ADDENDUM TO LICENSE AGREEMENT

This Certification Agreement is a legal agreement between you (an individual seeking AVTpro certification) and Oona. Net Ltd. and Ooona Tools Ltd. (collectively “Ooona”) regarding the terms and conditions regarding AVTpro Certification and any applicable examination administered by Ooona as a prerequisite for such certification. 

YOU AGREE TO BE BOUND BY THE TERMS OF THIS CERTIFICATION AGREEMENT BY PURCHASING THE RIGHT TO TAKE ANY ONE OF THE AVTpro CERTIFICATION EXAMS OFFERED ON THE OOONA PLATFORM. IF YOU DO NOT AGREE, DO NOT PURCHASE THE RIGHT TO TAKE ANY ONE OF THE AVTpro CERTIFICATION EXAMS AND DO NOT TAKE ANY SUCH EXAM. 

BACKGROUND

1. The importance of AVTpro Certification and details of the various AVTpro Certification exams that are available, is listed on the AVTpro website at avtpro.ooona.net (the “AVTpro Site”), as such information is updated from time to time. AVTpro certification aims to become a recognized industry standard for media localization services.
   
   
2. As described on the AVTpro Site, one of the aims of the AVTpro Certification is to streamline the process for prospective employers to engage your services and to provide them with comfort that you will be able to “hit the ground running” when they hire your services as you have demonstrated that you possess the professional skills to apply your knowledge in real-world scenarios. However, Ooona cannot and does not warrant or guarantee that any prospective employers will engage your services even if you successfully complete the AVTpro Certification exams, nor does Ooona warrant or guarantee that a prospective employer will not require additional testing prior to engaging your services.
   
   
3. The AVTpro tests will be conducted in an on-line format. Once you have made payment for the applicable AVTpro exam via the AVTpro Site, you, will be provided with a link that will enable you to log-on at a time convenient to you in order to take the exam. In some instances, it may be a prerequisite that you have obtained a certain AVTpro Certification before being entitled to take another AVTpro Certification exam. For example, you must complete AVTpro Subtitle Basics certification before you can take either of the AVTpro Subtitle Translation or the AVTpro Subtitle Creation exams. 
   
   
4. In general, once payment is made for taking an exam, the payment is not refundable. Do not pay if you do not wish to take the exam. Once you start taking an exam, no refunding of payment will be provided.
   
   
5. Payment for the test gives you the limited right to take the applicable AVTpro examination within the specified period from making payment (and if no such period is specified, then within thirty (30) days of making payment). It also gives you the right to receive the applicable AVTpro Certification if you pass the examination in accordance with the terms of this Certification Agreement and to use such certification in any legal manner to enhance your career.
   
   
6. You may not copy, record, or download the exam. Your sole right is to take the exam on-line in accordance with the examination rules and procedures.
   
   
7. Ooona and the AVTpro Certification committee, including their designated examiners, shall have full and final discretion as to grading your performance on any certification exam. Their decision is final and is not appealable, or subject to any judicial review.
   
   
8. Only you, the applicant seeking certification, may take the exam using the unique access credentials provided. During the exam, you are not permitted to seek assistance from any third-party, nor may you receive any third-party assistance, in any form or manner, including the use of on-line tools and applications, such as automatic translation tools. A breach of these terms is grounds for:
   
   8.1. Disqualification and cancellation of any AVTpro certification that you have received and in such event, you may not continue to advertise yourself in any manner as having received the cancelled AVTpro certification; 
   
   8.2. You may be removed from the Ooona Pool and any other database of professionals managed by Ooona;
    
   8.3. Ooona, or the AVTpro committee, may inform their industry collaborators and other parties that your certification has been revoked and you shall have no claim against Ooona and/or the AVTpro committee, for any direct or indirect damages caused to you due to any such notification; and
   
   8.4. You may be “blacklisted” on a temporary, or a permanent basis, all at the sole discretion of Ooona. You shall not be allowed to take any AVTpro Certification exams while you are so listed (and if you pay to retake the exam, the payment will not be refunded and Ooona may in its discretion refuse to provide you with certification even if you pass the exam).
   
   
9. If, subsequent to your receiving certification, Ooona receives complaints from its industry partners that question that you have the required AVTpro skills evidenced by your certification, Ooona may in its sole discretion request that you retake the applicable certification examination as a prerequisite to your retaining such certification. In such event, Ooona may require additional exam protocols to verify compliance with the terms of this Certification Agreement, including but not limited to, on-line camera monitoring while you retake the exam. If you refuse to retake the exam in accordance with required protocols, Ooona shall be entitled to cancel your certification and the provisions of Section ‎7 shall apply, mutatis mutandis. 
   
   
10. Ooona reserves the right to set a time limit on the validity of the AVTpro certifications, but the minimum period of validity shall be three (3) years. Hence, you may in the future be required to take one or more on-line training course, so as to retain your certification, or you may be required to retake the examination itself or a refresh exam.
    
    
11. RESERVATION OF RIGHTS AND OWNERSHIP. Ooona reserves all rights in and to the certification exams. The exams are protected by copyright and other intellectual property laws and treaties. Ooona, or its affiliates, or its suppliers own the title, copyright, and other intellectual property rights in the exams. Payment gives you the limited right to take the exam, but the exam itself is not sold. 
    
    
12. CONSENT TO USE OF DATA. Ooona shall not make any use of the examination results that identifies you personally without your prior permission. You agree that Ooona and its affiliates or suppliers may collect and use technical information gathered as part of the examination services provided to you. Ooona may use this information solely to improve our examination services, or to provide and offer customized services or other certification exams to you. We will not disclose this technical information in a form that personally identifies you to others without your prior permission. 
    
    
13. LIMITATION ON REMEDIES; NO CONSEQUENTIAL OR OTHER DAMAGES. You have paid to take an examination. If for any reason Ooona is unable to administer the exam and despite your service request fails to rectify this within thirty (30) days of your payment, your exclusive remedy for this shall be a full refund. Except for such refund, YOU ARE NOT ENTITLED TO ANY DAMAGES, INCLUDING BUT NOT LIMITED TO CONSEQUENTIAL DAMAGES, if you are unable to take the exam, even if your inability to take the exam is due to any act, or omission, of Ooona. 
    
    
14. YOUR EXCLUSIVE REMEDY. Ooona’s entire liability and your exclusive remedy for any breach of this Certification Agreement by Ooona, shall be the return of the amount paid (if any) for the right to take the exam. You will receive such remedy without charge, except that you are responsible for any expenses you may incur. 
    
    
15. EXCLUSION OF INCIDENTAL, CONSEQUENTIAL AND CERTAIN OTHER DAMAGES. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL OOONA, ITS AFFILIATES OR ITS SUPPLIERS BE LIABLE FOR ANY SPECIAL, INCIDENTAL, PUNITIVE, INDIRECT, OR CONSEQUENTIAL DAMAGES WHATSOEVER (INCLUDING, BUT NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS OR CONFIDENTIAL OR OTHER INFORMATION, FOR BUSINESS INTERRUPTION, FOR PERSONAL INJURY, FOR LOSS OF PRIVACY, FOR FAILURE TO MEET ANY DUTY INCLUDING OF GOOD FAITH OR OF REASONABLE CARE, FOR NEGLIGENCE, AND FOR ANY OTHER PECUNIARY OR OTHER LOSS WHATSOEVER) ARISING OUT OF OR IN ANY WAY RELATED TO THIS CERTIFICATION AGREEMENT, THE PROVISION OF, OR FAILURE TO PROVIDE, THE APPLICABLE AVTpro CERTIFICATION EXAM, OR OTHERWISE UNDER OR IN CONNECTION WITH ANY PROVISION OF THIS CERTIFICATION AGREEMENT, EVEN IN THE EVENT OF THE FAULT, TORT (INCLUDING NEGLIGENCE), MISREPRESENTATION, STRICT LIABILITY, BREACH OF CONTRACT OR BREACH OF WARRANTY OF OOONA OR ANY SUPPLIER, AND EVEN IF OOONA OR ANY SUPPLIER HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. |
    
    
16. LIMITATION OF LIABILITY AND REMEDIES. NOTWITHSTANDING ANY DAMAGES THAT YOU MIGHT INCUR FOR ANY REASON WHATSOEVER (INCLUDING, WITHOUT LIMITATION, ALL DAMAGES REFERENCED HEREIN AND ALL DIRECT OR GENERAL DAMAGES IN CONTRACT OR ANYTHING ELSE), THE ENTIRE LIABILITY OF OOONA, ITS AFFILIATES AND ANY OF ITS SUPPLIERS UNDER ANY PROVISION OF THIS CERTIFICATION AGREEMENT AND YOUR EXCLUSIVE REMEDY HEREUNDER SHALL BE LIMITED TO THE RETURN OF THE AMOUNT PAID (IF ANY) FOR THE RIGHT TO TAKE THE EXAM. THE FOREGOING LIMITATIONS, EXCLUSIONS AND DISCLAIMERS SHALL APPLY TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, EVEN IF ANY REMEDY FAILS ITS ESSENTIAL PURPOSE. 
    
    
17. APPLICABLE LAW. Subject to any cognitive provision of applicable law that is not subject to election, this CERTIFICATION AGREEMENT is governed by the laws of the State of Israel without reference to its conflicts of law provisions.
    
    
18. ENTIRE AGREEMENT; SEVERABILITY. This CERTIFICATION AGREEMENT is the entire agreement between you and Ooona relating to the subject matter hereof and to the AVTpro certification and it supersedes all prior or contemporaneous oral or written communications, proposals and representations with respect to the subject matter covered by this CERTIFICATION AGREEMENT. 
    
    
19. EXCLUSION OF ALL OTHER TERMS – To the maximum extent permitted by applicable law, Ooona disclaims all warranties, conditions and other terms, either express or implied (whether by statute, common law, collaterally or otherwise) including but not limited to implied warranties of satisfactory quality and fitness for particular purpose with respect to the AVTpro certification and/or the AVTpro examinations and/or any information contained on the AVTpro Site. Any implied warranties that cannot be excluded are limited to 30 days or to the shortest period permitted by applicable law, whichever is greater. 
    
    
20. Should you have any questions concerning this CERTIFICATION AGREEMENT, or if you desire to contact Ooona for any reason, please contact Ooona on the World Wide Web at http://www.Ooona.net.