KINLY LLC – WEBSITE TERMS OF USE
Welcome to our website. This website is owned and operated by Kinly LLC EIN 83-1039262, its successors and assignees (we, our or us). It is available at: www.kinly.co (Site) and may be available through other addresses or channels.
These Terms of Use (Terms)govern you, the person, organisation or entity that accesses and/or uses our Site (referred to as you or your) and form a contract between you and us if you access our Site. Please read these Terms carefully. If you have any questions, please contact us using the contact details below. Your use of the Site indicates that you have had sufficient opportunity to access these Terms and that you have read and accepted these Terms. You should immediately cease accessing and using this Site if you do not accept these Terms.
1. Information: The information, including statements, opinions and documents, contained in this Site(Information) is for general information purposes only. It does not take into account your specific needs, objectives or circumstances, and it is not advice. Any reliance you place on the Information is at your own risk. Before acting on any Information, we recommend that you consider whether it is appropriate for your circumstances, carry out your own research and seek professional advice, where necessary.
2. Amendment: The Information and Terms may be amended without notice from time to time in our sole discretion. Your use of our Site following any amendments indicates that you accept the amendments. You should check the Terms regularly to ensure you are aware of any changes, and only proceed to use the Site if you accept and will comply with the new Terms.
3. Your warranties: You warrant to us that you have the legal capacity to enter these Terms and form a contract, and that you have read and understood these Terms, before using the Site.
4. Licence to use the Site: We grant you a non-exclusive, royalty-free, revocable, worldwide, non-transferable right and licence to use the Site for your personal, non-commercial use, in accordance with these Terms. All other uses are prohibited without our prior written consent.
5. Prohibited conduct: You must not:
(a) Use the Site for any activities, or post or transmit any material from the Site:
§ unless you hold all necessary rights, licences and consents to do so;
§ that infringes the intellectual property or other rights of any person;
§ that would cause you or us to breach any law, regulation, rule, code or other legal obligation;
§ that defames, harasses, threatens, menaces, offends or restricts any person;
§ that is or could reasonably be considered to be obscene, inappropriate, defamatory, disparaging, indecent, seditious, offensive, pornographic, threatening, abusive, liable to incite racial hatred, discriminatory, blasphemous, in breach of confidence or in breach of privacy; or
§ that would bring us, or the Site, into disrepute;
(b) Interfere with or inhibit any user from using the Site;
(c) Use the Site to send unsolicited email messages;
(d) Attempt to or tamper with, hinder or modify the Site, knowingly transmit viruses or other disabling features, or damage or interfere with the Site, including but not limited to the use of trojan horses, viruses, or piracy or programming routines that may damage or interfere with the Site; or
(e) Facilitate or assist a third party to do any of the above acts.
6. Copyright and intellectual property rights: Our Site contains material which is owned by or licensed to us and is protected by United States and international laws, including but not limited to the trademarks, trade names, software, content, design, images, graphics, appearance, layout and look of our Site. We own the copyright which subsists in all creative and literary works displayed on the Site.
You agree that, as between you and us, we own all intellectual property rights in the Site, and that nothing in these Terms constitutes a transfer of any intellectual property rights. Your use of the Site does not grant you a licence to, or act as a right to, use any of the intellectual property, whether registered or unregistered, displayed on the Site without the express written permission of the owner.
You must not breach any copyright or intellectual property rights connected with the Site. This includes but is not limited to:
(a) altering or modifying any of the code or the material on the Site;
(b) causing any of the material on the Site to be framed or embedded in another website;
(c) creating derivative works from the content of the Site; or
(d) using the Site for commercial purposes.
7. Privacy: We are committed to protecting your privacy. Please read our Privacy Policy which is available on the Site. By agreeing to these Terms, you agree to accept our Privacy Policy.
8. Your content: If you choose to add any content on the Site, you:
(a) warrant to us that you have all necessary rights to post the content;
(b) grant us a perpetual, non-exclusive, royalty-free, irrevocable, worldwide and transferable right and licence to use that content in any way (including but not limited to, by reproducing, changing, and communicating the content to the public) and permit us to authorise any other person to do the same thing; and
(c) you consent to any act or omission which would otherwise constitute an infringement of your moral rights, and if you add any content in which any third party has moral rights, you must ensure that the third party consents in the same manner.
9. Third party information: The Site may contain third party information, including but not limited to user comments, guest articles and advertisements (Third Party Information). We do not control, recommend, endorse, sponsor or approve Third Party Information, including any information, products or services mentioned in Third Party Information. You should make your own investigations with respect to the suitability of Third Party Information for you.
10. Third party links and websites: This Site may contain links to websites owned by third parties (Third Party Sites). We do not control, recommend, endorse, sponsor or approve Third Party Sites, including any information, products or services mentioned on Third Party Sites. You should make your own investigations with respect to the suitability of Third Party Sites for you.
11. Reservation of rights: We reserve the right to amend or delete any and all of your content, Third Party Information and/or Third Party Sites, and to block any user, if we believe that there is a violation of these Terms, or for any other reason, in our sole discretion.
12. Delays and outages: We are not responsible for any delays or interruptions to the Site. We will use commercially reasonable efforts to minimise delays and interruptions. We cannot warrant that the Site will be available at all times or at any given time. We may at any time and without notice to you, discontinue the Site in whole or in part. We are not responsible for any loss, cost, damage or liability that may result from our discontinuance of the Site.
13. Limitation of liability: To the extent permitted by law, we exclude all liability for any loss, damage, costs or expense, whether direct, indirect, incidental, special and/or consequential including loss of profits, suffered by you or any third party, or claims made against you or any third party which result from any use of or access to, or any inability to use or access, the Site.
To the extent permitted by law, we exclude all representations, guarantees, warranties or terms (whether express or implied)other than those expressly set out in these Terms
14. Disclaimer: The Site is provided to you without warranties, express or implied, including but not limited to implied warranties of merchantability and/or fitness for a particular purpose. We do not warrant that the functions contained in any material on the Site or your access to the Site will be error free, that any defects will be corrected, that the Site or the server which stores and transmits material to you are free of viruses orany other harmful components, or that the Site will operate on a continuous basis or be available at any time.
While we endeavour to keep the Site and Information up to date and correct, we make no representations, warranties or guarantee, express or implied, about:
(a) the completeness, accuracy, reliability, suitability or availability of any Information, images, products, services, or related graphics contained on the Site for any purpose;
(b) Third Party Information; or
(c) Third Party Sites.
You read, use, and act on information contained on the Site, Third Party Information and/or Third Party Sites, strictly at your own risk.
15. Indemnity: By using the Site, you agree to defend and fully indemnify and hold us (and our officers, directors, employees, contractors and agents) harmless from and against all claims, actions, suits, demands, damages, liabilities, costs or expenses (including legal costs and expenses on a full indemnity basis), including in tort, contract or negligence, arising out of or connected to:
(a) your use of or access to the Site;
(b) any breach by you of these Terms; or
(c) any wilful, unlawful or negligent act or omission by you.
This defence and indemnification obligation will survive these Terms and your use of the Site. These Terms, and any rights and licences granted hereunder, may not be transferred or assigned by you, but may be assigned by us without restriction.
16. Breach: You may only use the Site for lawful purposes and in a manner consistent with the nature and purpose of the Site. By using the Site, you agree that the exclusions and limitations of liability set out in these Terms are reasonable. If you do not think they are reasonable you must not use the Site. We reserve the right to remove any and all content found to be in breach of intellectual property rights, including without limitation copyright, or which in our opinion is deemed inappropriate and/or illegal. If you breach these Terms, we reserve the right to block you from the Site and to enforce our rights against you. If we do not act in relation to a breach of these Terms by you, this does not waive our rights to act with respect to subsequent or similar breaches of these Terms by you. All rights not expressly granted in these Terms are reserved.
17. Exclusion of competitors: You are prohibited from using the Site, including the Information, in anyway that competes with our business. If you breach this term, we will hold you responsible for any loss that we may sustain, and hold you accountable for any profits that you may make from non-permitted use. We reserve the right to exclude any person from using the Site and Information, in our sole discretion.
18. Enforceability: If any provision of these Terms is found to be illegal, invalid or unenforceable by a court of law, then the provision will not apply in that jurisdiction and is deemed not to have been included in these Terms in that jurisdiction. This will not affect the remainder of these Terms, which continue in full force and effect.
19. Further assurances: Each party must, at its own expense, do everything reasonably necessary to give full effect to these Terms and the events contemplated by them.
20. Termination: These Terms are effective until terminated by us, which we may do at any time and without notice to you. In the event of termination, all restrictions imposed on you by these Terms and limitations of liability set out in the Terms will survive.
21. Disputes: You agree to use your best endeavours to use mediation and negotiation to resolve any dispute arising out of or relating to these Terms, prior to resorting to an external dispute resolution process. Please notify us in writing of any dispute you may have.
22. Jurisdiction: Your use of the Site and any dispute arising out of your use of it is subject to the laws of the State of North Carolina, United States of America, applicable to agreements made and to be entirely performed within the State of North Carolina, without regard to its conflict of law principles. The Site may be accessed throughout North Carolina, the United States and overseas. We make no representationthat the Site complies with the laws (including intellectual property laws) of any state or country outside of the State of North Carolina, United States. If you access the Site from outside of North Carolina, the United States, you do so at your own risk and are responsible for complying with the laws in the place where you access the Site.
MARKETPLACETERMS AND CONDITIONS
The kinly.co website (Site)and any future mobile application (App)are owned by Kinly LLC (referred to as Kinly, We or Us). The Site andApp connect people who require a family related service (Customer) with those willing to provide the service (Service Providers) by facilitating introductions between Customers and Service Providers (Services).
1. Agreement
(a) These Terms and Conditions (Terms) form a binding legal agreement between Us and each person, organisation or entity accessing, viewing or using the Site, App and Services, including Customers and ServiceProviders(referred to as User or You). By accessing or using the Site, App and Services, each User agrees to comply with and be legally bound by these Terms. Please read the Terms carefully. If there are any questions, please contact Us using the contact details at the end of these Terms.
(b) The User’s access and use of the Site, the App and the Services indicates that:
i. the User has had sufficient opportunity to access the Terms;
ii. the User has read, accepted and will comply with the Terms;
iii. the User has legal capacity to enter into a contract for sale; and
iv. the User is18 years or older.
If this is not correct, or if the User does not agree to these Terms, the User is not permitted to use any of the Services.
(c) We may amend these Terms from time to time with immediate effect upon giving Users notice of the varied Terms via the Site and App. Use of our Services following any such amendments will be deemed to be confirmation that the User accepts those amendments. If a User has reasonable grounds to believe that the varied Terms will be detrimental to their rights, the User may terminate their Account created under these Terms without penalty upon receiving the notice of varied Terms. We recommend that each User check the current Terms, before continuing use of the Site, App or Services.
(d) These Terms supplement and incorporate Our policies and terms and conditions, including without limitation the Website Terms of Use, Privacy Policy posted on the Site and App.
(e) Our Privacy Policy and Website Terms of Use set out how We collect, use and protect the personal information of our Users.
2. Site and App Summary - Introductory Service Only
(a) The Site, the App and the Services provide an introductory service for Service Providers and Customers.
(b) A Customer with a requirement for a service to be provided (1)creates an account on the Site or App and (2) browses the Site or App for the required service that is advertised by the Service Provider (Listing).
(c) A Service Provider with an ability to perform services (1) creates an account on the Site and App and (2) advertises their service and price by posting a Listing. By posting a Listing, the Service Provider confirms thats/he is legally entitled to and capable of providing the service described.
(d) A Customer can communicate with a Service Provider privately by using Our platform chat function. Each time a Site or App User receives a message from the Site or App chat service, a notification may be sent to the User via their currently active communication channel.
(e) In order to book a service, the Customer must pay the advertised price in the Listing for the services to be supplied by the Service Provider or, if a deferred payment option is available, pay the price in the Listing at the time specified on the Site or App.
(f) If a Customer or Service Provider wishes to complain about any comment made on the Site or App, they must either contact Us using the details at the end of these Terms or use any reporting functionality available on the Site or App.
(g) Each User understands and agrees that the Site and the App is an online introductory platform only, and that Our responsibilities are limited to facilitating the user functionality availability of the Site, the App and the Services. We are not an employment agency or labour hire business. By accessing or using the Site or App, You acknowledge that Service Providers are not our employees, contractors, partners or agents.
(h) We are not a party to any agreement entered into between a Service Provider and a Customer. We are not a referrer or booking agent, and provide no such related services. We have no control over the conduct of Customers, Service Providers and any other Users of the Site, the App and the Services. We disclaim all liability in this regard, as set out in these Terms.
(i) Any arrangement between a Service Provider and a Customer is solely between the Service Provider and Customer. It is strictly and expressly not part of the User’s agreement with Us.
(j) We accept no liability for any aspect of the Customer and Service Provider interaction, including but not limited to the description of services offered and the performance of services. We do not assist or involve Ourselves in any way in any dispute between a Customer and a Service Provider.
(k) All information related to services to be performed is supplied by Site and App Users. We do not have any ability or responsibility to review, approve or verify any User provided information prior to publication on the Site or App.
(l) You expressly agree that We have no responsibility and make no warranty as to the truth or accuracy of any aspect of any information provided by Users (including all Customers and Service Providers), including, but not limited to, the ability of Service Providers to perform tasks, or the honesty or accuracy of any information provided by Customers or the Service Providers or the ability of Customers to pay for the services requested.
3. Online Registration
(a) A User can browse and view the Site and App as an unregistered user of the Site or App. A User must register on the Site and create an account (Account) to access some Services and features on the Site and the App, including posting a Listing
(b) Each User may only have one (1) Customer Account and one (1) Service Provider Account on the Site and App. We may at Our discretion decide to introduce an approval process for Service Providers to have Accounts on our Site or App.
(c) Basic information is required when registering on the Site or App for an Account. Each User is required to provide certain information including name, email address, and location and select a username and password.
(d) Each User agrees to provide accurate, current and complete information during the registration process and to update such information to keep it accurate, current and complete. We reserve the right to suspend or terminate any User’s Account and his/her access to the Site, App and Services if any information provided to Us proves to be inaccurate, not current or in complete.
(e) To keep information secure and confidential, We use SSL Certificates to establish an encrypted link between a server and a User. Users will be requested by Us to change their passwords at regular intervals. Further information on the storage and security of personal information can be found in our Privacy Policy and Website Terms of Use.
(f) It is the User’s responsibility to keep its Account details, username and password confidential. The User is liable for all activity on its Account, including purchases made using its Account details. The User agrees that it will not disclose its password to any third party and that it will take sole responsibility for any activities or actions under its Account, whether or not it has authorised such activities or actions.
(g) The User will immediately notify Us of any unauthorised use of its Account.
(h) At our absolute discretion, We may refuse to allow any person to register or create an Account.
4. Users and User Profiles
(b) Users who have created a Customer or a Service Provider Account are permitted to create profiles. The User’s profile for its use of the Site and App is created from the personal information it provides to Us.
(c) Each User acknowledges and agrees that it is responsible for its own profile.
(d) Each User acknowledges and agrees that any communications entered into with another User is at his or her own risk. We cannot guarantee that other Users have genuine intentions.
(e) Each User should report to Us, any activities or requests of Users which are, or which the User reasonably believes to be:
i. suspicious;
ii. inconsistent;
iii. illegal; or
iv. likely to have a negative effect on Our reputation, the Site, the App, Services and/or a User.
(f) Each User acknowledges and agrees that while the Site and App allows Users to communicate with each other, Users are not permitted to share the contact information of other Users.
(g) Each User represents and warrants that any content that it provides and profile that it posts:
i. will not breach any agreements it has entered into with any third parties;
ii. will be in compliance with all applicable laws, tax requirements, rules and regulations and licencing and insurance requirements that may apply to any User in its local area and country; and
iii. will not conflict with the rights of third parties.
(h) For the avoidance of doubt, we assume no responsibility for a User’s compliance with any applicable laws, rules and regulations.
(i) We reserve the right, at any time and without prior notice, to remove or disable access to any Account and/or profile and/or Listing for any reason, including Accounts, feedback and/or profiles and/or Listings that We, at our sole discretion, consider to be objectionable for any reason, in violation of these Terms or otherwise harmful to the Site, the App or Services.
5. Ratings and Reviews
(a) Users may rate a Service Provider’s performance of a service (Rating). A Customer may also provide feedback to a Service Provider regarding a Service Provider’s services purchased by that Customer (Review).
(b) Ratings and Reviews of a Service Provider can be viewed by any User. Ratings and Reviews will remain viewable until the relevant Service Provider’s Account, profile and Listing is removed or terminated.
(c) A Customer must provide true, fair and accurate information in their Review.
(d) If, in Our reasonable assessment, the Review is untrue, unfair, inaccurate, offensive or inappropriate, We may delete the Review or ban the Customer from posting the Review. We do not undertake to review each Review made by a Customer.
(e) Users must not post any Review that is offensive, contains nudity or inappropriate language, contains racial or religious ranting or discrimination or defames another User or profile;
(f) To the fullest extent permitted by law, We are not responsible for the content of any Reviews.
6. Forums
(a) In the future, the Site and App may have a forum on which registered Users are able to communicate.
(b) We ask Users to limit their discussions to topics which are relevant to the Site, App and Services.
(c) We reserve the right to remove any posts by Users which We, at its sole discretion, deem to be inappropriate.
(d) Users acknowledge and agree that they are not permitted to post posts which contain foul language, illegal material, defamatory comments, business advertisements, spam, religious debates, comments which incite fear, and/or any form of abuse, insults or personal attacks.
7. Fees and Payments
(a) There are no registration or listing fees.
(b) Customers agree to pay the relevant fees as specified on a Listing in the currency specified on the Site and App.
(c) The User is solely responsible for compliance with any and all laws, rules,regulations, including but not limited to tax obligations that may apply to its use of the Site, App and Services. We take no responsibility or make any warranties as to the accuracy of any representations made by the User, including the Users compliance with any and all laws, rules, regulations, including but not limited to tax obligations that may apply to its use of the Site, App and Services.
(d) Payments are made via a third party payment processor (which may include Stripe and PayPal) in the amount and manner as set on the Site and App.
(e) In the future, We may offer subscriptions and fees relating to these services will be as set out on our Site and App.
(f) Customers must not pay, or attempt to pay, for an order through any fraudulent or unlawful means. If a payment is not able to be successfully processed then a Booking Request may be cancelled and your Account may be deactivated.
(g) If you are a Customer, you warrant that the credit card information you provide to us is true and complete, that you are authorised to use the credit card to make the payment, that your payment will be honoured by your card issuer, and that you will maintain sufficient funds in your account to cover the purchase price.
(h) Nothing prevents us from taking any action necessary to recover any unpaid purchase price. If you fail to pay, your information will be passed on for collection and or legal action. You acknowledge and agree that you are liable for and will pay all costs including debt collection, commission, solicitor’s fees and any out of pocket expense. If you at any time exceed our payment terms and as a result are passed on for collection and or legal action, we may place a default against you with a credit reporting agency.
(i) We may from time to time change any service fees and the terms applying to their payment. Any change relating to the service fees is immediately effective upon us publishing such change on the Website and App and be applicable for Listings listed after such change.
(j) We may choose to temporarily modify the Service fees, or the terms applying to their payment, in our sole discretion. Notification of temporary modifications will also be sent to Service Providers’ accounts.
(k) To the extent permitted by law, all fees and charges payable to Us are non-cancellable and non-refundable.
8. Offers and Promotions
(a) We may, from time to time, make offers or promotions which may be applicable to the Services.
(b) The conditions of such offers or promotions will be specified on the Site or App.
(c) The User acknowledges and agrees that We may, at Our sole discretion, remove or extend any offers or promotions and We will not be responsible or liable for any potential loss or damage which the User incurs as a result of the removal or extension of any offers or promotions.
9. Dispute Resolution
(a) By using our Site, App and Services, each User agrees that any legal remedy or liability that he or she may seek to obtain for actions or omissions of a Service Provider, Customer, or other third party, will be limited to a claim against the Service Provider, Customer or other third party, who caused harm to him or her. We encourage Users to communicate directly with the relevant Service Provider, Customer or third party to resolve any disputes.
(b) If there are any complaints from a User against Us, We will aim to respond and provide a suitable solution within 45 days. If a User is not satisfied with Our response, the User and We agree to the following dispute resolution procedure:
i. The complainant must tell Us in writing, the nature of the dispute, what outcome the complainant wants and what action the complainant thinks will settle the dispute. The User and Us agree to meet in good faith to seek to resolve the dispute by agreement (Initial Meeting).
ii. If a resolution cannot be agreed upon at the Initial Meeting, either the User or Us may refer the matter to a mediator. If the User and Us cannot agree on who the mediator should be, the complainant will ask the to appoint a mediator. The mediator willdecide the time and place for mediation. Each party to the dispute must attend the mediation in good faith, toseek to resolve the dispute.
(c) Anyattempts made by a party to resolve a dispute pursuant to this clause arewithout prejudice to other rights or entitlements of either party under theseTerms, by law or in equity.
10. Cancellation of Registration
(a) If aUser wishes to cancel its Account, it will need to do so by writing an email tothe address at the end of these Terms. Users can also deactivatetheir Account at any time via the Site or App.
(b) Norefunds will be made upon cancellation.
11. Consumer Guarantees
(a) Certain legislation including the AustralianConsumer Law (ACL) in the Competition and Consumer Act 2010 (Cth),and similar consumer protection laws and regulations may confer the User withrights, warranties, guarantees and remedies relating to the provision ofServices by Us to the User which cannot be excluded, restricted or modified (Statutory Rights).
(b) Nothing in these Terms excludes a User’sStatutory Rights as a consumer under the ACL. The User agrees that Our liability forServices provided to Users who are defined as consumers is governed solely bythe ACL and these Terms.
(c) We exclude all conditions and warranties implied bycustom, law or statute except for the User’s Statutory Rights. Except for the User’s Statutory Rights, all material and work is providedto the User without warranties of any kind, either express or implied, and Weexpressly disclaim all warranties of any kind including but not limited toimplied warranties of merchantability and fitness for a particular purpose.
12. Refund Policy
Any cancellation, exchange or refund of a ServiceProvider’s service is strictly a matter between the Service Provider and the Customer.The terms and conditions agreed to between the Service Provider and Customer should be set out clearly in the Listing.
13. Intellectual Property
(a) All logos, slogans, content, designs, diagrams, drawings, graphics,images, layouts, appearance, videos, ideas, methods,databases, codes, algorithms, software, fees, pricing, notes, documents, domainnames, confidential information, copyright, rights in circuit layouts (orsimilar rights), registered or unregistered trade marks, trade names, patent,know-how, trade secrets and any other intellectual or industrial property whether such rights are capable of being registered or not, including but notlimited to copyright which subsists in all creative and literary worksdisplayed on the Site, the App and Services, the layout, appearance and look ofthe Site and App, together with any applications for registration and anyrights to registration or renewal of such rights anywhere in the world, whethercreated before or after the date of these Terms and whether used or contained in theSite or App is owned, controlled or licensed to Us (or its affiliates and/orthird party licensors as applicable) (collectivelyIntellectual Property).
(b) TheUser agrees that, as between the User and Us, We own or hold therelevant licence to all Intellectual Property rights in the Site, the App and Services, and thatnothing in these Terms constitutes a transfer of any IntellectualProperty. The Intellectual Property, Site, App and Services areprotected by copyright, trademark, patent, trade secret, internationaltreaties, laws and other proprietary or industrial rights whether such rightsare capable of being registered or not, and also may have security componentsthat protect digital information only as authorised by Us or the ownerof the content.
(c) Some Intellectual Property used in connection with the Site, App and Servicesare the trademarks of their respective owners (collectively Third Party Marks).
(d) Our Intellectual Property and Third PartyMarks may not be copied, imitated or used, in whole or in part, without theprior written permission of Us or the applicable trademark holder orIntellectual Property owner.
(e) Users of the Site or App do not obtain anyinterest or licence in the Intellectual Property orThird Party Marks. Users may not doanything which interferes with or breaches the Intellectual Property rights.
14. User Licence
(a) Subject to these Terms, Wegrant the User a personal, non-exclusive, non-transferable, non-sublicensable limitedand revocable licence to use the Site, App and Services for its own personaland/or non-commercial use only on a computer or mobile device owned orcontrolled by the User as permitted in accordance with these Terms (User Licence), and not to use the Site, Appand Services in any other way or forany other purpose, apart from local fair dealing legislation in accordance withthe Copyright Act 1968 (Cth). All other uses are prohibited without Our prior written consent.
(b) The right to use the Site, App and Services islicensed to the User and not being sold to the User. A User has no rights in the Site, App and Services otherthan to use it in accordance with these Terms.
(c) This Agreement and User Licencegoverns any updates to, or supplements or replacements for the Site, App andServices, unless separate Terms accompany such updates, supplements orreplacements, in which case the separate Terms will apply.
15. Permitted and Prohibited Conduct
(a) The User will not remove, alter orobscure any copyright, trademark, service mark or other proprietary rightsnotices incorporated in or accompanying the Site, App and Services, orIntellectual Property.
(b) TheUser is solely responsible for compliance with any and all laws, rules,regulations, including but not limited to tax obligations that may apply to itsuse of the Site, App and Services.
(c) The User must not post, upload,publish, submit or transmit any content that:
i. infringes,misappropriates or violates a third party’s patent, copyright, trademark, tradesecret, moral rights or other intellectual property rights, or rights ofpublicity or privacy;
ii. is fraudulent, false,misleading or deceptive;
iii. denigrates Us, the Site, the App,Services, Service Providers, or Customers;
iv. violates, orencourages any conduct that would violate, any applicable law or regulation or would give rise to civil liability;
v. is defamatory, obscene, pornographic, vulgar, offensive,promotes discrimination, bigotry, racism, hatred, harassment or harm againstany individual or group;
vi. is violent orthreatening or promotes violence or actions that are threatening to any otherperson; or
vii. promotes illegal orharmful activities or substances.
(d) Inconnection with the User’s use of the Site, App and Services, the User may notand agrees that it will not:
i. use the Site, App or Services for any commercial orother purposes that are not expressly permitted by these Terms;
ii. register for more than one Account or register foran Account on behalf of another individual and/or entity;
iii. use the Services to find a Customer and thencomplete, or assist another individual to complete, a booking or transactionindependent of the Services in order to circumvent the obligation to pay anyfees related to Our provision of the Services;
iv. submit any false or misleading information;
v. as a Service Provider,offer any services that it does not intend to honour or cannot provide;
vi. violate any local, state, provincial, national, orother law or regulation, or any order of a court, including, withoutlimitation, zoning restrictions and tax regulations;
vii. copy, store or otherwise access any informationcontained on the Site, App and Services or content for purposes not expresslypermitted by these Terms;
viii. infringe the rights of any person or entity,including without limitation, their intellectual property, privacy, publicityor contractual rights;
ix. use the Site, App or Services to transmit,distribute, post or submit any information concerning any other person orentity, including without limitation, photographs of others without theirpermission, personal contact information or credit, debit, calling card oraccount numbers;
x. use the Site, App or Services in connection withthe distribution of unsolicited commercial email, i.e. spam or advertisements;
xi. stalk or harass any other user of the Services orcollect or store any personally identifiable information about any other userother than for purposes of transacting as a User on the Site or App;
xii. use, display, mirror or frame the Site or App, orany individual element within the Site or App, Services, Our name, any Ourtrademark, logo or other Intellectual Property, information, or the layout and design of any page or form contained on a page, without Our express written consent; or
xiii. advocate, encourage, or assist any third party in doing any of the foregoing.
16. User Content
(a) Users are permitted to post, upload, publish, submit or transmit relevant informationand content (User Content). By making available any User Content or anyIntellectual Property on or through the Site, App and Services, the User grantsto Us a worldwide, irrevocable, perpetual, non-exclusive, transferable,royalty-free licence to use the User Content and Intellectual Property, withthe right to use, view, copy, adapt, modify, distribute, license, sell,transfer, publicly display, publicly perform, transmit, stream, broadcast,access, or otherwise exploit such User Content and Intellectual Property on,through, or by means of the Site, App and Services.
(b) The User agrees that it is solely responsible for all User Content andIntellectual Property that it makes available through the Site, App andServices. The User represents andwarrants that:
i. it is either the sole and exclusive owner of allUser Content and Intellectual Property that it makes available through the Site,App and Services, or that it has all rights, licences, consents and releasesthat are necessary to grant to Us the rights in such User Content orIntellectual Property, as contemplated under these Terms; and
ii. neither the User Content nor the posting,uploading, publication, submission or transmittal of the User Content or Ouruse of the User Content (or any portion thereof) on, through or by means of theSite, App and the Services will infringe, misappropriate or violate a thirdparty’s patent, copyright, trademark, trade secret, moral rights or other IntellectualProperty rights, or rights of publicity or privacy, or result in the violationof any applicable law or regulation.
(c) We may at its sole discretion remove any User Content that isoffensive or in breach of these Terms.
17. Disclaimers
(a) Wedo not guarantee that Service Provider’s services will be requested by any Customers, nor do Weguarantee that Customers will be able to find desirable Service Provider services.
(b) We do not endorse any Service Provider, Customer,profile or Service Provider services. We require Service Providers and Customersto confirm that they have provided accurate information.
(c) We cannot and do not control the content contained in any profilesor the condition, legality or suitability of any Service Provider services. Customersare responsible for determining the identity and suitability of the ServiceProvider that they contact via the Services and the Service Provider services.
(d) We accept no responsibility forand make no representations or warranties to the User or to any other person orentity as to the reliability, accuracy or completeness of the informationcontained on the Site or the App. To theextent permitted by law, We disclaim any and all liability related to any and all ServiceProviders, Customers and profiles.
(e) We will not be liable for any content that is, or could be, defamatory, obscene,pornographic, vulgar, offensive, or promotes discrimination, bigotry, racism,hatred, harassment or harm against any individual or group.
(f) For the avoidance of doubt, We are not responsible for any duties,fees, taxation, visa or immigration matters associated under these Terms. We advise that all Users using the Site, Appand Services should seek advice in relation to these matters.
(g) Each Service Provider and Customer who uses the Site, App and theServices does so at their own risk.
(h) We exclude all express and implied conditions and warranties, exceptfor the User’s Statutory Rights, to the fullest extent permitted by law, including but not limited to:
i. We do not warrant that the Site, the App, theServices, content on the Site or App (including pictures, videos, sound clips,resumes, links etc.), or the User’s access to the Site, the App or the Serviceswill be error free, that any defects will be corrected or that the Site, the Appor the server which stores and transmits material to the User is free ofviruses or any other harmful components;
ii. We take no responsibility for, and will not beliable for, the Site, the App, the Services, the Service Providers, the Customersand the Service Provider services being unavailable, of a particular standardof workmanship, failing to meet the Listing description, failing to meet theUser’s needs, or being of less than merchantable quality; and
iii. To the extent permitted by law, We will not beliable for any loss, damage, costs or expense whether direct, indirect, incidental,special, consequential and/or incidental, including lost profits, loss of dataor loss of goodwill, service interruption, computer damage or system failure orthe cost of substitute services, or for any damages for personal, bodily injury,death or emotional distress, loss of revenue, production, opportunity, accessto markets, goodwill, reputation, use or any indirect, remote, abnormal orunforeseeable loss, or any loss or damage relating to business interruption,loss of programs or other data on the User’s information systems or costs ofreplacement goods, or otherwise, suffered by the User or claims made againstthe User, arising out of or in connection with the Site, the App, Services, contenton the Site or App, inability to access or use the Site, the App, the Services,any profile, the Service Provider services or the Terms, even if We wereexpressly advised of the likelihood of such loss or damage.
(i) The User agrees not to attemptto impose liability on, or seek any legal remedy from Us with respect to suchactions or omissions.
18. Limitation of Liability
(a) To maximumthe extent permitted by law, Our total liability arising out of or inconnection with the Site, the Services or these Terms, howsoever arising,including under contract, tort, negligence, in equity, under statute orotherwise, is limited to Us re-supplying the Services to You, or, at Ouroption, refunding to You the amount that You paid for the use of the Site or theServices to which Your claim relates.
(b) The limitations of damages set forth above arefundamental elements of the basis of the bargain between Us and the User.
(c) This limitation of liabilityreflects the allocation of risk between the parties. The limitations specified in this section willsurvive and apply even if any limited remedy specified in these Terms is foundto have failed of its essential purpose. The limitations of liability providedin these Terms inure to the benefit of Us.
19. Indemnity
(a) EachUser agrees to defend and indemnify and hold We (and Our parent,related bodies corporate, officers, directors, contractors, employeesand agents) harmless from and against any claims, actions, suits,demands, damages, liabilities, costs or expenses (including legal costs and expenses on a fullindemnity basis), including in tort,contract or negligence, arising out of or connected to the User’s use of or accessto the Services; any breach by the User of these Terms; any wilful, unlawful or negligentact or omission by the User; and any violation by theUser of any applicable laws or the rights of any third party
(b) We reserve the right to assume the exclusive defence and control ofany matter otherwise subject to indemnification by the User, in which event theUser will cooperate in asserting any available defences.
(c) This defence andindemnification obligation will survive these Terms and the User’s use of theSite, App or Services.
20. General
(a) Accuracy: While We will endeavour to keep the information upto date and correct, We make no representations, warranties or guarantee,express or implied, about the completeness, accuracy, reliability, suitabilityor availability of any information, images, products, services, or relatedgraphics contained on the Site or App for any particular purpose. The User hereby acknowledges that suchinformation and materials may contain mistakes, inaccuracies or errors and Weexpressly exclude any liability for such to the fullest extent permissible bylaw.
(b) Termination: We reservethe right to refuse supply of the Services required by any User, terminate anyUser’s Account, terminate its contract with any User, and remove or editcontent on the Site or App, if the User commits a non-remediable breach or aremediable breach that is not remedied within 5 days, in its sole discretion. IfWe decide to terminate a User’s Account, with or without notice to the User, theUser’s Account will be deactivated, its password will be disabled and it willnot be able to access the Site, App, Services, its Account or its User Content.
(c) Fraudulent Activities: Each User acknowledges and agrees that, inthe event We reasonably suspect that there are fraudulent activities occurringwithin the Site, App and Services, We reserve the right to immediatelyterminate any Accounts involved in such activities, contact the relevantauthorities and provide all necessary information to assist in proceedings andinvestigations.
(d) Force Majeure: We will not be liable for any delayor failure to perform its obligations under the Terms if such delay is due to any circumstance beyond itsreasonable control.
(e) Notice: Any notice in connection with the Terms will bedeemed to have been duly given when made in writing and delivered or sent byemail or post to the party to whom such notice is intended to be given or tosuch other address or email address as may from time to time be notified inwriting to the other party.
(f) Waiver: Any failure by a party to insist upon strictperformance by the other of any provision in the Terms will not be taken to bea waiver of any existing or future rights in relation to the provision. No waiver by Us of any of the Terms shall beeffective unless We expressly state that it is a waiver and We communicate itto the User in writing.
(g) Assignment: A User must not assign any rights and obligationsunder the Terms whether in whole or in part without Our prior written consent. These Terms, and any rights and licencesgranted hereunder, may be assigned by Us without restriction.
(h) Severability: If any of theTerms are determined by any competent authority to be invalid, unlawful orunenforceable to any extent, such terms, conditions or provisions will to thatextent be severed from the remaining terms, conditions and provisions whichwill continue to be valid to the fullest extent permitted by law.
(i) Jurisdiction and Applicable Law: These Terms, use of this Site, the App, the Services and any dispute arising out of any User’s use of the Site, App or Services is subject to the laws of North Carolina and subject to the exclusive jurisdiction of the courts of Wake County. The Site and App may be accessed throughout United States and overses. We make no representation that the content of the Site and App complies with the laws (including intellectual property laws)of any country outside of the United States. If a User accesses the Site or App from outside the United States, it does so at its own risk and are responsible for complying with the laws in the place where he/she accesses the Site or App.
(j) EntireAgreement: These Termsand any document expressly referred to in them represent the entire agreementbetween Us and each User, and supersede any prior agreement, understanding orarrangement between Us and each User, whether oral or in writing.
For questions and notices, please contact:
Kinly LLC EIN 83-1039262
310 S. Harrington Street, Raleigh, North Carolina 27603
Email: people@kinly.co
Last update: May 2019
