESULT FROM TECHNICAL PROBLEMS OF THE INTERNET, SLOW CONNECTIONS, TRAFFIC CONGESTION OR OVERLOAD OF OUR OR OTHER SERVERS OR FROM THE ACTS OR OMMISSIONS OF ANY THIRD PARTIES SUCH AS PAYMENT PROCESSORS OR THEIR SUBCONTRACTORS. WE DO NOT WARRANT, ENDORSE OR GUARANTEE ANY CONTENT, PRODUCT, OR SERVICE THAT IS FEATURED OR ADVERTISED ON THE SITE BY A THIRD PARTY.
14.3 TONARA DOES NOT WARRANT, ENDORSE OR GUARANTEE ANY CONTENT THAT APPEARS IN A USER SUBMISSION, AND DOES NOT MAKE ANY REPRESENTATION OR WARRANTY WITH RESPECT TO, AND DISCLAIMS ALL LIABILITY FOR, ANY SUCH CONTENT.
14.4 YOU SPECIFICALLY ACKNOWLEDGE THAT TONARA SHALL NOT BE RESPONSIBLE FOR THE USER SUBMISSIONS OR CONDUCT (INCLUDING DEFAMATORY, OFFENSIVE, ILLEGAL, OR NEGLIGENT CONDUCT) OF ANY SITE USER AND THAT THE RISK OF HARM OR DAMAGE FROM THE FOREGOING RESTS ENTIRELY WITH YOU.
14.5 YOUR RELIANCE ON, OR USE OF, ANY USER SUBMISSION, OR INTERACTION WITH ANY SITE USER OR OWNER, IS AT YOUR SOLE RISK. IF YOU HAVE A DISPUTE WITH ANY SITE USER OR OWNER IN CONNECTION WITH THE SITE OR ANY USER SUBMISSION, YOU AGREE THAT TONARA IS NOT LIABLE FOR ANY CLAIMS OR DAMAGES ARISING OUT OF OR CONNECTED WITH SUCH A DISPUTE. TONARA RESERVES THE RIGHT, BUT HAS NO OBLIGATION, TO MONITOR ANY SUCH DISPUTE.
15 Limitation of Liability.
15.1 TO THE FULLEST EXTENT PERMISSIBLE BY LAW, TONARA SHALL NOT BE LIABLE FOR ANY DIRECT, INDIRECT, EXEMPLARY, SPECIAL, CONSEQUENTIAL, OR INCIDENTAL DAMAGES OF ANY KIND, OR FOR ANY LOSS OF DATA, REVENUE, PROFITS OR REPUTATION, ARISING UNDER THESE TERMS OR OUT OF YOUR USE OF, OR INABILITY TO USE, THE SITE, EVEN IF TONARA HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES OR LOSSES. Some jurisdictions do not allow the limitation or exclusion of liability for incidental or consequential damages, so the above limitations may not apply to you.
15.2 IN NO EVENT SHALL THE AGGREGATE LIABILITY OF TONARA FOR ANY DAMAGES ARISING UNDER THESE TERMS OR OUT OF YOUR USE OF, OR INABILITY TO USE, THE SITE EXCEED THE TOTAL AMOUNT OF FEES, IF ANY, PAID BY YOU TO TONARA FOR USING THE SITE DURING THE THREE (3) MONTHS PRIOR TO BRINGING THE CLAIM.
16 Indemnity. You agree to defend, indemnify and hold harmless Tonara and our affiliates, and our respective officers, directors, employees and agents, from and against any and all claims, damages, obligations, losses, liabilities, costs and expenses (including but not limited to attorney’s fees) arising from: (i) your use of, or inability to use, the Site; (ii) your User Submissions; (iii) your interaction with any Site user; or (iv) your violation of these Terms.
17 Term and Termination. These Terms are effective until terminated by Tonara or you. Tonara, in its sole discretion, has the right to terminate these Terms and/or your access to the Site, or any part thereof, immediately at any time and with or without cause (including, without any limitation, for a breach of these Terms). Tonara shall not be liable to you or any third party for termination of the Site, or any part thereof. If you object to any term or condition of these Terms, or any subsequent modifications thereto, or become dissatisfied with the Site in any way, your only recourse is to immediately discontinue use of the Site. Upon termination of these Terms, you shall cease all use of the Site. This Section 18 and Sections 9 (Intellectual Property Rights), 10.3 (License to User Submissions), 13 (Privacy), 15 (Warranty Disclaimers), 16 (Limitation of Liability), 17 (Indemnity), and 19 (Independent Contractors) to 23 (General) shall survive termination of these Terms.
18 Independent Contractors. You and Tonara are independent contractors. Nothing in these Terms creates a partnership, joint venture, agency, or employment relationship between you and Tonara. For clarity, these Terms and the use of the Site by the teachers do not create any employer-employee relationship between the teachers and Tonara and, if You are a teacher, to the maximum extent permitted by applicable law, You waive any right to claim such employment relationship and You hereby fully release Tonara (and its respective heirs, executors, officers, directors, employees, consultants, investors, shareholders, administrators, predecessor and successor corporations, and assigns) from, and agree not to bring a claim concerning any duty, obligation or cause of action relating to employment matters, whether presently known or unknown, suspected or unsuspected, in connection with the Site. You must not under any circumstances make, or undertake, any warranties, representations, commitments or obligations on behalf of Tonara.
19 Assignment. These Terms, and any rights and licenses granted hereunder, may not be transferred or assigned by you but may be assigned by Tonara without restriction or notification to you. Any prohibited assignment shall be null and void.
20 Dispute Resolution. Mandatory, Bilateral Arbitration. ANY DISPUTE OR CLAIM IN CONNECTION WITH THIS AGREEMENT (“Dispute”) SHALL BE RESOLVED ONLY BY FINAL AND BINDING BILATERAL ARBITRATION, except that each party retains the right to bring an individual action in a small claims court and the right to seek injunctive or other equitable relief in a court of competent jurisdiction to prevent the actual or threatened infringement, misappropriation or violation of a party’s Intellectual Property Rights. The arbitrator’s decision and award shall be final and binding, with some exceptions under the FAA (defined below).
⦁ Arbitration Rules. The Federal Arbitration Act, 9 U.S.C. § 1, et seq. (“FAA”) applies to this agreement to arbitrate, and governs all questions of whether a Dispute is subject to arbitration. Unless otherwise agreed in writing in respect of a Dispute, the arbitration shall be administered by Judicial Arbitration and Mediation Services, Inc. (“JAMS”), pursuant to JAMS Streamlined Arbitration Rules and Procedures (“JAMS Streamlined Rules”), as modified by this Agreement (this Section shall govern if it conflicts with any of the JAMS Streamlined Rules), and consistent with the JAMS Policy on Consumer Arbitrations Pursuant to Pre-Dispute Clauses Minimum Standards of Procedural Fairness (“JAMS Consumer Fairness Standards”). The arbitrator must honor this Agreement (including without limitation all liability exclusions and limitations), and can award damages and relief, including any attorneys’ fees authorized by Law. BY ENTERING INTO THIS AGREEMENT, YOU AND TONARA HEREBY IRREVOCABLY WAIVE THE RIGHT TO A TRIAL BY JURY AND THE RIGHT TO PARTICIPATE IN A CLASS ACTION (OR OTHER CLASS-WIDE PROCEEDING). Notwithstanding JAMS Streamlined Rule 8(b), any dispute as to the arbitrability of a Dispute shall be resolved by a court as set forth in Section 22 below.
⦁ No Class Arbitrations. THIS ARBITRATION AGREEMENT DOES NOT ALLOW CLASS ARBITRATIONS EVEN IF JAMS WOULD. RATHER, YOU AND TONARA ARE ONLY ENTITLED TO PURSUE ARBITRATION ON AN INDIVIDUAL BASIS. FURTHER, AND UNLESS OTHERWISE AGREED IN WRITING IN RESPECT OF A DISPUTE, THE ARBITRATOR MAY NOT CONSOLIDATE MORE THAN ONE INDIVIDUAL PARTY’S DISPUTE WITH ANY OTHER PARTY’S DISPUTE(S), AND MAY NOT OTHERWISE PRESIDE OVER ANY FORM OF A REPRESENTATIVE OR COLLECTIVE PROCEEDING.
⦁ Unless otherwise agreed in writing, the arbitration will take place in-person in English in Tel Aviv, Israel.
⦁ If you initiate an arbitration for a Dispute, you will be required to pay $250 of the fee required to initiate the arbitration and Tonara will pay any remaining JAMS Case Management Fees and all professional fees for the arbitrator’s services; you will remain responsible for your respective costs relating to counsel, experts, witnesses, and travel to the arbitration.
⦁ If Tonara initiates an arbitration for a Dispute, it will pay all administrative fees and costs related to the arbitration, including all professional fees for the arbitrator’s services; you will remain responsible for your costs relating to counsel, experts, witnesses, and travel to the arbitration.
⦁ Small Claims Court. Notwithstanding the foregoing, either party may bring an individual action in a small claims court in Israel for Disputes within the scope of such court’s jurisdiction. This agreement to arbitrate does not preclude you from bringing issues to the attention of federal, state, or local agencies. Such agencies can, if the Law allows, seek relief against Tonara on your behalf.
⦁ Opting Out. You can decline this agreement to arbitrate by contacting [email protected] within thirty (30) days of the date on which you accepted this Agreement and stating clearly that you decline this arbitration agreement. Furthermore, and notwithstanding the provisions regarding modification of the Agreement, if Tonara changes this Dispute Resolution Section after the initial date you accepted this Agreement (or the date you accepted any subsequent changes to this Agreement), you may reject any such change by providing Tonara written notice of such rejection to [email protected] within thirty (30) days of the date such change became effective, as per the terms of this Agreement. In order to be effective, any notice must include your full name and mailing address. By rejecting such change(s), you agree that you will arbitrate any Dispute in accordance with the provisions of this Section as of the date on which you accepted this Agreement (or the date you accepted any subsequent changes to this Agreement), unless you declined this arbitration agreement as described above.
⦁ All aspects of the arbitration proceeding, such as the decision, the award and compliance therewith, shall be strictly confidential.
⦁ This agreement to arbitrate shall only apply on a “to the maximum extent permitted by law basis.
22. Governing Law. Tonara reserves the right to discontinue or modify any aspect of the Site at any time. These Terms and the relationship between you and Tonara shall be governed by and construed in accordance with the laws of the State of Israel, without regard to its principles of conflict of laws. To the extent, if any, that the dispute is not settled completely and finally pursuant to the arbitration above, you agree to submit to the personal and exclusive jurisdiction of the courts located in Tel Aviv, Israel and waive any jurisdictional, venue, or inconvenient forum objections to such courts, provided that Tonara may seek injunctive relief in any court of competent jurisdiction.
23. These Terms shall constitute the entire agreement between you and Tonara concerning the Site. If any provision of these Terms is deemed invalid by a court of competent jurisdiction, the invalidity of such provision shall not affect the validity of the remaining provisions of these Terms, which shall remain in full force and effect. No waiver of any term of these Terms shall be deemed a further or continuing waiver of such term or any other term, and a party’s failure to assert any right or provision under these Terms shall not constitute a waiver of such right or provision. YOU AGREE THAT ANY CAUSE OF ACTION THAT YOU MAY HAVE ARISING OUT OF OR RELATED TO THE SITE MUST COMMENCE WITHIN ONE (1) YEAR AFTER THE CAUSE OF ACTION ACCRUES. OTHERWISE, SUCH CAUSE OF ACTION IS PERMANENTLY BARRED.
24. Contact Information. If you have any questions or concerns about the Terms for this Site or their implementation, you may contact us at 24. [email protected].
Last updated: June 14, 2018