General Terms and Conditions for the Tonalic Webshop
The General Terms and Conditions set forth below apply exclusively to orders in the Tonalic Webshop of Celemony Music GmbH (hereinafter referred to as “CELEMONY MUSIC”). CELEMONY MUSIC does not recognize deviating terms and conditions of the customer, unless CELEMONY MUSIC has expressly agreed to their validity in writing.
1. Conclusion of the contract
Requirement for use of the Tonalic software is a subscription, which is, as a rule, subject to a charge.
Quotations of the Tonalic Webshop are always subject to change, unless a period of validity is expressly stated.
All prices quoted include statutory value added tax for customers with registered office in the EU, UK or EFTA.
Before submitting the order, the customer shall have the opportunity to review all the information again (e.g. name, address, payment method, ordered subscription, term) and make any changes.
Once the customer has completed the Tonalic ordering process by entering the information required there and clicking the [[ “Order and Pay” ]] button, the customer thereby submits a binding offer to conclude a subscription contract with CELEMONY MUSIC.
Acceptance of this offer by CELEMONY MUSIC (and therefore conclusion of the contract) shall be effected as a rule immediately but at the latest within 14 days by sending an invoice.
Precautionary note: When purchasing Tonalic software from retail stores, the contract is concluded with the respective provider and pursuant to the provider’s terms and conditions or terms of use. This provider is then the contract partner.
2. Performance of the contract, Rights of use, Liability
CELEMONY MUSIC provides customers who have internet access with the possibility of downloading digital files with text, audio or video content to the customer’s internet-enabled computer against payment (“download”). The customer must not share, disclose, or provide access to any login credentials to any third party, as such credentials are strictly personal and non-transferable.
In this respect, the customer shall be granted a personal, non-exclusive and non-transferable right of use for the term of the customer’s Tonalic subscription for the contractually stipulated use of the file acquired via download. Within the scope of the contractually stipulated use, both the reproduction or transfer of the file to another data carrier (e.g. blank CD) or to another playback device are permitted exclusively for the customer’s personal use. Any use beyond the scope of use granted under the contract, especially rental, broadcasting, public performance, further licensing, making the file available on the internet or other electronic networks (“file sharing”) or other commercial use of the file is inadmissible. Furthermore, use for development, training, programming, improvement and/or enrichment of AI systems (including but not limited to generative AI systems) that can directly or indirectly output content (regardless of whether this is protected by copyright) is inadmissible.
Any violation shall result in the extinguishment of the rights of use granted.
Upon conclusion of the contract between CELEMONY MUSIC and the customer, no further copyrighted rights of use, related rights or other industrial property rights (e.g. trademark rights, name rights, title protection rights) shall be transferred.
CELEMONY MUSIC shall not be liable for any temporary or permanent interruption in data transmission to the customer’s server. In addition, CELEMONY MUSIC assumes no responsibility for the continuous availability of the “downloads” offered e.g. in the event of failure of the transport provider, performance of maintenance work.
To use the downloads offered by CELEMONY MUSIC, the use of certain technical systems (e.g. computer hardware and software, telecommunications services) is required, which incur further costs for the customer, especially connection charges. Responsibility for the functionality and costs of such technical systems lies solely with the customer. CELEMONY MUSIC can assume neither a warranty nor liability in this respect.
3. Right of cancellation for consumers
Consumers are entitled to a right of cancellation in accordance with the following instruction:
Right of cancellation
You have the right to cancel this contract within fourteen days without stating the reasons.
The cancellation period is fourteen days from the date of conclusion of the contract.
To exercise your right of cancellation, you must inform us (Celemony Music GmbH, Oberländer Strasse 4, 81371 Munich, e-mail: [[ support@tonalic.com ]]) of your decision to cancel this contract by means of an unequivocal statement (e.g. a letter sent by post or an e-mail). You can use the attached model cancellation form for this purpose but this is not mandatory.
To meet the cancellation deadline, it is sufficient for you to send the communication concerning the exercise of your right of cancellation before expiry of the cancellation period.
Consequences of cancellation
If you cancel this contract, we must refund to you all payments, which we have received from you, including the costs of delivery (with the exception of additional costs resulting from the fact that you have chosen a different type of delivery than the most advantageous standard delivery offered by us), immediately and not later than fourteen days from the date on which we receive the communication concerning your cancellation of this contract. We shall use the same means of payment for this refund as you used for the original transaction, unless otherwise expressly agreed with you. Under no circumstances shall you be charged any fees for such refund.
If you have requested that the services shall commence during the cancellation period, you must pay us an appropriate amount corresponding to the proportion of the services already provided up to the point when you notify us that you are exercising your right of cancellation with regard to this contract compared to the entire scope of the services stipulated in the contract.
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Your right of cancellation shall extinguish early if we have commenced execution of the contract after you have
- expressly agreed that we commence execution of the contract before expiry of the cancellation period; and
- confirmed your knowledge that you shall lose your right of cancellation by agreeing with the commencement of execution of the contract.
LINK Model Cancellation Form
4. Delivery, Customs notice
[[ Subscriptions specifying P.O. box addresses are not possible. ]]
In the case of subscriptions from customers outside the EU, customs and import duties as well as taxes can be incurred in the country of destination. These shall be borne by the customer. CELEMONY MUSIC has no influence on the amount of such charges and taxes and cannot provide any information on their amount. The customer can obtain further information from the customer’s competent customs authority.
5. Payment
Payments shall be made in principle by credit card (Mastercard, Visa) or by PayPal to our bank account.
Unfortunately, payment by sending cash or checks is not possible. CELEMONY excludes liability for loss!
6. Termination, Renewal of subscriptions
Subscriptions can be terminated for the first time to the end of the contractually agreed term (minimum term). If a subscription is not terminated in due time, it shall be automatically renewed at the regular price for an indefinite period upon expiry of the minimum term.
After expiry of the minimum term, a debit shall be made for a further billing period corresponding to the minimum term, for example for an annual subscription, for a further 12 months (at the regular 12-month price). The subscription shall run for an indefinite period after expiry of the minimum term and can then be terminated at any time, giving notice of one month. Any amounts paid in excess shall be refunded immediately.
Termination can be effected online by using the appropriate function in the subscriber area (“My Account”), by completing the termination form on the website or in writing by e-mail to [[ support@tonalic.com ]].
Right of extraordinary termination
The right of extraordinary termination for good cause shall remain unaffected.
7. Set-off, retention
The customer shall be entitled to a right of set-off only if the customer’s counterclaims have been recognized by declaratory judgement or recognized by CELEMONY MUSIC. Furthermore, the customer is authorized to exercise a right of retention only to the extent that the customer’s counterclaim is based on the same contractual relationship.
8. Warranty terms
Statutory warranty rights exist for all goods and services in our shop.
Unless otherwise stated below, further claims of the customer, for whatever legal reasons, shall be excluded. CELEMONY MUSIC shall not be liable, therefore, for damage that has not occurred to the delivery item itself. In particular, CELEMONY MUSIC shall not be liable for lost profit or for other pecuniary loss of the customer. If liability of CELEMONY MUSIC is excluded or limited, this shall also apply to the personal liability of employees, representatives and vicarious agents.
The foregoing limitation of liability shall not apply if the cause of damage is based on intent or gross negligence or if personal injury has occurred. Furthermore, it shall not apply if the customer asserts claims under the Produkthaftungsgesetz [German Product Liability Act].
If CELEMONY MUSIC negligently violates an obligation material to the contract, the obligation to compensate for property damage shall be limited to damage typically incurred.
Damage attributable to natural wear and tear, improper use and lack of care or incorrect care is excluded from the warranty.
Liability of CELEMONY MUSIC for the downloading of files shall be excluded if the cause of the defective transmission lies within the sphere of responsibility of the customer (e.g. in the use of incompatible hardware and/or software) or of third parties commissioned by the customer (internet provider, telecommunications service provider).
9. Data protection
In certain situations, such as when placing your order, setting up your user account, activating your software or contacting our support team, the processing of personal data is necessary. For further details on how we handle your personal data, please refer to the current version of our Privacy Policy.
10. Applicable law
If the customer is not a consumer, German law shall apply, to the exclusion of the UN Sales Convention.
11. Place of performance and place of jurisdiction
Place of performance is Munich.
Place of jurisdiction for any claims and legal disputes arising from the contractual relationship is Hamburg if the customer is a trader.
12. Participation in dispute settlement procedures for consumers
We are willing to participate in dispute settlement procedures before a consumer arbitration board.
13. Clause regarding written form / Severability clause
Additions or deviating agreements shall only be valid when given in writing and shall only then become an integral part of the contract.
If any of the foregoing provisions are invalid in whole or in part, the validity of the remaining provisions shall not be affected.
v.2025.10.30