Terms of Use

Effective Date: 5 July 2020

Please read these Terms of Use (together with our Privacy Policy, the "Terms") carefully before using the www.NOYO.org website (the “Site”) operated by Northern Ohio Youth Orchestra, Inc. (“NOYO,” "us," "we," or "our"). Your access to and use of the Site is conditioned upon your acceptance of and compliance with these Terms. If you are between the ages of 13 and 18 years of age (or the relevant age of majority in your state), a parent or guardian must review and agree to these Terms on your behalf in order for you to use our Site. These Terms apply to all visitors, users and others who wish to access or use the Site, including each parent or guardian entering into these Terms on behalf of a minor under the age of 18 who will be a user of the Site. No child under the age of 13 is permitted to use the Site.

By accessing or using the Site in any manner you represent that you are legally able to accept these Terms and affirm that you are of legal age to form a binding contract, or have obtained parental or guardian consent to do so, and to be legally bound by these Terms. Your access to and use of the Site are also governed by the Privacy Policy available here, which is hereby incorporated by reference. If you disagree with any part of the Terms then you do not have permission to access the Site.

We may modify these Terms at any time without notice to you, by posting such changes on the Site. It is your responsibility to maintain a current knowledge and understanding of these Terms and any changes made hereto. Your continued use of the Site after such a change has been made available on the Site constitutes an act of acceptance of such a change.

Please note that the Site, or certain features that may be available through the Site, are hosted and operated by third parties, including but not limited to NOYO’s online program registration form, donation portal, virtual livestream talks/discussions, and online store. Your use of such features is subject to additional terms and policies made available by that provider at the time you use that feature. Please review those terms carefully. NOYO is not responsible for the acts or omissions of any third party.

THE SECTIONS BELOW TITLED “BINDING ARBITRATION” AND “CLASS ACTION WAIVER” CONTAIN A BINDING ARBITRATION AGREEMENT AND CLASS ACTION WAIVER, WHICH AFFECT YOUR LEGAL RIGHTS. PLEASE READ THEM CAREFULLY. YOU HAVE A RIGHT TO OPT OUT OF THE PROVISIONS AS FURTHER DESCRIBED BELOW.

Rules of Conduct

You agree that you will not, directly or indirectly: (i) "harvest" (or collect) information from the Site using an automated software tool or manually on a mass basis; (ii) use automated means to access the Sites (except in the operation of a general purpose search engine accessible to the public without the payment of any fee); (iii) gain unauthorized access to the Site or to any account or computer system connected to Site; (iv) download, store or transmit copies of streamed content from the Site; (v) attempt to obtain access to areas of the Site or our systems that are not intended for access by you; (vi) intentionally overburden, disrupt or harm the Site or its systems; (vii) circumvent the security of the Site or our systems; (viii) misrepresent or attempt to misrepresent your identity while using the Site, or (ix) restrict or inhibit others from lawfully using and enjoying the Site.

You agree that you will not submit or otherwise make available any content or information through the Site that: (i) infringes any third party intellectual property right; (ii) is false, misleading or defamatory; (iii) constitutes another person's or entity's confidential or private information or trade secret; (iv) is fraudulent, unlawful, threatening, harassing, abusive, hateful, intimidating, degrading, profane, obscene, indecent, or discriminatory; (v) encourages or constitutes criminal conduct; (vi) advertises or solicits business for products or services; or (vii) contains any virus, malware, spyware or other harmful or invasive content or code.

You also agree to comply with all applicable laws when you use the Site.

Ownership of Site Content

We or our registered participants, affiliates, licensors, developers or partners own the intellectual property rights in the content and materials, including, without limitation, all photographic and video content, displayed on, or available through, the Site. You may view the Site (including such content and materials) for your own personal, non-commercial purposes, but you may not use it for commercial purposes. You may not modify, copy, reproduce, republish, upload, post, transmit, translate, sell, create derivative works, exploit, or distribute in any manner or medium any content or material from the Site unless explicitly authorized in these Terms or without the written consent of NOYO.

Trademark

The trademarks, logos, service marks and trade names (collectively, the "Trademarks") displayed on the Site or on content or materials available on or through the Site are the registered and unregistered Trademarks of NOYO, its affiliates, or third parties and may not be used without an express license from NOYO. All Trademarks not owned by us that appear on the Site or on or through any of the Site services, if any, are the property of their respective owners. Nothing about the Site should be construed as granting, by implication, estoppel, or otherwise, any license or right to use any Trademark displayed on the Site without our written permission or the third party that may own the applicable Trademark. If you have questions about the legal use of the Trademarks owned by NOYO, please contact us at noyo@noyo.org.

Electronic Communications

Subject to any elections you make pursuant to our Privacy Policy you consent to receive communications from us in an electronic form, and you agree that all terms and conditions, agreements, notices, disclosures, and other communications that we provide to you electronically satisfy any legal requirement that such communications would satisfy if it were in writing.

Purchases

We make certain products, tickets, donation services and program registrations available throughout the Site and in the NOYO Shop. If you wish to purchase any product or service made available through the Site ("Purchase"), you may be asked to supply certain information relevant to your Purchase including, without limitation, your credit card number, the expiration date of your credit card, your billing address, and your shipping information.

You represent and warrant that: (i) you have the legal right to use any credit card(s) or other payment method(s) in connection with any Purchase; and that (ii) the information you supply to us is true, correct and complete. The service may employ the use of third-party services for the purpose of facilitating payment and the completion of Purchases. By submitting your information, you grant us the right to provide the information to these third parties subject to our Privacy Policy.

We reserve the right to refuse or cancel your order at any time for reasons including but not limited to: product or service availability, errors in the description or price of the product or service, error in your order or other reasons. We reserve the right to refuse or cancel your order if fraud or an unauthorized or illegal transaction is suspected.

If you order any such products from us, you agree to pay in full for any purchases you make online as well as all applicable taxes. If we do not receive payment from your credit or debit card issuer or its agents, you agree to pay all amounts due and owed to us. All sales are final and nonrefundable. To the extent we have provided you with a discount code for a ticket, product or program, you agree that such discount is nontransferable and the use of said discount by another individual other than the individual authorized shall automatically void the discount. Please note, that donations submitted through our donation portal are entirely voluntary and accepted free of charge. However, if you make or attempting to make any fraudulent payments in the form of a donation that result in costs to NOYO, you will be responsible for all such costs and fees incurred by NOYO, including any legal costs and reasonable attorneys’ fees.

If you are a copyright owner who believes in good faith that your copyrighted material has been reproduced, posted or distributed on the Site in a manner that constitutes copyright infringement, please inform our designated copyright agent by sending written notice by U.S. Mail to: Colin Holter, Northern Ohio Youth Orchestra, Inc., 39 South Main Street, Suite 244, Oberlin, OH 44074, phone: (440) 775-3059, or by email to noyo@noyo.org. Please include the following information in your written notice:

(1) a detailed description of the copyrighted work that is allegedly infringed upon;

(2) a description of the location of the allegedly infringing material on the Site;

(3) your contact information, including your address, telephone number, and, if available, email address;

(4) a statement by you indicating that you have a good-faith belief that the allegedly infringing use is not authorized by the copyright owner, its agent, or the law;

(5) a statement by you, made under penalty of perjury, affirming that the information in your notice is accurate and that you are authorized to act on the copyright owner's behalf; and

(6) an electronic or physical signature of the copyright owner or someone authorized on the owner's behalf to assert infringement of copyright and to submit the statement.

Please note that the contact information provided in this paragraph is for suspected copyright infringement only. Contact information for other matters is provided elsewhere in these Terms or on the Site.

If you are a parent or guardian of a child under the age of 13 who would like to have a photo of your child removed from public view on the Site, please promptly inform us of this request at the aforementioned contact address above, and refer to our Privacy Policy accessible here for more information.

Changes to The Site

We reserve the right to make changes to, or to suspend or discontinue (temporarily or permanently), the Site or any portion of the Site. You agree that we will not be liable to you or to any third party for any such modification, suspension or discontinuance.

Linking Policies

This Site may contain links to other websites or to third party sellers of products and services. Such links are provided for your convenience only, and you access them at your own risk. We are not responsible for, and do not endorse, the content of any such websites, or the products and services sold on them, nor do we take responsibility for the accuracy of any such websites. When you visit a linked website, you should read the terms of use and privacy policy that govern that particular linked website. If you purchase a product or service from a third party after following an ad or link on a website, the terms of sale for your purchase are between you and the third party from whom you made the purchase and we are not responsible for such third-party products or services.

You are permitted to link to the Site if: (i) the Site opens in a new browser window which displays the full version of a page of the Site (e.g., not merely one of its frames, and not an "in-line" link to a particular image or object on the Site), (ii) the link to this does not state or imply any sponsorship of your website or service by us or by the Site; (iii) the Site is not display framed within or obfuscated by other content; and (iv) the link is for a non-commercial purpose. Except as expressly set forth herein, you may not use on your website any Trademarks or copyrighted materials appearing on this Site, including but not limited to any logos, without our express written consent. We reserve the right to revoke your right to link to the Site upon notice. If you receive such a notice from us, you agree to discontinue your link to the Site.

Indemnification

You agree to indemnify, defend and hold us and our affiliates, and our respective representatives, harmless from and against any claims, liabilities, losses, damages, costs and expenses, including reasonable attorneys' fees, arising from your use of the Site, your submissions to the Site, or any violation of these Terms or applicable law, by you or by someone accessing the Site via your device. We reserve the right, at our own expense, to assume the exclusive defense and control of any matter subject to indemnification by you, in which event you agree to cooperate with us in defending such claims. This indemnification, defense and hold harmless obligation will survive these Terms and the termination of your use of the Site.

Jurisdictional Issues

We control and operate the Site from our facilities in the State of Ohio in the United States of America, and unless otherwise specified, the materials displayed on the Site are presented solely for the purpose of promoting products and services available in the United States, its territories, possessions, and protectorates. We do not represent that materials on the Site are appropriate or available for use in other locations. If you choose to access this Site from other locations, you are responsible for compliance with local laws, if and to the extent local laws are applicable.

Applicable Law; Jurisdiction; No Waiver; Severability

These Terms, and the relationship between you and us, will be governed by the laws of the United States and the State of Ohio, without giving effect to any principles of conflicts of law. Our failure to exercise or enforce any right or provision of these Terms will not constitute a waiver of such right or provision. If any provision of these Terms is found by a court of competent jurisdiction to be invalid, you and we nevertheless agree that the court should endeavor to give effect to intentions as reflected in the provision, and the other provisions of these terms and conditions will remain in full force and effect.

Any litigation that arises under these Terms will be litigated by you and us in the United States District Court for the Northern District of Ohio or, if such court would not have jurisdiction over the matter, then only in an Ohio State court sitting in the County of Lorain, Ohio. Each party submits to the exclusive jurisdiction of these courts and agrees not to commence any legal action under or in connection with the subject matter of these Terms in any other court or forum. Each party waives any objection to the laying of the venue of any legal action brought under or in connection with the subject matter of this Terms in the federal or state courts sitting in the County of Lorain of Ohio, and agrees not to plead or claim in such courts that any such action has been brought in an inconvenient forum.

Disclaimer of Warranties

THIS SITE AND ITS CONTENT AND SERVICES ARE PROVIDED FOR ENTERTAINMENT, EDUCATIONAL AND PROMOTIONAL PURPOSES. WE PROVIDE THIS SITE ON AN "AS IS" AND "AS AVAILABLE" BASIS, WITHOUT WARRANTY OF ANY KIND WHETHER EXPRESS OR IMPLIED (INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR ANY PARTICULAR PURPOSE AND NON-INFRINGEMENT). THIS MEANS THAT WE MAKE NO PROMISES THAT:

THE SITE WILL BE AVAILABLE AT ANY PARTICULAR TIME,
THE SITE WILL MEET ANY PARTICULAR REQUIREMENTS OR PROVIDE ANY PARTICULAR RESULTS,
THE INFORMATION ON THE SITE WILL BE ACCURATE, COMPLETE, OR UP-TO-DATE,
THE SITE OR THE INFORMATION TRANSMITTED TO OR FROM IT OR STORED ON IT WILL BE SECURE FROM UNAUTHORIZED ACCESS,
THIRD PARTY DISTRIBUTORS OF ANY TECHNOLOGY SERVICE THAT ENABLES THE SITE WILL ALLOW US TO CONTINUE TO SUPPORT THE SITE,
INFORMATION AND MATERIALS THAT YOU SUBMIT THROUGH THIS SITE WILL REMAIN RETREIVABLE AND UNCORRUPTED, OR
THE SITE WILL BE UNINTERRUPTED OR ERROR-FREE OR WILL BE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS, OR THAT DEFECTS WILL BE CORRECTED.
WE LIKEWISE MAKE NO WARRANTIES OR REPRESENTATIONS REGARDING ANY PRODUCTS OR SERVICES ORDERED OR PROVIDED VIA THIS SITE. ANY PRODUCTS AND SERVICES ORDERED OR PROVIDED VIA THIS SITE ARE PROVIDED "AS IS", EXCEPT TO THE EXTENT, IF AT ALL, OTHERWISE SET FORTH IN A SEPARATE AGREEMENT ENTERED INTO BETWEEN YOU AND US OR BETWEEN YOU AND A THIRD PARTY.

You agree that use of the Site is at your own risk. We reserve the right to change or make corrections to any of the information at any time. We cannot, and do not, guarantee the correctness, timeliness, precision, thoroughness or completeness of any of the information available on this Site, nor will we be liable for any inaccuracy or omission concerning any of the information provided on this Site. No advice, results or information, whether oral or written, obtained by you from us or through the Site shall create any warranty not expressly made herein. We hereby disclaim, and you hereby waive, any and all warranties and representations made in product or services literature, frequently asked questions documents, support documentation, by our customer service and support agents, and otherwise on this Site or in correspondence with us or our agents. We are not responsible for any content or materials posted to this Site by users, or for disputes between users, or between users and third parties.

Limitations of Liability

IN NO EVENT WILL WE OR ANY OF OUR AFFILIATES, OR ANY OF OUR OR THEIR REPRESENTATIVES (AS DEFINED HEREIN), BE LIABLE FOR ANY DAMAGES (INCLUDING, WITHOUT LIMITATION, DIRECT, INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, EXEMPLARY OR PUNITIVE DAMAGES) ARISING FROM, OR DIRECTLY OR INDIRECTLY RELATED TO, THE USE OF, OR THE INABILITY TO USE, THIS SITE OR ANY OTHER WEBSITE (AS DEFINED HEREIN) (OR THE CONTENT, MATERIALS AND FUNCTIONS PROVIDED ON OR THROUGH SUCH WEBSITES), WHETHER IN AN ACTION OF CONTRACT, NEGLIGENCE, OR STRICT LIABILITY, EVEN IF WE KNEW, SHOULD HAVE KNOWN OR HAD BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. NOTWITHSTANDING AND WITHOUT LIMITING THE FOREGOING, YOU AGREE THAT OUR LIABILITY AND THE LIABILITY OF OUR AFFILIATES, AND OF ANY OF OUR OR THEIR REPRESENTATIVES (AS DEFINED HEREIN), ARISING OUT OF ANY KIND OF LEGAL CLAIM IN ANY WAY RELATING TO THE USE OF A SITE, WILL NOT EXCEED ONE HUNDRED U.S. DOLLARS ($100). BECAUSE SOME STATES DO NOT ALLOW THE EXCLUSION OR LIMITATION OF CERTAIN CATEGORIES OF DAMAGES, THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU. IN SUCH STATES, OUR LIABILITY AND THE LIABILITY OF OUR AFFILIATES, AND OUR AND THEIR REPRESENTATIVES, IS LIMITED TO THE FULLEST EXTENT PERMITTED BY SUCH STATE LAW.

Binding Arbitration

In the event of a dispute arising under or relating to these Terms of Use, the Privacy Policy, or any other agreement between you and NOYO in connection with the Site, or relating to our products, the Site or the related services, (each, a “Dispute”), either party may elect to finally and exclusively resolve the dispute by binding arbitration governed by the Federal Arbitration Act (“FAA”). Any election to arbitrate, at any time, shall be final and binding on the other party. IF EITHER PARTY CHOOSES ARBITRATION, NEITHER PARTY SHALL HAVE THE RIGHT TO LITIGATE SUCH CLAIM IN COURT OR TO HAVE A JURY TRIAL. DISCOVERY AND APPEAL RIGHTS MAY ALSO BE LIMITED IN ARBITRATION. All disputes will be resolved before a neutral arbitrator, whose decision will be final except for a limited right of appeal under the FAA. The United States District Court for the Northern District of Ohio or, if such court would not have jurisdiction over the matter, then only in an Ohio State court sitting in the County of Lorain may enforce the arbitrator’s award. The arbitration shall be administered by the Judicial Arbitration and Mediation Services (“JAMS”) pursuant to JAMS’ Streamlined Arbitration Rules and Procedures, if applicable, or otherwise pursuant to its Comprehensive Arbitration Rules and Procedures and in accordance with the Expedited Procedures in those Rules (the “JAMS Rules”). Such disputes will be resolved by the arbitrator as determined under the JAMS Rules. The arbitration may be conducted in person, through the submission of documents, by phone, or online. If conducted in person, the arbitration shall take place in the County of Lorain. The parties may litigate in court to compel arbitration, to stay proceeding pending arbitration, or to confirm, modify, vacate, or enter judgment on the award entered by the arbitrator. In addition, we may litigate in court to seek injunctive relief.

Class Action Waiver

You agree that any arbitration or proceeding shall be limited to the Dispute between us and you individually. To the full extent permitted by law, (i) no arbitration or proceeding shall be joined with any other; (ii) there is no right or authority for any Dispute to be arbitrated or resolved on a class action-basis or to utilize class action procedures; and (iii) there is no right or authority for any Dispute to be brought in a purported representative capacity on behalf of the general public or any other persons. YOU AGREE THAT YOU MAY BRING CLAIMS AGAINST US ONLY IN YOUR INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING.

YOU HAVE THE RIGHT TO OPT OUT OF BINDING ARBITRATION AND CLASS ACTION WAIVER WITHIN 30 DAYS. IF YOU DO NOT WISH TO BE BOUND BY THE BINDING ARBITRATION AND CLASS ACTION WAIVER ABOVE, YOU MUST NOTIFY US IN WRITING WITHIN 30 DAYS OF THE DATE THAT YOU ACCEPT THESE TERMS OF USE. YOUR WRITTEN NOTIFICATION MUST BE MAILED TO NOYO@NOYO.ORG, AND MUST INCLUDE: (1) YOUR NAME, (2) YOUR ADDRESS, (3) YOUR ACCOUNT NUMBER, IF YOU HAVE ONE, AND (4) A CLEAR STATEMENT THAT YOU DO NOT WISH TO RESOLVE DISPUTES WITH US OR OUR AFFILIATES THROUGH ARBITRATION.

Other

These Terms of Use, together with our Privacy Policies and any additional terms and conditions that may apply to specific areas of the Site, constitute the entire agreement between us and you with respect to this Site. This agreement is personal to you and you may not assign it to anyone.

If any provision of these Terms is found to be unlawful, void, or for any reason unenforceable, then that provision will be deemed severable from these Terms and will not affect the validity and enforceability of any remaining provisions. These Terms of Use are not intended to benefit any third party, and do not create any third-party beneficiaries. Accordingly, these Terms of Use may only be invoked or enforced by you or us.

The following provisions will survive any expiration or termination of these Terms of Use: “Ownership of Site Content,” “Trademarks,” “Electronic Communications,” “Indemnification,” “Applicable Law; Jurisdiction; No Waiver; Severability,” “Disclaimer of Warranties,” “Limitations of Liability,” “Binding Arbitration,” “Class Action Waiver,” and “Other.”