Terms of Service

General

Thank you for visiting our website located at www.whistlefritz.com (the “Site”). Through the Site, Whistlefritz LLC (“Whistlefritz”, “we,” “us” or “our”) offers, among other things, a streaming service that allows authorized users to access and view a variety of language learning resources, including, without limitation, videos, music, and lesson plans (the “Service”).  The Service is hosted on a third-party website. We offer the Site and Service to you (referred to as “you” or “user”), under the Terms of Use described below.  By using and accessing the Site or Service, you, on your own behalf as a parent and/or educator, and on behalf of your children, are agreeing to these Terms of Use, which will be considered a binding, legal agreement (referred to herein as “Terms of Use” or “Agreement”) between you and Whistlefritz.  If you do not agree to abide by the Terms of Use, you are not authorized to use, access or participate in the Site and Service and should discontinue any such use immediately.

We reserve the right, in our sole discretion, to modify, add or remove any terms or conditions in these Terms of Use without prior notice or liability to you at any time.  We may, in our sole discretion and at any time, update, change, suspend, make improvements to or discontinue any aspect of the Service, temporarily or permanently.  Any changes to the Terms of Use or the Service will be effective immediately upon the posting of changes on the Site or Service.  You agree to review these Terms of Use from time to time and that any use by you of the Site or Service following changes to these Terms of Use will constitute acceptance of all such changes.

Billing for Service

If you enroll in the Service, we will bill your selected payment method for the Service on a monthly or annual basis, depending on the option you select when you sign up for the Service. Your payment method will be charged automatically in advance of each billing cycle until you cancel the Service.  Your Service will continue until cancelled by you or us in accordance with the Terms of Use.

You agree to pay all fees and charges associated with the Service on a timely basis. All such fees and charges (including any taxes and late fees, as applicable) will be charged to the payment method you select during sign up for the Service. You agree to maintain valid, up-to-date credit payment information.

As our business evolves, we may change the specific payment plans that we offer for the Service from time to time.  You will not be charged for any plan that you did not agree to.  However, we make no guarantee as to the availability of a specific payment plan in the future.

Refund Policy

Monthly Subscriptions:  When you cancel a monthly Service subscription, all future charges for the Service will be cancelled.  You may notify us of your intent to cancel at any time by sending an email to [email protected].  We will confirm receipt of the email.  Your cancellation will be effective at the end of the last monthly billing period for which you have paid.  (e.g., Normally, we charge your payment method for your use of the Service in April one month in advance in March.  If you notify us in April that you wish to cancel the Service, you will not be charged for May or any months thereafter.)  You will not receive a refund, pro-rated or otherwise for the month in which you cancel the Service, but you will be able to continue to access the Service until the end of your billing period.

Annual Subscriptions:  When you cancel an annual Service subscription, all charges for future years of the Service will be cancelled.  You may notify us of your intent to cancel at any time by sending an email to [email protected].  We will confirm receipt of the email.  Your cancellation will be effective at the end of your current annual billing period.  (e.g., If your Service was paid through the year 2022 and you cancel in 2022, you will not be charged for the year 2023.)  You will not receive a refund, pro-rated or otherwise for the year in which you cancel, but you will be able to access the Service until the end of your billing period.

The Site and the Service are owned and operated by Whistlefritz.  Whistlefritz and/or its distributors, vendors, contractors, licensors and/or licensees own the copyright in all elements of the Site and Service and all related intellectual property rights, including, but not limited to, all trademark rights, patent rights and moral rights.  The elements of the Site and Service (the “Content”) include, without limitation, the content – videos, music, lesson plans, games, art, graphics, animation, photographs, images, text, music, sound effects, all audio and visual elements, look-and-feel, design, layout, organization, presentation, user interface, navigation, trade dress and stylistic convention of the Site.  Your use of the Service and Site does not give you ownership of any Content.

You agree not to:

• republish material from the Site or Service in either print or digital media or documents (including republication on another website);
• sell, rent, or sub-license material from the Site or Service;
• show any material from the Site or Service in public, except with the express written permission of Whistlefritz LLC;
• reproduce, duplicate, copy or otherwise exploit material on this Site or Service for a commercial purpose;
• edit or otherwise modify any material on the Site or Service;
• redistribute material from this Site or Service;
• republish or reproduce any part of the Site or Service through the use of screenscrapers; or
• use the Site or Service for any purposes related to marketing without the express written consent of Whistlefritz.

Consideration

You agree that your access to, and use of, the Site, Content, or Service are valuable benefits that you receive by agreeing to and complying with these Terms of Use.

User Information

During the course of your use of the Site or Service, you may be asked to provide certain personalized information to us (“User Information”).  Our information collection and use policies with respect to the privacy of such User Information is set forth in our Privacy Policy, which is incorporated herein by reference.  By using the Site and Service, you consent to the terms of the Privacy Policy.  In addition, you acknowledge and agree that you are solely responsible for the accuracy and content of User Information, and you agree to keep it up to date.

Username/Password/Security

You are responsible for maintaining the confidentiality of your username and password for the Service.  You may not share your login and passwords with other individuals or organizations that have not paid for the Service.  (Organizations, such as schools or co-ops, must purchase multi-user subscriptions.)  You will be financially responsible for any use of the Service by an unauthorized user who uses your login credentials.  You agree to immediately notify Whistlefritz of any unauthorized use of your username and password.

The Service made available via the Site is hosted on a third-party website      with whom Whistlefritz has a contractual relationship     . By using the Service, you hereby acknowledge and consent that Whistlefritz may share such information and data with the third-party website as is necessary to provide the Service. You acknowledge and agree that Whistlefritz is not responsible for any acts or omissions of the third-party website, including in relation to making the Service available. To that end, you further agree that while using the Service on the third-party website, you are additionally subject to the terms of use and privacy policy of the third-party website.

Links to Third Party Sites

As a convenience for users, the Site and the Service may contain links to sites maintained by third parties (“Linked Sites”).  You acknowledge and agree that Whistlefritz does not operate or control in any respect the information, content, products, services, advertising, or other materials that may be found on a Linked Site.  When you link to a Linked Site, you become subject to the terms of use and privacy policy of the owners of the Linked Site rather than to ours.  We do not assume any responsibility for any losses or penalties incurred as a result of your use of Linked Sites, and any reliance on the contents of a Linked Site is at your own risk.

Links to the Site and Service from Third Party Sites

You agree that if you include a link from any other website to the Site or Service, such link shall open in a new browser window and link to the full version of an HTML-formatted page of the Site or Service.  You are not permitted to link directly to any image hosted on the Site, such as using an “in-line” linking method to cause the image hosted by us to be displayed on another website without our written permission.  You agree not to link from any other website to the Site or Service in any manner such that the Site or Service is “framed,” surrounded or obfuscated by any third-party content, materials or branding.  We may require that any link to the Site or Service be discontinued at any time.

License

Whistlefritz grants you a limited, non-exclusive license to access and use the Site and/or Service for your own personal and non-commercial purposes.

Cookies

We may use cookies and other tracking technologies to improve your browsing experience on the Site and Service and to understand where our visitors are coming from. By browsing the Site or using the Service, you consent to our use of cookies and other tracking technologies.

General Disclaimer and Limitation of Liability

Whistlefritz controls and operates the Site and the Service from offices in the United States of America.  We make no representation that the Site or Service is appropriate or authorized for use in all countries or any other jurisdictions.  If you choose to access the Site or Service, you do so on your own initiative and risk, and you are responsible for compliance with all applicable laws.

The Site and Service provide information of a general nature and you are responsible for determining whether it applies to your specific situation.  We specifically disclaim any liability concerning any action that any person may take based on any information or guidance provided on the Site or Service.

You are solely responsible for deciding whether the Site and Service offered are suitable for your purposes.  We make no guarantees as to the resolution and quality of the Site or Service. The quality and speed of digital streaming is subject to many different variables, including your connection speed, location, download speeds, devices, player and bandwidth.

We do not guarantee the accuracy, timeliness,      completeness, performance or fitness for a particular purpose of the Site or Service.  We are not liable for any errors, omissions or inaccurate Content.

THE SITE, CONTENT AND SERVICE ARE PROVIDED “AS IS” AND “AS AVAILABLE” WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, ANY WARRANTY FOR INFORMATION, DATA, DATA PROCESSING SERVICES, UPTIME OR UNINTERRUPTED ACCESS, ANY WARRANTIES CONCERNING THE AVAILABILITY, ACCURACY OR USEFULNESS OF CONTENT, THE SITE OR SERVICE AND ANY IMPLIED WARRANTIES OF MERCHANTABILITY, SATISFACTORY QUALITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE OR NONINFRINGEMENT, WHICH ARE EXCLUDED FROM THIS AGREEMENT TO THE EXTENT THAT THEY MAY BE EXCLUDED AS A MATTER OF LAW.  WHISTLEFRITZ DOES NOT WARRANT THAT THE SITE OR THE SERVICE, CONTENT, FUNCTIONS OR MATERIALS CONTAINED THEREIN WILL BE TIMELY, SECURE, UNINTERRUPED OR OPERATED FREE OF DELAYS IN TRANSMISSION, FAILURE IN PERFORMANCE, COMPUTER VIRUSES, INACCURACIES, ERRORS OR DEFECTS.  YOU USE THE SITE AND SERVICE AT YOUR OWN RISK.

WHISTLEFRITZ ALSO ASSUMES NO RESPONSIBILITY, AND SHALL NOT BE LIABLE FOR, ANY DAMAGES TO, OR VIRUSES THAT MAY INFECT, YOUR COMPUTER EQUIPMENT OR OTHER PROPERTY ON ACCOUNT OF YOUR ACCESS TO, USE OF, OR BROWSING IN, THE SITE AND/OR SERVICE, OR YOUR DOWNLOADING OF ANY MATERIALS, DATA, TEXT, IMAGES, VIDEO OR AUDIO FROM THE SITE OR SERVICE. YOU ARE RESPONSIBLE FOR IMPLEMENTING SUFFICIENT PROCEDURES AND VIRUS CHECKS (INCLUDING ANTI-VIRUS AND OTHER SECURITY CHECKS) TO SATISFY YOUR PARTICULAR REQUIREMENTS FOR THE ACCURACY AND SECURITY OF DATA INPUT AND OUTPUT.  WHISTLEFRITZ MAKES NO WARRANTY THAT THE SITE AND SERVICE WILL MEET USERS’ REQUIREMENTS.  NO ADVICE, RESULTS OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM US OR THROUGH THE SITE OR SERVICE SHALL CREATE ANY WARANTY NOT EXPRESSLY MADE HEREIN.

EXCEPT AS SET OUT BELOW, UNDER NO CIRCUMSTANCES, INCLUDING, BUT NOT LIMITED TO, BREACH OF CONTRACT, TORT OR NEGLIGENCE, WILL WHISTLEFRITZ BE LIABLE FOR ANY DIRECT, INDIRECT, SPECIAL, PUNITIVE, INCIDENTAL OR CONSEQUENTIAL DAMAGES THAT ARISE OUT OF, OR IN CONNECTION WITH, THE USE OF THE SITE OR SERVICE OR WITH THE DELAY OR INABILITY TO USE THE SITE OR SERVICE, OR FOR ANY INFORMATION, SOFTWARE, PRODUCTS OR SERVICES OBTAINED THROUGH THE SITE OR SERVICE, OR OTHERWISE ARISING OUT OF THE USE OF THE SITE OR SERVICE, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.  BECAUSE SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, THOSE ASPECTS OF THE ABOVE LIMITATION MAY NOT APPLY TO YOU.  IN NO EVENT SHALL WHISTLEFRITZ’S TOTAL LIABILITY TO YOU FOR ALL DAMAGES, LOSSES AND CAUSES OF ACTION EXCEED, IN THE AGGREGATE, THE AMOUNT, IF ANY, PAID BY YOU TO USE FOR YOUR USE OF THE SITE OR SERVICE.

Reasonableness

By using the Site and Service, you agree that the exclusions and limitations of liability set out in this disclaimer are reasonable. If you do not think they are reasonable, you must immediately cease your use of the Site and Service.

Breaches of these terms and conditions

Without prejudice to our other rights under these Terms of Use, if you breach these Terms of Use in any way, we may take such action as we deem appropriate to deal with the breach, including suspending your access to the Site and Service, prohibiting you from accessing the Site and Service, blocking computers using your IP address or other IP addresses from accessing the Site and Service, contacting your internet service provider to request that they block your access to the Site and Service and/or bringing court proceedings against you.

If you share your login and password with other individuals or organizations who have not paid for the Service, you acknowledge and consent that we may charge your payment method on file a monthly fee for each additional user who has accessed the Service.

If we suspend or terminate your use of the Service due to your breach of the Agreement or violation of the Terms of Use, you understand and agree that you will receive no refund or exchange of any kind in such case and the Service will terminate immediately.

International Users

The Service is controlled, operated and administered from our offices within the USA. If you access the Service from a location outside the USA, you are responsible for compliance with all local laws. You agree that you will not use our Site or Service in any country or in any manner prohibited by any applicable laws, restrictions, or regulations.

Indemnification

You agree to indemnify, defend, and hold harmless Whistlefritz, its officers, directors, employees, agents and third parties, for any losses, costs, liabilities and expenses (including reasonable attorneys’ fees) relating to or arising out of your use of or inability to use the Site or Service, any user postings made by you, your violation of any terms of this Agreement or your violation of any rights of a third party, or your violation of any applicable laws, rules or regulations. Whistlefritz reserves the right, at its own cost, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, in which event you will fully cooperate with Whistlefritz in asserting any available defenses.

Entire Agreement

Unless otherwise specified herein, this agreement, along with the Privacy Policy, constitutes the entire agreement between the user and Whistlefritz with respect to the Site and Service and it supersedes all prior or contemporaneous communications and proposals, whether electronic, oral or written, between the user and Whistlefritz with respect to the Site and Service. A printed version of this agreement and of any notice given in electronic form shall be admissible in judicial or administrative proceedings based upon or relating to this agreement to the same extent and subject to the same conditions as other business documents and records originally generated and maintained in printed form.

Miscellaneous

This Agreement is governed by the laws of the State of Maryland, without regard to conflicts of law provisions.  You consent to the exclusive jurisdiction and venue of courts in Montgomery County, MD in all disputes arising out of, or relating to, your use of the Site and Service.

Our failure to exercise or enforce any right or provision of this Agreement will not constitute a waiver of such right or provision.