Whereas Sonic Branding Solutions ('Sonic Branding Solutions' or 'Sonic'), provides a Service (the 'Service') entitled ToneMaker DJ ('ToneMaker DJ') and you, the User (the 'User,' you, your, yourself) wish to create an account for use of the Service. These Terms of Use, when accepted by you, form a contract between yourself and Sonic Branding Solutions/ToneMaker DJ. A violation of these Terms of Use may result in the termination of this contract and/or the deactivation, or loss of your ToneMaker DJ account, and may, if also a violation of the law, result in civil, or criminal liability. Please be sure you have read the following terms and conditions related to use of the ToneMaker DJ Service.
As a User of ToneMaker DJ, you are assuming one of the following roles:
| 1.1 | By sending the completed registration form via the Internet, you enter into a contract for use of the ToneMaker DJ Service, including free online service and billable services. |
| 1.2 | After ToneMaker DJ has received a correctly completed User registration agreement, you are required to activate your account by replying to a standard text message sent by the ToneMaker DJ Service to the mobile phone number provided during registration. This text message provides Sonic Branding Solutions with confirmation of your ability to use the ToneMaker DJ Service. Sonic Branding Solutions will perform no further authentication of your identity. |
| 1.3 | You agree that all website activities which can be traced to your Username and Password are deemed as having been performed by you and are legally binding upon you. |
| 1.4 | ToneMaker DJ paid content (i.e. ringtones) is only available to persons 13 years of age or older, and you must have the consent of the subscriber of a participating mobile communications carrier to sign up for and use the ToneMaker DJ service. |
| 2.1 | Sonic Branding Solutions shall set up a ToneMaker DJ personal account for you. You are responsible for obtaining Internet access and for any use of mobile telephones, both of which may entail separate costs and are not included in the Service offered by Sonic Branding Solutions. |
| 2.2 | Use of the account in the form of sending messages, or creating ringtones, requires an Internet browser which you must provide. |
| 2.3 | You can create ringtones online using ToneMaker DJ at no cost using royalty free content provided by Sonic Branding Solutions to you. |
| 2.4 | You can opt to purchase premium content, when premium content is available from Sonic Branding Solutions for ToneMaker DJ and for the purpose of creating Ringtones online through ToneMaker DJ. |
| 2.5 | For each mixed, saved, or released audio file, generated by any User through the Service, Sonic Branding Solutions shall retain full copyright. In consideration of creating a free User account and using the Service for free, you hereby assign and transfer unto Sonic Branding Solutions Inc. the entire right, title and interest of the copyright in said musical and audio works, to be held and enjoyed by Sonic Branding Solutions without limitation as fully and entirely as the same would have been held by you had this assignment not been made. |
| 2.6 | In consideration of creating a free User account and using the Service for free, all Users by these presents do hereby waive any and all moral rights possessed in association with said art work. Further, Sonic Branding Solutions retains the exclusive, worldwide, unlimited license in perpetuity to produce, reproduce, perform, publish, distribute, rent, translate, record and communicate to the public by telecommunication and to authorize any such act, in respect of the audio arrangement and the ringtone, and any other content itself. |
| 2.7 | You can choose to download Ringtones created through the ToneMaker DJ Service to a supported handset at a cost provided to you at the time of download. |
| 2.8 | Sonic Branding Solutions is not obligated to monitor any content that is transmitted through, or stored on ToneMaker DJ servers. |
| 2.9 | Sonic Branding Solutions may add marketing messages to User generated content through the Service. |
| 2.10 | All pictures, texts, audio files, videos, and all other contents of this site are protected by international copyright laws. You may copy, print, compose music, arrange or produce content, download content to your mobile phone, or parts thereof, solely for your own private use. Any commercial use requires Sonic Branding Solutions' express written consent. |
| 2.11 | All audio files provided to a User through ToneMaker DJ are provided for the sole purpose of creating ringtones online and with the option of downloading audio files to a mobile device. All audio files are provided 'Royalty-free,' meaning that all audio files are provided without any ongoing license fees payable to ToneMaker DJ. |
| 2.12 | Upon accessing and using all ToneMaker DJ audio files, the User agrees to the following: |
Sonic Branding Solutions owns in it's entirety, or has licensed all master recordings herein and has the right to distribute, license and sublicense such recordings. All audio files available within this site may only be used within Sonic Branding Solutions' ToneMaker DJ Service. All copying, lending, duplicating, reselling, distributing or de-compiling of ToneMaker DJ in any form as to capture ToneMaker DJ audio files unlawfully, or through deceptive means is strictly prohibited. Failure to comply with this is in violation of local and international copyright laws.
Illegal use of ToneMaker DJ audio files include the following:
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| 3.1 | You acknowledge that Sonic Branding Solutions has no control over the transmission of data over the Internet. To the extent that an error in transmission occurs outside of Sonic Branding Solutions' servers, Sonic Branding Solutions provides no guarantee that sent messages and/or ringtones will reach the target mobile device. Sonic Branding Solutions SHALL NOT BE LIABLE FOR DAMAGES RESULTING FROM DELAYED DELIVERY OR NON-DELIVERY OF TEXT MESSAGES, OR CONTENT ITSELF. |
| 3.2 | Although Sonic Branding Solutions will make reasonable efforts to provide a content gateway Service 24 hours a day and 7 days a week, Sonic Branding Solutions WILL NOT BE LIABLE FOR ANY FAILURE TO PROVIDE THE SERVICE, WHETHER AS A RESULT OF NEGLIGENCE, GROSS NEGLIGENCE OR OTHERWISE. The Service, related services and all information, products and other content (including but not limited to third party information, products and content) included in or accessible from ToneMaker DJ websites, are provided AS IS and are subject to change at any time without notice to the User. To the fullest extent permitted by law, Sonic Branding Solutions DISCLAIMS ALL REPRESENTATIONS AND WARRANTIES (EXPRESS, IMPLIED AND STATUTORY, INCLUDING BUT NOT LIMITED TO THE WARRANTIES OF MERCHANTABILITY AND FITNESS FOR PURPOSE, AND NON-INFRINGEMENT OF PROPRIETARY RIGHTS) AS TO THE SERVICES AND ALL INFORMATION, PRODUCTS AND OTHER CONTENT (INCLUDING, BUT NOT LIMITED TO THIRD PARTY INFORMATION, PRODUCTS AND CONTENT) INCLUDED IN, OR ACCESSIBLE FROM THIS DOCUMENT, OR ACCESSIBLE FROM TONEMAKER DJ WEB SITES, OR THE TONEMAKER DJ SERVICE. |
| 3.3 | NOTWITHSTANDING ANY OTHER PROVISION OF THIS AGREEMENT OR RULE OF LAW OR STATUTORY PROVISION OR OTHERWISE, Sonic Branding Solutions SHALL NOT BE LIABLE FOR ANY DAMAGES WHATSOEVER, INCLUDING BUT NOT LIMITED TO ANY DIRECT, INDIRECT, SPECIAL, CONSEQUENTIAL, PUNITIVE OR INCIDENTAL DAMAGES, OR DAMAGES FOR LOSS OF USE, PROFITS, DATA OR OTHER INTANGIBLES, OR THE COST OF PROCUREMENT OF SUBSTITUTE GOODS AND SERVICES. |
| 3.4 | Sonic Branding Solutions does not assume any liability for (i) death or personal injury attributable to the negligence of Sonic Branding Solutions, its employees or agents; or (ii) direct physical damage caused to the User's property and attributable to the negligence of ToneMaker DJ, Sonic Branding Solutions and its servants or agents. |
| 3.5 | Events such as acts of god, strikes, government measures, breakdown of transmission equipment, blackouts, or any other disruption that is beyond Sonic Branding Solutions' control, release ToneMaker DJ from its contractual obligations and from any liability. Sonic Branding Solutions will make every reasonable effort to remedy such disruptions as soon as possible. |
| 3.6 | Sonic Branding Solutions reserves the right to carry out technical alterations and service to its equipment, including its product, its servers, its network connectivity, and its website. Sonic Branding Solutions shall make reasonable effort to inform the User of interruptions for such alterations and service prior to carrying them out as well as after carrying them out. Sonic Branding Solutions will make every reasonable effort to remedy such disruptions as soon as possible. However, ToneMaker DJ will not be liable for any damages howsoever arising as a result of any such interruptions. |
| 3.7 | The User acknowledges that mobile message content is transmitted unencrypted and that access by unauthorized third parties to mobile phone communications, including Sonic Branding Solutions' mode of text message delivery, is possible. Sonic Branding Solutions is not liable for such unauthorized third party access. |
| 3.8 | Different mobile phones and mobile devices have different technology limitations, and make use of different technologies. As a result, content downloaded to a target mobile device, may not work for the target device. Sonic Branding Solutions makes every reasonable effort to ensure that each ringtone, or other content created using ToneMaker DJ will operate correctly by providing a list of supported mobile phones, and will make every reasonable effort to ensure that each User's mobile phone can be profiled against any ringtone created through the ToneMaker DJ Service in order to communicate its compatibility. However, the User agrees to bear full and exclusive responsibility arising from such risks and consequences of using Sonic Branding Solutions' Service and Sonic Branding Solutions does not guarantee that any ringtone will be compatible with the User's mobile device. |
| 3.9 | The User agrees that, by definition, access to the Internet, other public networks such as telecommunication and mobile operators and other communication media, is associated with risks including but not limited to, authentication, data security, privacy, availability of services and reliability of transmission. The User agrees to bear full and exclusive responsibility arising from such risks and consequences of the usage of ToneMaker DJ. Sonic Branding Solutions does not guarantee that the ToneMaker DJ Service will be free of such risks. |
| 3.10 | Sonic Branding Solutions expressly disclaims any liability for the content of other areas of the World Wide Web which may be accessed through links on its site. |
| 3.11 | Sonic Branding Solutions does not monitor the content created by its Users and accepts no responsibility for such content, including audio arrangements produced by Users and that may infringe on others. However, Sonic Branding Solutions reserves the right to delete any discriminatory, sexist, or morally reprehensible content or content which may, in whole or in part, infringe on the copyright of others, with the exception of those Users registered with ToneMaker DJ and using ToneMaker DJ to create ringtones online. In the event of a civil or criminal proceeding, or government investigation, we may be required to pass on such user content and/or personally identifiable information ("Personal Information") to third parties, including governmental authorities. |
| Notice to Third Parties: If you believe that your work has been copied and posted on this site in a way that constitutes copyright infringement, please provide our Copyright Agent with the following information: an electronic or physical signature of the person authorized to act on behalf of the owner of the copyright interest; a description of the copyrighted work that you claim has been infringed; a description of where the material that you claim is infringing is located on the Service; your address, telephone number, and email address; a written statement by you that you have a good faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law; a statement by you, made under penalty of perjury, that the above information in your notice is accurate and that you are the copyright owner or authorized to act on the copyright owner's behalf. Sonic's Copyright Agent for notice of claims of copyright infringement can be reached as follows: Kenneth M. Engels, Sonic Branding Solutions, Inc., 20 West 22nd St., Suite 1604, New York NY 10010. Telephone: 212-242-4200. Facsimile: 212-242-2852. Email: engels@mh2o.com. |
| 4.1 | This contract may be terminated by either party at any time without cause or prior notice. In order to cancel your account, send an email to support@tonemakerdj.com with clear instructions, including your chosen Username for the ToneMaker DJ Service. |
| 4.2 | Terminated contracts will result in the ownership of all of the User's content. Any stored data may be deleted by Sonic Branding Solutions without recompense or indemnity to the User. |
| 4.3 | Upon termination of the contract, all items of our Terms of Use as specified under sections 3, 4, 5 and 6 of these Terms of Use shall remain applicable. |
| 4.4 | Termination of this contract shall be without prejudice to any rights that Sonic Branding Solutions may have against the User under the terms of this contract which have accrued up to the date of termination. |
| 5.1 | The User agrees that he/she will not violate prevailing laws and regulations in using this Service. The User specifically agrees to the following:
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| 5.2 | The User hereby releases Sonic Branding Solutions from any third-party claims that may be made against Sonic Branding Solutions because of Services rendered to the User or because of activities carried out by the User in using the ToneMaker DJ Service. User agrees to indemnify and hold harmless Sonic Branding Solutions and its subsidiaries, affiliates, officers, agents, partners and employees, at his/her expense, against any and all third party claims or demands, actions, proceedings and suits and all related liabilities, damages, settlements, penalties, fines, costs and expenses, including without limitation, all reasonable legal fees and other such expenses) incurred by ToneMaker DJ, due to or arising out User use, or misuse of the ToneMaker DJ Service or violation of these Terms and Conditions or violation of the rights of another. |
| 5.3 | The User agrees that the individual password and account identifier provided is not transferable to any other person or entity and the User agrees to guard his/her access rights from unauthorized use by third parties. The User agrees to be fully liable for any unauthorized use of his/her account. |
| 5.4 | Use of the account for the purpose of sending mass SMS messages (in the sense of spamming), SMS-bombing, and any other form of commercial advertising or marketing is strictly prohibited and the User agrees to be liable for any and all resulting damages as assessed solely by Sonic Branding Solutions. |
| 5.5 | User agrees that a violation of the requirements listed above shall result in the immediate suspension of User access, or account termination. Sonic Branding Solutions reserves the right to further measures, such as claims for compensation and legal prosecution. |
| 6.1 | From time to time we incorporate hyperlinks on this web site that will take you from the Sonic Branding Solutions web site to third-party sites. Sonic Branding Solutions does not endorse or control any third-party sites. You access third-party web sites at your own risk. |
| 7.1 | Sonic Branding Solutions reserves the right to amend, adjust or withdraw any of these Terms of Use at any time and without prior notice. |
| 7.2 | The court of jurisdiction for this contract and all rights and responsibilities of both parties thereto shall be a competent court in New York, New York. |
| 7.3 | These Terms of Use represent the entire agreement between Sonic Branding Solutions and the User and all parties acknowledge that there are no verbal agreements which affect the terms of this contract. |
| 7.4 | Should any term, condition, clause or element of this contract be declared to be invalid and/or unenforceable by a court of competent jurisdiction, in whole or in part, such term, condition, clause or element shall be severed from this contract and all other terms, conditions, clauses and elements shall remain in full force and effect. |
Sonic is committed to providing you with a safe and private environment to create your own ringtones, and also to share your original ringtones with others — but only at your own election. The public area of the Service is called the 'Community Lounge.' All of your ringtones are password-protected and are not available to others unless you explicitly share them by uploading to the Lounge.
Sonic only uses your personal information such as your email address to conduct business with you. Your personally identifiable information will not be rented, sold or shared with any third party, except as described in this Privacy Statement or as otherwise agreed by you. Sonic may disclose information it has collected from any member of the Service and/or Terms of Use or Content any member has made available on the Service when it believes in good faith that the law or legal process requires it, or when it is necessary to do so to protect the rights or property of Sonic or others.
It is also necessary that we share your Personal Information with our operational service providers, the specialists that provide internal support to WPGC operations and activities and/or for WPGC website design, development, hosting and operations including maintenance, management, storage and/or fulfillment of our membership and e-mail clubs, various contests, sweepstakes, services, events and online stores. We use operational service providers to efficiently provide the full range of content, activities and membership services we bring to you and we request that our operational service providers also protect your privacy and not disclose your Personal Information to third party marketers that are not associated with WPGC or its website. Additionally, such providers are not to use your Personal Information for their own marketing or promotional purposes.
In the event that the assets or stock of Sonic or WPGC, its corporate licensee or parent company(s) are sold or transferred, merged with a different company or entity, restructured, or subject to other fundamental corporate changes, we reserve the right to disclose any and all databases compiled from Personal Information collected by Sonic or WPGC to such successor. We will seek to obligate the successor to agree to the terms of this Terms of Use and Privacy Policy, as it may hereafter be modified, but cannot guarantee that we will be able to do so or that the successor company will comply with this obligation.
We may change this Privacy Policy without notice from time to time. Please visit this page for updates and changes. Regardless of later changes or updates, Sonic will not use your information in a new way without first providing you with an opportunity to opt-out.
The Service has security measures in place to protect the loss, misuse and alteration of the information under our control. We have put in place appropriate physical, electronic, and managerial procedures to safeguard and secure the information we collect online in addition to password protection. Except as otherwise stated in this Privacy Statement, access to that data is limited to authorized Sonic staff members and is further restricted by password protection mechanisms. Unauthorized entry or use, hardware or software failure, and any other factors may compromise the security of member information at any time.