PLEASE READ THESE TERMS CAREFULLY. THESE TERMS CONTAIN A BINDING ARBITRATION PROVISION AND A CLASS ACTION WAIVER THAT
AFFECT HOW DISPUTES ARE RESOLVED, A ONE (1) YEAR LIMIT ON THE TIME TO BRING CLAIMS, A DISCLAIMER OF WARRANTIES, AND A LIMITATION OF THE COMPANY’S LIABILITY. BY ACCESSING OR USING THE WEBSITE, YOU AGREE TO THESE TERMS.
1.1. Parties and Scope.
These Terms of Use (these “Terms”) are a binding agreement between you and Kindred Momentum, LLC (the “Company,” “we,” “us,” or “our”). These Terms govern your access to and use of the Company’s website and any other web page owned or operated by the Company that links to or references these Terms (collectively, the “Website”), and all content, features, and functionality available on or through the Website (together with the Website, the “Services”). The Services do not include any Client Services, as defined below. In these Terms, “you” and “your” refer to the individual accessing or using the Services and, where applicable, the entity on whose behalf that individual acts.
1.2. Acceptance.
By accessing or using the Services, or by submitting a form on the Website, you agree to be bound by these Terms. If you do not agree to these Terms, you must not access or use the Services.
1.3. Privacy Policy.
The Company’s Privacy Policy, available on the Website, describes how the Company collects, uses, and discloses personal information and is incorporated into these Terms by reference.
1.4. Additional Terms.
Certain features, products, services, promotions, and programs offered through the Services may be subject to additional terms, policies, or rules presented at the time of offer or use (collectively, “Additional Terms”). Additional Terms are incorporated into these Terms by reference. If Additional Terms conflict with these Terms, the Additional Terms control with respect to the subject matter of the Additional Terms.
1.5. Client Services Excluded.
These Terms govern only your access to and use of the Website. Any professional or other services the Company provides to its clients (“Client Services”) are governed exclusively by a separate written agreement between the client and the Company (a “Services Agreement”). No Client Services are offered, sold, or provided under these Terms, and these Terms do not apply to, modify, or supplement any Services Agreement. Information about Client Services on the Website is not an offer to provide Client Services.
2.1. Age Requirement.
The Services are intended solely for individuals eighteen (18) years of age or older who have reached the age of majority in the jurisdiction in which the individual resides. By using the Services, you represent and warrant that you meet these requirements and have the legal capacity to enter into these Terms..
2.2. Use on Behalf of an Entity.
If you access or use the Services on behalf of a company, organization, or other entity, you represent and warrant that you have the authority to bind that entity to these Terms, and that entity is bound by these Terms.
2.3. Geographic Scope.
The Services are controlled and operated from the United States and are intended for use by individuals located in the United States. The Company makes no representation that the Services are appropriate or available for use in other locations. If you access the Services from outside the United States, you do so on your own initiative and are solely responsible for compliance with all applicable local laws.
2.4. Restricted Persons.
You represent and warrant that you are not located in a country subject to a comprehensive United States government embargo and are not listed on any United States government list of prohibited or restricted parties.
3.1. Changes to These Terms.
The Company may modify these Terms at any time in its sole discretion. The Company will post the modified Terms on the Website and revise the “Last Updated” date at the top of these Terms. If the Company makes material changes, the Company will provide notice by posting a notice on the Website or by any other method required by applicable law. Modified Terms are effective upon posting unless otherwise stated. Your continued access to or use of the Services after modified Terms become effective constitutes your acceptance of the modified Terms. Modified Terms do not apply to any dispute of which the Company had actual notice before the modified Terms became effective.
3.2. Changes to the Services.
The Company may modify, suspend, or discontinue all or any part of the Services, including any content, feature, product, or service, at any time, with or without notice, and without liability to you.
3.3. Availability.
The Company does not guarantee that the Services, or any part of the Services, will be available at all times or at any particular time. The Services may be unavailable from time to time for maintenance, updates, or reasons outside the Company’s control..
1.1. Prohibited Conduct.
You agree to use the Services only for lawful purposes and in accordance with these Terms. You must not, and must not attempt to or assist any other person to:
(a) use the Services in violation of any applicable law or regulation, or in any manner that infringes, misappropriates, or violates the rights of any person;
(b) harass, threaten, defame, abuse, or harm any person, or transmit any content that is unlawful, obscene, hateful, fraudulent, or otherwise objectionable;
(c) impersonate any person or misrepresent your identity or your affiliation with any person;
(d) provide false, inaccurate, or misleading information;
(e) send unsolicited or unauthorized advertising, promotional materials, spam, or chain letters;
(f) upload or transmit any virus, malware, or other harmful code;
(g) gain or attempt to gain unauthorized access to the Services or any systems or networks connected to the Services;
(h) interfere with, disrupt, overburden, or impair the Services or the servers or networks used to provide the Services;
(i) circumvent, disable, or interfere with any security feature, access control, or usage limit of the Services;
(j) use any robot, spider, crawler, scraper, or other automated means to access, monitor, copy, or collect data from the Services, except for search engines that comply with the Company’s robots.txt file;
(k) decompile, disassemble, or reverse engineer any software used to provide the Services;
(l) collect or harvest personal information of other users;
(m) use the Services to develop or offer any competing product or service; or
(n) use the Services in any manner that could expose the Company to liability or damage the Company’s reputation.
5.2. Artificial Intelligence and Data Mining.
Without limiting the prohibitions above, you must not use the Services or any Company Content to collect data for, or to train, fine-tune, test, or improve, any artificial intelligence or machine learning model, system, or tool. The Company expressly reserves all rights in the Services and Company Content with respect to text and data mining, including for purposes of any law that permits rights holders to reserve those rights.
5.3. Monitoring and Enforcement.
The Company has the right, but not the obligation, to monitor use of the Services and to investigate any suspected violation of these Terms. The Company may take any action it considers appropriate in response to a suspected violation, including removing content, suspending or terminating your access, and reporting the violation to, and cooperating with, law enforcement authorities, including by disclosing your identity and other information.
6.1. Electronic Communications.
By using the Services, you consent to receive communications from the Company electronically, including by email and by posting notices on the Website. You agree that all agreements, notices, disclosures, and other communications the Company provides electronically satisfy any legal requirement that those communications be in writing.
6.2. Marketing Communications.
The Company’s marketing communications practices, and your choices regarding marketing communications, are described in the Company’s Privacy Policy.
7.1. Third-Party Links.
The Services may contain links to websites, applications, and services operated by third parties. The Company does not control and is not responsible for the content, privacy practices, security, or availability of any third-party website, application, or service, and the inclusion of a link does not imply endorsement by the Company.
7.2. Third-Party Services.
Certain features of the Services may be provided by, or integrate with, third-party service providers. Your use of those features may be subject to the terms and privacy policies of those third parties. Your dealings with any third party are solely between you and that third party, and the Company is not liable for any loss or damage arising from those dealings.
8.1. No Professional Advice.
The Company Content is provided for general informational and educational purposes only and does not constitute legal, financial, tax, accounting, medical, mental health, or other professional advice. You should consult a qualified professional before making any decision based on the Company Content. Your use of the Services does not create any professional, fiduciary, or client relationship between you and the Company, which arises only under a written Services Agreement.
8.2. No Guarantee of Results.
Any testimonials, case studies, examples, or results described on the Services reflect the experiences of particular individuals or businesses and are not guarantees or predictions of the results you will achieve. Results vary based on many factors outside the Company’s control, including individual effort, circumstances, and market conditions.
1.1. Parties and Scope.
TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, THE SERVICES AND ALL COMPANY CONTENT, PRODUCTS, AND SERVICES OFFERED THROUGH THE SERVICES ARE PROVIDED “AS IS” AND “AS AVAILABLE,” WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, OR STATUTORY. THE COMPANY EXPRESSLY DISCLAIMS ALL WARRANTIES, INCLUDING ALL IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT, AND ANY WARRANTIES ARISING FROM COURSE OF DEALING OR USAGE OF TRADE. THE COMPANY DOES NOT WARRANT THAT THE SERVICES WILL BE UNINTERRUPTED, SECURE, OR ERROR-FREE, THAT DEFECTS WILL BE CORRECTED, THAT THE SERVICES OR THE SERVERS THROUGH WHICH THE SERVICES ARE MADE AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS, OR THAT ANY CONTENT IS ACCURATE, COMPLETE, OR CURRENT. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED FROM THE COMPANY OR THROUGH THE SERVICES CREATES ANY WARRANTY NOT EXPRESSLY STATED IN THESE TERMS. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES, SO SOME OF THE ABOVE EXCLUSIONS MAY NOT APPLY TO YOU.
10.1. Exclusion of Damages.
TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT WILL THE COMPANY OR ITS MEMBERS, MANAGERS, OFFICERS, EMPLOYEES, CONTRACTORS, AGENTS, LICENSORS, OR SERVICE PROVIDERS (COLLECTIVELY, THE “COMPANY PARTIES”) BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, OR FOR ANY LOSS OF PROFITS, REVENUE, BUSINESS, GOODWILL, OR DATA, ARISING OUT OF OR RELATING TO THESE TERMS OR THE SERVICES, WHETHER BASED ON CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, STATUTE, OR ANY OTHER LEGAL THEORY, EVEN IF THE COMPANY PARTIES HAVE BEEN ADVISED OF THE POSSIBILITY OF THOSE DAMAGES.
10.2. Cap on Liability.
TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, THE TOTAL AGGREGATE LIABILITY OF THE COMPANY PARTIES ARISING OUT OF OR RELATING TO THESE TERMS OR THE SERVICES WILL NOT EXCEED ONE HUNDRED DOLLARS ($100.00).
10.3. Basis of the Bargain.
THE LIMITATIONS IN THIS SECTION APPLY EVEN IF ANY LIMITED REMEDY FAILS OF ITS ESSENTIAL PURPOSE, AND REFLECT AN ALLOCATION OF RISK THAT IS AN ESSENTIAL BASIS OF THE BARGAIN BETWEEN YOU AND THE COMPANY. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF CERTAIN DAMAGES, SO SOME OF THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU.
You agree to defend, indemnify, and hold harmless the Company Parties from and against any and all claims, demands, actions, losses, liabilities, damages, judgments, settlements, costs, and expenses, including reasonable attorneys’ fees, arising out of or relating to: (a) your access to or use of the Services; (b) your Feedback; (c) your violation of these Terms; (d) your violation of any applicable law or the rights of any third party; or (e) your negligence or willful misconduct. The Company may assume the exclusive defense and control of any matter subject to indemnification by you, in which case you agree to cooperate with the Company’s defense. You must not settle any matter subject to this Section without the Company’s prior written consent.
READ CAREFULLY. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, ANY CLAIM OR CAUSE OF ACTION ARISING OUT OF OR RELATING TO THESE TERMS OR THE SERVICES, INCLUDING ANY CLAIM UNDER ANY STATUTE, MUST BE BROUGHT WITHIN ONE (1) YEAR AFTER YOU KNEW OR REASONABLY SHOULD HAVE KNOWN OF THE FACTS GIVING RISE TO THE CLAIM, REGARDLESS OF ANY LONGER PERIOD THAT WOULD OTHERWISE APPLY. ANY CLAIM NOT BROUGHT WITHIN THAT PERIOD IS PERMANENTLY BARRED.
13.1. Informal Resolution.
Before initiating any arbitration or legal proceeding, you agree to first contact the Company by emailing amanda@kindredmomentum.org with a written description of your claim and the relief requested. You and the Company agree to attempt in good faith to resolve the dispute informally for at least thirty (30) days after the Company receives your notice. Any applicable limitations period is tolled during that thirty (30) day period.
13.2. Agreement to Arbitrate. Except as provided in the “Exceptions” Subsection below, you and the Company agree that any dispute, claim, or controversy arising out of or relating to these Terms or the Services, including the formation, interpretation, scope, applicability, or enforceability of this agreement to arbitrate, will be resolved exclusively by final and binding arbitration on an individual basis..
The Federal Arbitration Act governs the interpretation and enforcement of this agreement to arbitrate. The arbitration will be administered by the American Arbitration Association (“AAA”) under its Consumer Arbitration Rules or, if you are acting on behalf of an entity, its Commercial Arbitration Rules, each as then in effect, before a single arbitrator. The arbitration will be conducted by video conference or telephone or, if an in-person hearing is required, in Wake County, North Carolina. Payment of arbitration fees will be governed by the applicable AAA rules. The arbitrator may award any relief available to an individual in court, limited to the individual claimant, and the arbitrator’s award may be entered as a judgment in any court of competent jurisdiction.
13.3. Exceptions.
Either you or the Company may (a) bring an individual action in small claims court for any dispute within the jurisdiction of that court, and (b) seek injunctive or other equitable relief in a court of competent jurisdiction to prevent the actual or threatened infringement, misappropriation, or violation of intellectual property rights.
13.4. Class Action Waiver. YOU AND THE COMPANY AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN AN INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS, COLLECTIVE, CONSOLIDATED, OR REPRESENTATIVE PROCEEDING, WHETHER IN ARBITRATION OR IN COURT. THE ARBITRATOR MAY NOT CONSOLIDATE MORE THAN ONE PERSON’S CLAIMS OR PRESIDE OVER ANY FORM OF CLASS, COLLECTIVE, OR REPRESENTATIVE PROCEEDING.
Action Waiver is found unenforceable with respect to any claim, that claim must be severed and brought in court, and not in arbitration.
13.5. Mass Arbitration.
If twenty-five (25) or more demands for arbitration asserting substantially similar claims are filed against the Company by or with the assistance of the same or coordinated counsel, the demands will be administered under the AAA’s Mass Arbitration Supplementary Rules, as then in effect, and you and the Company agree to cooperate in good faith to resolve the demands efficiently, including through the use of bellwether proceedings.
13.6. Court Proceedings.
Any dispute, claim, or controversy that is not subject to arbitration under these Terms, including any claim for which this agreement to arbitrate is found unenforceable, must be brought exclusively in the state courts located in Wake County, North Carolina, or the United States District Court for the Eastern District of North Carolina, and you and the Company consent to the personal jurisdiction of, and waive any objection to venue in, those courts.
These Terms and any dispute arising out of or relating to these Terms or the Services are governed by the laws of the State of North Carolina, without regard to the conflict of laws principles of any jurisdiction, except that the Federal Arbitration Act governs the agreement to arbitrate.
15.1. Termination by the Company.
The Company may suspend or terminate your access to all or any part of the Services at any time, for any reason or no reason, with or without notice, and without liability to you.
15.2. Effect of Termination.
Upon any suspension or termination, all licenses granted to you under these Terms immediately end, and you must stop using the Services
15.3. Survival.
All provisions of these Terms that by nature should survive termination survive termination, including the Sections titled “Intellectual Property,” “Disclaimer of Warranties,” “Limitation of Liability,” “Indemnification,” “Time Limit to Bring Claims,” “Dispute Resolution,” “Governing Law,” and “General Provisions.”
16.1. Entire Agreement.
These Terms, together with the Privacy Policy and any Additional Terms, constitute the entire agreement between you and the Company regarding the Services and supersede all prior and contemporaneous agreements, proposals, and communications regarding the Services, except that any Services Agreement governs the services it covers.
16.2. Severability.
If any provision of these Terms is held invalid, illegal, or unenforceable, that provision will be enforced to the maximum extent permissible and modified to the minimum extent necessary to make it enforceable, and the remaining provisions will continue in full force and effect.
16.3. No Waiver.
The Company’s failure to enforce any right or provision of these Terms does not constitute a waiver of that right or provision. Any waiver must be in writing and signed by an authorized representative of the Company.
16.4. Assignment.
You may not assign or transfer these Terms or any of your rights or obligations under these Terms, by operation of law or otherwise, without the Company’s prior written consent, and any attempted assignment without that consent is void. The Company may freely assign or transfer these Terms without restriction.
16.5. Force Majeure.
The Company is not liable for any delay or failure to perform resulting from causes beyond its reasonable control, including acts of God, natural disasters, epidemics, war, terrorism, civil unrest, labor disputes, governmental action, utility or internet failures, cyberattacks, or failures of third-party service providers.
16.6. No Third-Party Beneficiaries.
These Terms do not confer any rights or remedies on any person other than you and the Company, except that the Company Parties are intended third-party beneficiaries of the Sections titled “Limitation of Liability” and “Indemnification.”
16.7. Relationship of the Parties.
Nothing in these Terms creates any partnership, joint venture, agency, employment, or fiduciary relationship between you and the Company.
16.8. Interpretation.
Headings are for convenience only and do not affect interpretation. The words “including” and “include” mean “including without limitation.” These Terms will not be construed against the Company as the drafter.
16.9. Notices.
The Company may provide notices to you by email to the address you provided to the Company or by posting notices on the Website. You must send any notice to the Company by email to amanda@kindredmomentum.org. Notices are effective upon transmission or posting.
16.10. Consumer Rights.
Nothing in these Terms limits any right you may have under applicable consumer protection law that cannot be waived or limited by contract. Any provision of these Terms that is unenforceable in your jurisdiction applies to you only to the extent permitted by the law of that jurisdiction.
16.11. Export Controls.
You must not use or export the Services or any Company Content in violation of United States export control or sanctions laws.
If you have questions about these Terms, please contact the Company at:
Email: amanda@kindredmomentum.org
1.2. The Services.
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1.3. Privacy Policy.
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1.4. Additional Terms.
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1.5. Client Services Excluded.
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4.1. Ownership.
The Services and all content and materials made available through the Services, including text, graphics, logos, images, photographs, audio, video, software, code, designs, downloadable materials, and the selection, arrangement, and look and feel of all of the foregoing (collectively, the “Company Content”), are owned by the Company or its licensors and are protected by United States and international copyright, trademark, trade dress, patent, trade secret, and other intellectual property laws.
4.2. Limited License.
Subject to your compliance with these Terms, the Company grants you a limited, revocable, non-exclusive, non-transferable, non-sublicensable license to access and view the Company Content solely for your personal, non-commercial use or for your internal business purpose of evaluating the Company’s Client Services. Any use of the Services or Company Content not expressly permitted by these Terms is prohibited and automatically terminates this license.
4.3. Restrictions.
Except as expressly permitted by these Terms or with the Company’s prior written consent, you must not:
(a) copy, reproduce, modify, translate, adapt, or create derivative works of any Company Content;
(b) distribute, publish, publicly display, publicly perform, transmit, sell, resell, license, rent, or otherwise exploit any Company Content;
(c) frame, mirror, or deep-link to any part of the Services in a manner that suggests an affiliation with or endorsement by the Company;
(d) remove, alter, or obscure any copyright, trademark, or other proprietary notice; or
(e) use any Company Content to create, train, or improve any product, service, dataset, or artificial intelligence or machine learning model.
4.4. Trademarks.
The Company’s name, logos, product and service names, slogans, and trade dress are trademarks of the Company or its licensors. You must not use any of these trademarks without the Company’s prior written consent. All other names, logos, and marks appearing on the Services are the property of the respective owners of those names, logos, and marks, and the appearance of those names, logos, and marks on the Services does not imply any affiliation with or endorsement by those owners.
4.5. Reservation of Rights.
All rights not expressly granted to you in these Terms are reserved by the Company and its licensors. No license or right is granted by implication, estoppel, or otherwise.
4.6. Feedback.
If you provide the Company with any comments, suggestions, ideas, or other feedback regarding the Services or the Company’s business (“Feedback”), you hereby assign to the Company all right, title, and interest in and to the Feedback. To the extent any Feedback cannot be assigned, you grant the Company a perpetual, irrevocable, worldwide, royalty-free, fully paid, transferable, and sublicensable license to use, reproduce, modify, and otherwise exploit that Feedback for any purpose without compensation or attribution. The Company has no obligation to keep Feedback confidential.
