Website and App Terms of Service

Terms for Kindred Users

Kindred Terms of Use (Kindred Users)

Current version of these Terms of Use dated 03.11.2020

PLEASE READ THESE LICENCE TERMS CAREFULLY

BY CLICKING ON THE “ACCEPT” BUTTON BELOW YOU AGREE TO THESE TERMS WHICH WILL BIND YOU.

IF YOU DO NOT AGREE TO THESE TERMS, CLICK ON THE “REJECT” BUTTON BELOW.

WHO WE ARE AND WHAT THIS AGREEMENT DOES

We, Kindred Soul Ltd (“Kindred)” of PEM, Salisbury House, Station Road, Cambridge, CB1 2LA license you to use:

  • The application software (the Kindred Platform) and any updates or supplements to it; and
  • The service you connect to via the App we provide to you through it (Service)

as permitted in these terms.

By using the Kindred Platform You agree to enter into this agreement and accept these Terms of Use and to perform certain services on and subject to the terms and conditions set out in this Agreement and the Kindred Website and App Terms of Service. Kindred shall be entitled to appoint other users to the Kindred Platform.

In this Agreement, the following terms have the following meanings:

"Kindred" or "Kindred's" means Kindred Soul LTD

“Brand” or “Partner” means any organization that enters into the Kindred Brand Terms of Use and places offers or information on the Kindred Platform.

“Influencer” or “Kindred User” or “You” means any individual or organisation with a following across one or multiple social media channels with established credibility in a specific industry or area of interest. The user can recommend products or services to this audience by virtue of their authenticity and reach.

“Kindred Month” means November 2019 and each November thereafter brands will offer discounts/offers (worldwide) on the Kindred Platform to Kindred Users to promote to their audience.

“Kindred Platform” means the affiliate / marketplace where influencers, Brands and Partners place offer codes for their products and services enabling Kindred Users to sell to a larger, authentically engaged audience.

“Total Transaction Value” means the total net value (not including applicable taxes such as VAT and sales taxes, delivery fees and any other amounts excluded by the Brand) of any and all sales as per the discount code/s Brands place on the Kindred platform and Kindred Users have promoted and sold to their audience or Followers.

  1. Kindred will provide You with: (i) twelve months free of charge hosting on the Kindred Platform to enable You to accept offers from Brands and Partners of Kindred using the Kindred Platform;
  2. By accepting these Terms of Use You understand that:
    1. You have opened a Kindred User Account;
    2. Commission earned will be held in for 30 days following Completion of the transaction so as to allow for any returns/refunds processed during that time after which it is payable upon withdrawal;
    3. The percentage of commission paid to You will be based on Total Transaction Value and the percentage of commission as displayed by the Brand and where applicable, as shared between You and third parties such as charities;
    4. Kindred will endeavour to ensure commission rates displayed are accurate, however, if the brand pays a commission amount higher or lower than expected, Kindred will distribute the commission based on the amount received from the Brand. The amount of commission the Brand decides to pay per transaction is outside of Kindreds control. The Brands decision is final in relation to commission amounts payable on any transactions.
    5. Kindred is not responsible for paying commission to a User where a Brand has failed to recognise the user’s transaction or where the transaction has not tracked. This could be due to incorrect tracking implementation by the brand, or a failure by the brand to pay any 3rd party affiliate networks, and therefore transaction feeds being turned off. In instances where this happens, Kindred reserves the right to remove the brand from our platform.
    6. Kindred will receive a brand margin commission from the Brand;
    7. Kindred works with charity organizations such as Just Giving and Global to distribute payments to the end charity and these organizations will take a fee out of any donation made;
    8. Kindred is not responsible for the use of any donations by any charity or organization;
    9. Kindred acts as a platform to connect You to Brands but You will enter into a direct relationship with the Brand and Kindred is not responsible for handling any disputes between You and Brands or any other third parties (including in relation to payment of commission);
    10. Kindred is not responsible for verifying the accuracy of any bank or payment details provided by You or used by Kindred or Brands (including in relation to the payment of commission);
    11. If you provide incorrect payment information, Kindred is not responsible for any payments made using those incorrect details and have no obligation to assist in the recovery of any funds paid out incorrectly.
    12. The amount of cashback Kindred assigns to you (excluding the amount you have donated to a charity) is deemed to be the property of Kindred Soul LTD until a withdrawal request has been successfully completed. To be clear we do not hold money in your account similar to a bank and legal title to any cashback earnings does not pass to you until you have taken possession of the cashback by way of a successful withdrawal from your Kindred account. Any funds that have not been withdrawn within 12 months of the transaction date will no longer be made available for you to withdraw and will be deemed as forfeited. You are responsible for accounting for and paying all applicable local taxes. If any local taxes are due, the commission you received will be deemed as gross.
    13. You can change the charity you wish to donate to at any time, but this will only affect donations you make from future transactions. Once you have made a purchase using the Kindred Platform the donation and charity cannot be changed retrospectively, this includes but is not limited to changing the donation amount made, asking for the donation amount to be returned to you as cashback or changing which charity should receive the donation.
  3. Kindred Referral System: Kindred shall provide You with a personalised tracking link (the “Link”) that can be shared by You on social media and directly with your contacts and followers. If a contact or follower uses the Link and signs up to the Kindred Platform or Service using the Link then any and all sales related to this contact or follower shall entitle You to 20% of Kindred’s fee earned on that users purchases through the platform, up to a maximum amount of 1% of the total order value (excluding VAT, delivery fees and any other amounts excluded by the Brand). Any commission payable in accordance with this Clause shall be valid for twelve (12) months from the date you accept these Terms of Use. Kindred retains the right, without notice or liability, to change or remove this feature at any time. Commission will be paid in accordance with point 4. The commission amount payable to you by Kindred is decided by Kindred, with Kindreds decision being final.
  4. You will use all reasonable efforts to ensure You are signed up to and use the Kindred Platform to promote Brand and Partner Offers, goods and services.
  5. You are solely responsible for all content you produce and display further to your arrangement with a Brand. Kindred is not responsible for and expressly disclaims any liability arising from or in connection with the use or disclosure of any information, communication or content that your produce, display or otherwise disseminate further to your agreement with a Brand.
  6. Kindred shall use commercially reasonable endeavours to make the Kindred Platform available 24 hours a day, seven days a week, except for any periods of unscheduled maintenance, which Kindred will endeavour to perform outside of normal business hours in the UK (9am-5pm on weekdays, excluding public holidays).
  7. Kindred is not liable for any failure to make the Kindred Platform continuously available but shall use all reasonable efforts to ensure the Kindred Platform is available as soon as possible following any unscheduled maintenance or downtime. In the event of any interruption to the availability of the Kindred Platform, Kindred shall seek to provide support to Brands and Kindred Users as soon as is reasonably possible.
  8. Kindred processes your personal data in accordance with the Kindred Privacy Policy. In consideration of Kindred entering into this Agreement, You understand that Kindred will use any of Your user data provided by You to Kindred for use on the Kindred Platform and understand that Brands and other third parties (such as agencies) will have access to data relating to your performance and earnings for their accounts/campaigns and any other information reasonably required by them in relation to the Kindred Platform.
  9. You may only use the Kindred logo and any other Kindred intellectual property with the prior written consent of Kindred.
  10. It is expressly agreed that Kindred shall have no liability whatsoever in respect of the provision of the Kindred Platform by You to anyone. Kindred is not liable for any content You provide on the Kindred Platform or which you publish in relation to Kindred or Brands (including on social media channels) and You accept that Kindred does not publish any content on Your behalf or own any of the content you publish. You further agree to indemnify Kindred against any claims made by any person against Kindred in respect of any loss or damage caused directly or indirectly by You in Your use of the Kindred Platform.
  11. Nothing in this Agreement or the use of the Kindred Platform creates any employment or agency relationship between You and Kindred or between You and Brands.
  12. You are responsible for complying with all applicable laws to include marketing and consumer rights legislation. You will further ensure that any content used on any social media or on the Kindred Platform fully complies with applicable laws.
  13. While this Agreement is in force and for a period of one year following termination of this Agreement, you and/or Your affiliates of what-so-ever nature shall not, in any manner, solicit and/or accept any business relationship from sources (such as Brands) that have been made available to You/Your affiliates by and through Kindred, nor in any manner shall access, contact, solicit and/or conduct any transaction with said sources, otherwise than exclusively in accordance with this Agreement. All communication with any such sources shall take place exclusively through the Kindred Platform.
  14. Each party shall keep confidential the existence and terms of this Agreement and all information receiving or obtained as a result of negotiating, preparing, executing, performing or implementing it which relates to the other party or any of its affiliated companies, or any of its clients, agents or subcontractors acting on its behalf. Neither party shall use such information for any purpose other than to perform its obligations under this Agreement. Notwithstanding the foregoing, either party may, after consultation with the other party (wherever practicable), disclose confidential information if and to the extent: (a) required by law; (b) required by its professional advisers, officers, employees, subcontractors or agents to provide their services subject always to similar duties of confidentiality); or (c) that information is in or has to come into the public domain through no fault of that party; or (d) the other party has given prior written consent to the disclosure.
  15. The Agreement shall come into effect on the date of your acceptance of these Terms of Use and shall continue until terminated by either party on one month’s written notice to the other party. Kindred may terminate your agreement if you are not active on the Kindred Platform for a period of six (6) months or longer.
  16. In the event that this Agreement shall expire or be terminated in accordance with its terms, Kindred agrees that it will cease to offer the Kindred platform or other benefits to You.
  17. Kindred may modify the terms of this Agreement from time to time to reflect changes in law or modifications or updates to the Services or the Kindred Platform. Changes will not apply retrospectively and, unless a change is required immediately for legal reasons, notice of the change shall be provided a reasonable time prior to the change taking effect.
  18. If a provision of this Agreement (or part of any provision) is found illegal, invalid or unenforceable, the provision shall apply with the minimum modification necessary to make it legal, valid and enforceable.
  19. This Agreement and (any documents referred to in it) constitutes the entire agreement between the parties and supersedes and extinguishes all previous drafts, arrangements, understandings or agreements between them, whether written or oral, relating to the subject matter of this Agreement.
  20. Any notice or other communication to be given under this Agreement shall be in writing and shall be sent by email to contact@kindredteam.com
  21. You shall not, without the prior written consent of Kindred, assign, transfer, charge, mortgage, subcontract or deal in any other manner with all or any of your rights or obligations under this Agreement. Kindred has the right to assign, transfer, charge, mortgage, subcontract or deal in any other manner with its rights and obligations under this Agreement at any time. Nothing in this Agreement is intended to, or shall operate to, create a partnership between the parties, or to authorise either party to act as agent for the other, and neither party shall have authority to act in the name or on behalf of or otherwise to bind the other in any way (including the making of any representation or warranty, the assumption of any obligation or liability and the exercise of any right or power).
  22. The Parties agree that the provisions of this Agreement are personal to them and are not intended to confer any rights of enforcement on any third party. The Contracts (Rights of Third Parties) Act 1999 shall not apply to this Agreement.
  23. This Agreement and any dispute or claim arising out of or in connection with it or its subject matter or formation (including non-contractual disputes or claims), shall be governed by, and construed in accordance with, the law of England and Wales.
  24. The parties irrevocably agree that the courts of England and Wales shall have exclusive jurisdiction to settle any dispute or claim that arises out of or in connection with this Agreement or its subject matter or formation (including non-contractual disputes or claims).
  25. Kindred onboarding offer (GENERAL TERMS): Users are only allowed to have a single Kindred.co account. Any users found to be operating multiple accounts to qualify for this or any future rewards will have their user accounts suspended and will not be eligible for this, or any future offers. In the event that accounts are suspended, any current or future balances from earned cash back will also be forfeited. Kindred's decision in this matter is final.
  26. Kindred onboarding offer (INSTALL THE APP/PLUGIN): Users must install and login to the Mobile Application or Plugin once installed, using the same user details as their web account
  27. Kindred onboarding offer (FIRST PURCHASE): To qualify, the user must make a purchase through Kindred.co on any of the 3 platforms. It can take up to 30 days for purchases to be registered in the Kindred.co system. As soon as the purchase is registered, this step of the process will be fulfilled. Kindred is not responsible for any ‘lost’ transactions through not following the instructions above. However, if you believe your purchase has not been registered, you can send your receipt and details of the purchase to lost@kindredteam.com and we will endeavour to investigate the matter. This process usually takes up to 14 days due to the response times from our partners/the Brand. Any fully validated transactions prior to full account registration will be eligible for this offer. The Partners and the Brands decision to validate a transaction are final.
  28. Kindred onboarding offer (INVITE A FRIEND): To qualify for this step, the user must use their unique link to invite their friends. Friends must use the unique link and to qualify, they must sign up, create an account and add their full name, email address or social handle and payment information. Any previously registered invitees, prior to account registration will be eligible for this offer.
  29. Kindred onboarding offer (£10 DONATION TO CHARITY OR GIFT VOUCHER FOR BEKINDBEKINDRED.COM, BEKINDBEKINDREDUSA.COM, BEKINDBEKINDREDTURKEY.COM, BEKINDBENOISY.COM or BEKINDBEFLORENCE): We will contact you once 30 days have passed since the date of first qualifying purchase in order to process your donation or gift voucher. This offer is limited to the first 10,000 customers. You must confirm your choice of either the donation of gift voucher within 60 days from the date Kindred first contacts you regarding your qualifying purchase. This offer can be modified or removed at any time by Kindred. Kindred‘s decision whether or not your purchase qualifies for the onboarding offer is final. Only one gift voucher or donation per customer.
  30. Where a donation is to be made on behalf of the user, Kindred agrees to pay this over to the charity within 365 days of the donation being awarded. Where a gift voucher is chosen, it will expire after 12 months from the date of issue if not redeemed.

Privacy Policy

Last updated 28.10.2020

Introduction

Kindred Soul Ltd (“we”, “our”, “us”) are committed to protecting and respecting your privacy. We are a Limited Company established in England with a registered office at PEM, Salisbury House, Station Rd, Cambridge CB1 2LA, and for the purpose of the General Data Protection Regulation (the “GDPR”), we are the data controller.

This policy sets out the basis on which we will process any personal data or usage information we collect from you, or that you provide to us, in connection with your use of our website at www.kindred.co and app.kindred.co (the “Website”). Please read this policy carefully so that you understand your rights in relation to your personal data, and how we will collect, use and process your personal data. If you do not agree with this Privacy Policy in general or any part of it, you should not access the Website.

What types of information do we collect and how do we use it?

  • Information you give us. You may provide information by contacting us via our Website or email, telephone, instant chat, social media or otherwise, signing up for our newsletters or alerts, or by creating an account.

As it is in our legitimate interests to be responsive to you and to ensure the proper functioning of our products and organisation, we will use your information to:

  • communicate with you;
  • sign you up for our newsletters or alerts;
  • contact you via telephone or email;
  • identify our users;
  • administer and provide services and customer support per your request;
  • personalise our services for you;
  • enforce our Website & Extension terms and conditions;
  • if you have opted into marketing, communicate with you about products, services, promotions, events and other news and information we think will be of interest to you; or

Technical usage information. When you visit the Website, we automatically collect the information sent to us by your computer, mobile phone, or other access device. This information includes:

  • your IP address;
  • device information including, but not limited to, identifier, name, and type of operating system;
  • standard web information, such as your browser type and the pages you access on our Website or via extension.

As it is in our legitimate interests to process your data to provide effective services and useful content to you we collect this information in order to:

  • personalise our Website to ensure content from the Website is presented in the most effective manner for you and your device;
  • monitor and analyse trends, usage and activity in connection with our Website and services to improve the Website;
  • administer the Website, and for internal operations, in order to conduct troubleshooting, data analysis, testing, research, statistical and survey analysis;
  • keep the Website safe and secure; or
  • measure and understand the effectiveness of the content we serve to you and others.

How do we share your personal data?

We share your information with selected recipients. These categories of recipients include:

  • cloud storage provides located in the United Kingdom and which store your personal data in the United Kingdom, to store the personal data you provide and for disaster recovery services, as well as for the performance of any contract we enter into with you;
  • IT Services providers that provide us with SaaS services, including Hubspot, Freshdesk, CustomerIO and Sprout, who we use to store our customer relationship management information, etc.;
  • provided you have consented, advertisers and advertising networks located in United Kingdom or United States and which store your personal data in either the United Kingdom or United States that require the data to select and serve relevant adverts to you and others;
  • analytics and search engine providers located in United Kingdom or United States and which store your personal data in United Kingdom or United States that assist us in the improvement and optimisation of the Website & Extension such as Segment, Mixpanel, Google Analytics and Smartlook; and

We will share your information with law enforcement agencies, public authorities or other organisations if legally required to do so, or if we have a good faith belief that such use is reasonably necessary to:

  • comply with a legal obligation, process or request;
  • enforce our terms and conditions and other agreements, including investigation of any potential violation thereof;
  • detect, prevent or otherwise address security, fraud or technical issues; or
  • protect the rights, property or safety of us, our users, a third party or the public as required or permitted by law (exchanging information with other companies and organisations for the purposes of fraud protection and credit risk reduction).

We will also disclose your information to third parties:

  • in the event that we sell any business or assets, in which case we will disclose your data to the prospective buyer of such business or assets; or
  • if we or substantially all of our assets are acquired by a third party, in which case information held by us about our users will be one of the transferred assets.

The security of your personal data

Unfortunately, the transmission of information via the internet or email is not completely secure. Although we will do our best to protect your personal data, we cannot guarantee the security of your information transmitted through the Website or over email; any transmission is at your own risk. Once we have received your information, we will take appropriate technical and organisational measures to safeguard your personal data against loss, theft and unauthorised use, access or modification.

We will, from time to time, host links to and from the websites of our affiliates or third parties. If you follow a link to any of these websites, these websites will have their own privacy policies and we do not accept any responsibility or liability for these policies. Please check these policies before you submit any information to those websites.

How long do we store your personal data?

We will retain your information as follows:

  • if you contact us via email we will keep your data for 36 months after you were last active on the platform; and
  • your technical usage information for 36 months after you were last active on the platform.
  • location data: for 36 months after you were last active on the platform;
  • data on your use of the product/services/our Website: for 36 months after you were last active on the platform; and

After you have terminated your use of the product/services/our Website], we will store your information in an aggregated and anonymised format.

Your rights

You have the right to ask us to access the personal data we hold about you and be provided with certain information about how we use your personal data and who we share it with. You also have the right to ask us to correct your personal data where it is inaccurate or incomplete and we will endeavour to do so without undue delay.

In certain circumstances, you have the right to ask us to delete the personal data we hold about you:

  • where you believe that it is no longer necessary for us to hold your personal data [(for example, if you decide that you no longer wish to submit a job application to us)];
  • where we are processing your personal data on the basis of legitimate interests and you object to such processing and we cannot demonstrate an overriding legitimate ground for the processing;
  • where you believe the personal data we hold about you is being unlawfully processed by us.

In certain circumstances, you have the right to ask us to restrict (stop any active) processing of your personal data:

  • where you believe the personal data we hold about you is inaccurate and while we verify accuracy;
  • where we want to erase your personal data as the processing is unlawful but you want us to continue to store it;
  • where we no longer need your personal data for the purposes of our processing but you require us to retain the data for the establishment, exercise or defence of legal claims; or
  • where you have objected to us processing your personal data based on our legitimate interests and we are considering your objection.

In addition, you can object to our processing of your personal data based on our legitimate interests and we will no longer process your personal data unless we can demonstrate an overriding legitimate ground.

To exercise any of these rights above, please contact us at privacy@kindredteam.com. In addition, you have the right to complain to the Information Commissioner’s Office or other applicable data protection supervisory authority.

Please note that these rights are limited, for example, where fulfilling your request would adversely affect other individuals or Company trade secrets or intellectual property, where there are overriding public interest reasons or where we are required by law to retain your personal data.

Withdrawal of Consent

Where you have provided your consent for us to process your personal data, you can withdraw your consent at any time by clicking on the opt-out or unsubscribe button found in the footer of promotional emails.

Objection to Marketing

At any time you have the right to object to our processing of data about you in order to send you marketing emails and we will stop processing the data for that purpose.

Complaints

In the event that you wish to make a complaint about how we process your personal data, please contact us in the first instance at privacy@kindredteam.com and we will endeavour to deal with your request within 30 days. This is without prejudice to your right to launch a claim with the Information Commissioner’s Office or the data protection supervisory authority in the EU country in which you live or work where you think we have infringed data protection laws.

Changes

Any changes we will make to this policy in the future will be posted on this page. Please check back frequently to see any updates or changes to this policy.

Contact

Questions, comments and requests regarding this policy are welcomed and should be addressed to privacy@kindredteam.com.

Cookies Policy

Last updated: 28/11/2019

We use cookies and similar files or technologies such as pixel tags, web beacons, local storage, HTML5 local storage and mobile device IDs to store information or gain access to information stored on your device in device or equipment. You can find out more about cookies and similar technologies, and how we use them, in the information set out below.

If you wish to change your settings, please click here [insert link to interface].

If you do not accept the use of these cookies or similar technologies, please disable them by following the instructions in this policy below or by changing your browser settings so that cookies or similar technologies from the Website cannot be placed on your computer or mobile device.

1. What is a cookie?

Cookies are small text files that uniquely identify your browser or device. The cookie file is stored on your browser. When you return to that website (or visit websites that use the same cookies) these websites recognize the cookies and your browsing device.

We also use technologies which are similar to cookies such as pixel tags, web beacons and mobile device IDs.

Pixels are small portions of code which we use on our Website. We use pixels to learn whether you have clicked on certain web content. This helps us measure and improve our services and personalize your experience.

Web beacons are invisible picture files that are placed on our Website. We use web beacons to see how you interact with our Website and other websites and understand how often you view certain content so that we can [make our website more efficient and easier to use. Web beacons collect limited information, including a cookie number, a record of the page on which they are placed and a timestamp. Websites may also carry web beacons placed by third party advertisers.

Mobile device IDs are a unique identifier which can be used to identify a mobile device. Our advertising partners use these to show you ads that are useful to you and also to make sure they don’t show the same ad to you twice.

We also use local storage to store data on your device such as the last time you visited a webpage, to remember which items you put in our shopping cart or can welcome you to our site.

We occasionally store information locally on your device using HTML5. This allows information to be stored in your browser after the browser has been closed and reopened. We only use HTML5 to store non-sensitive information, such as the previous page you viewed, the name of the current page you are viewing, the page title, and some of your preferences. We do not use HTML5 local storage to collect personal data from you. You can choose whether the data in HTML5 local storage should be kept beyond your current browser session or deleted. Depending on your browser, you can remove local storage, including HTML5, when clearing your cache and cookies.

2. Categories of cookies

Cookies do many different jobs, like letting you navigate between pages efficiently, remembering your preferences, and generally improving the user experience. Cookies can tell us, for example, whether you have visited the Website or mobile app before or whether you are a new visitor. They can also help to ensure that adverts you see online are more relevant to you and your interests.

There are different categories of cookies, including:

  • First-party cookies

    First party cookies, which are served directly by us to your computer or device.

  • Third-party cookies

    Third-party cookies, which are served by a third party on our behalf. We use third party cookies for functionality, performance/analytics, advertising, social media purposes, and customer support.

Cookies can remain on your computer or mobile device for different periods of time. Some cookies are 'session cookies', meaning that they exist only while your browser is open. These are deleted automatically once you close your browser. Other cookies are 'permanent cookies', meaning that they survive after your browser is closed. They can be used by the Website or mobile app to recognise your computer or device when you open your browser and browse the Internet again.

3. What types of cookies do we use and how do we use them?

The types of cookies and similar technologies used by us and our partners in connection with the Website and mobile application can be classified into one of five categories, namely 'essential Website and mobile application cookies', 'functionality cookies', 'analytics and performance cookies', 'advertising cookies', and ' social media cookies'. Cookies do a lot of different tasks to ensure you enjoy your visit to our Website and mobile application, for example, they are used to remember your preferences on sites you visit, to help you navigate between pages more efficiently and to make sure the adverts you see on our Website mobile application are relevant to you and your interests. We have set out some further information about each category, and the purposes of the cookies we and third parties set in the following table.

Type of cookie What it does How to block cookies

Cookies necessary for essential Website purposes

These cookies are essential to provide you with the Website and any services available through this Website and to use some of its features, such as access to secure areas. Without these cookies services you have asked for, like transactional pages and secure login accounts would not be possible.

You can block these cookies by changing your browser setting but as they are essential for the operation of the site and mobile app, this may impact the provision of our service.

Functionality Cookies

Functionality cookies record information about choices you've made and allow us to tailor the Website to you. These cookies mean that when you continue to use or come back to the Website, we can provide you with our services as you have asked for them to be provided.

These cookies allow us to:

  • Save your location preference if you have set your location on your homepage, if applicable, in order to receive a local weather forecast;
  • Remember settings you have applied, such as layout, text size, preferences, and colors;
  • Show you when you are logged in; and
  • Store accessibility options.

Please see the instructions set out in 'How to control or delete cookies'

Performance Cookies

We use performance/analytics cookies to analyze how the Website and mobile application is accessed, used, or is performing in order to provide you with a better user experience and to maintain, operate and continually improve the Website and mobile application.

We use Google Analytics, Google Tag Manager and Segment, which is a web analytics tool that helps us understand how users engage with the Website. Like many services, Google Analytics uses first-party cookies to track user interactions, as in our case, where they are used to collect information about how users use our site. This information is used to compile reports and to help us improve our Website and mobile application. The reports disclose website trends without identifying individual visitors. For more information on Google Analytics, see here . You can opt out of Google Analytics without affecting how you visit our site – for more information on opting out of being tracked by Google Analytics across all websites you use, visit this Google page: https://tools.google.com/dlpage/gaoptout.

These cookies allow us to:

  • Better understand our Website and mobile application visitors so that we can improve how we present our content;
  • Test different design ideas for particular pages, such as our homepage;
  • Collect information about Website and mobile application visitors such as where they are located and what browsers they are using;
  • Determine the number of unique users of the Website and mobile application;
  • Improve the Website and mobile application by measuring any errors that occur; and
  • Conduct research and diagnostics to improve product offerings.

Please see the instructions set out in 'How to control or delete cookies' below

Advertising and Targeting Cookies

As you use our Website and mobile application, you will notice that it features advertising. We allow third party companies, including advertising companies, to place cookies on our Website and mobile application.

These cookies enable such companies to track your activity across various sites where they display ads and record your activities so they can show ads that they consider relevant to you as you browse the Internet.

Cookies also allow us and third parties to know whether you have seen an ad or a type of ad, and how long it has been since you've last seen it. This information is used for frequency capping purposes, to help tailor the ads you see, and to measure the effectiveness of ads.

We can use information from one device to help personalize your experience on another device.

Please see the instructions set out in 'How to control or delete cookies' below

Social Media Cookies

On some pages of our Website and mobile application, third parties that provide applications through our Website and mobile application will set their own cookies in order to track the success of their applications or customize applications for you. Because of how cookies work, we cannot access these cookies, nor can the third parties access the data in cookies used by us. Some pages of our Website and mobile application will also contain embedded content, such as video content from YouTube or Vimeo, and these sites will set their own cookies.

These cookies are used when you share an article using a social media sharing button on our Website and mobile application (e.g., Facebook, Twitter, or Google Plus) as the social network that has created the button will record that you have done this. If you are logged in to your account with the third party, the third party will be able to link information about you with your actions via cookies.

Please see the instructions set out in 'How to control or delete cookies' below

In addition to the cookies we use on this website, we also use cookies and similar technologies in some emails and push notifications which enable us to understand whether you have opened the email and how you have interacted with it. If you have enabled images, cookies will also be set on your computer or mobile device and will also be set if you click on any link within the email.

4. How to control or delete cookies and other locally stored data

We use cookies on this site to make sure you can use the site easily and enjoy the site. Some of these cookies are essential and we can’t provide our service without them, but there are others that can be turned off. You have the right to choose whether or not to accept these optional cookies and similar technologies. However, please note that if you choose to refuse cookies or other essential locally stored data such as certain types of HTML5 data you may not be able to use the full functionality of our Website and mobile application.

You can choose the types of cookies and other locally stored data settings you prefer to have on your device at any time by changing your preferences. You can access your preferences from the footer of each page, by clicking the link. Each category is accompanied by a description of how the cookie or similar technology works and the actions it performs.

You can change your preferences by changing the settings in your browser. Most browsers will allow you to choose the level of privacy settings you want. This lets you control your cookie settings so that you can:

  • See what cookies or other locally stored data you’ve got and delete them on an individual basis;
  • Block third party cookies or similar technology;
  • Block cookies or similar technology from particular sites;
  • Block all cookies or similar technologies from being set; or
  • Delete all cookies or similar technologies when you close your browser.

Deleting cookies or similar technologies means that any preference settings you have made on a website will be lost. If you have set your preferences to opt out of cookies, this setting will be lost too, as that information is stored in a cookie. Blocking all cookies or similar technology means functionality on our websites will be lost, as described above. We do not recommend turning all cookies or similar technologies off when using our websites as we cannot guarantee that your experience on our Website and mobile application will be as good as it could otherwise be.

If you want to reduce your settings at any time (for example, if you accept all cookies, but later decide you do not want a certain type of cookie) you’ll need to use your browser settings to remove any third party cookies or similar technologies dropped on your previous visit.

For more information on how to manage the most popular browsers, please see below:

Internet Explorer

https://support.microsoft.com/en-us/help/17442/windows-internet-explorer-delete-manage-cookies

Firefox

https://support.mozilla.org/en-US/kb/cookies-information-websites-store-on-your-computer?

Google Chrome

https://support.google.com/chrome/answer/95647?hl=en

Safari

https://support.apple.com/kb/PH21411?locale=en_US

How to opt out of online ads

You have the option to opt out of seeing targeted online ads from us and other participating companies by visiting http://www.youronlinechoices.com/uk/your-ad-choices. Please note that this list will contain more networks than those used on our site. Alternatively, you can opt out of certain cookies through the settings in your browser. Please note that neither of these options mean that you will see less advertising when you visit our site, the only effect is that the advertising will be less relevant to you.

Alternatively, you can manage cookies through the settings in your browser. Please note that this does not mean that you will see less advertising when you visit our Website and mobile application, the only effect is that the advertising will be less relevant to you.

Please note that these lists will contain more networks than those used on our Website and mobile application.

We have also set out below links to some of our partners who set cookies on our Website and mobile application. These links contain instructions on how to opt out of cookies:

e.g http://www.google.com/ads/preferences/html/opt-out.html

To learn more about the advertising companies we work with and the choices they offer, please take a look at the following resources:

How to opt out of managing performance cookies

You also have the option to opt out of having your browsing activity within websites recorded by performance cookies. We use the companies set out below and you can opt out of their cookies by clicking on the links provided. Please note that this will take you to the relevant third party website and will stop any further cookies being set by those third parties.

https://tools.google.com/dlpage/gaoptout

You should remember that if you block performance cookies, we cannot learn about your preferences or about what you like or don’t like in relation to our website.

When you visit our Website and mobile application for the first time, we will provide you with a notice which lets you know how we use cookies, why we use them and how you can change which cookies you accept. You can opt in to the cookies you consent to. Please note that if you choose not to receive our cookies, we cannot guarantee that your experience on our Website and mobile application will be as good as it could otherwise be.

5. Changes to this policy

We will occasionally update this policy to reflect changes in our practices and services. When we post changes to this policy, we will revise the "Last Updated" date at the top of this policy. If we make any material changes in the way we collect, use, and/or share information held in cookies, we will notify you by prominently posting notice of the changes on the Website and mobile application. We recommend that you check this page from time to time to inform yourself of any changes in this policy or any of our other policies.

6. Need more information?

If you would like to find out more about cookies and their use on the Internet, you may find the following links useful:

7. Cookies that have been set in the past

If you have disabled one or more cookies, we will still use information collected from cookies prior to your disabled preference being set, however, we will stop using the disabled cookie to collect any further information.

8. Contact us

If you have any questions or comments about this policy, or privacy matters generally, please contact us via email privacy@kindredteam.com or this address: Kindred, PEM, Salisbury House, Station Road, CB1 2LA.

Website and App Terms of Service

Introduction.

  1. CONTRACT

    Welcome to Kindred Soul Limited (“Kindred”) which is provided by [Insert Company Name]. You are reading the terms of service (the “Terms”) which govern the relationship and serve as an agreement between you and us and set forth the terms and conditions by which you may access and use our website and application (the “App”) (collectively the “Services”).

    1. For the purposes of these Terms, “you” and “your” means you as the user of the Services. You acknowledge and agree that these Services are provided for commercial purposes. If you are accessing or using the Services on behalf of a business or entity, then (a) “you” and “your” includes you and that business or entity; (b) you represent and warrant that you are an authorised representative of the business or entity with the authority to bind the entity to these Terms and that you agree to these Terms on the entity’s behalf; and (c) your business or entity is legally and financially responsible for your access or use of the Services as well as for the access or use of your account by others affiliated with your entity.
    2. Kindred may modify these Terms from time to time to reflect changes in law or modifications or updates to the Services. Changes will not apply retrospectively and, unless a change is required immediately for legal or security reasons, notice of the change shall be provided a reasonable time prior to the change taking effect.
    3. The Terms form a legally binding agreement between you and us. Please take the time to read them carefully. Your continuing visits, access, or use of our Services reaffirms your acceptance and agreement in each instance. If you do not agree to these Terms, do not register, visit, access, download or use our Services. You can terminate these Terms at any time by closing your user account and no longer visiting, accessing or using our Services.
  2. ELIGIBILITY AND REGISTRATION

    1. The Services are intended solely for users who are sixteen (16) years old (or the age of majority in your country if it is higher than 16). If you are under 16 (or, if higher than 16, the age of majority in your country) and access the Services, you are in breach of these Terms. By registering for an account with Kindred, you represent and warrant that you are at least sixteen (16) years old or over the age of majority in your country of residence.
    2. You agree to provide complete and accurate information when you register for the Services and you agree to keep such information accurate and complete during the time that you use the Services. You are solely responsible for maintaining the confidentiality of your username and password. You agree to notify Kindred immediately of any unauthorised use of your account.
  3. SERVICES AND UPDATES

    1. You acknowledge and agree that your use of the Services may be subject to additional terms of service. If you are utilising the Services as an Advocate, please review the following Advocate Terms. If you are utilising the Services as a Brand, please review the following Brand Terms.
    2. Kindred may, from time to time, change the Services and any aspect of the Services if required necessary for security or legal reasons, to ensure the functionality of the Services or to reflect advancements in technology or to enhance the features for our users. You hereby consent to automatic updates to the Services installed on your computer.
    3. You acknowledge and agree that your functionality of Kindred may be restricted, and may cease, if you do not upgrade to new versions of the Service available.
    4. You are responsible for all data fees, rates, and charges of your mobile device carrier which may be incurred during your use of the Services.
  4. RIGHTS AND RESTRICTIONS ON USE

    Your Access to and Use of the Services

    1. You agree not to copy our Services, circumvent our security, or otherwise engage in prohibited conduct.
    2. You agree that systematic retrieval of data from the Services to create or compile directly or indirectly, in whole or in part, a collection, compilation, database or directory without the express written permission of Kindred is strictly prohibited. You agree that you will not use any robot, spider, other automatic device, or manual process to monitor or copy our website pages or the content contained herein. You may not engage in the practices of “screen scraping,” “database scraping,” or any other practice or activity the purpose of which is to obtain lists of users, portions of a database, or other lists or information from the Services, in any manner or in any quantities not authorized by Kindred. You may not frame or utilise framing techniques to enclose any trademark, logo, or other proprietary information (including images, text, page layout, or form) of Kindred or its affiliates without prior express written consent. You may not use any meta tags or any other “hidden text” utilising Kindred’s name or trademarks without our express written consent.
    3. You agree that you will not use any device, software or routine to bypass any code which may be included to prevent you from breaching the obligations in this Section or to interfere or attempt to interfere with the proper working of the Services. You agree that you will not take any action that imposes an unreasonable or disproportionately large load on our or our host’s infrastructure. You agree that you will not knowingly provide false information to sabotage or otherwise negatively affect the Services.
    4. You agree you will not reverse engineer, disassemble or decompile any part of the Service, Kindred prototypes or software, nor any other systems, information, materials or objects which are provided to you or to which you are granted access hereunder.
    5. You shall not distribute, licence, transfer or sell in whole or in part, any of the Services or any derivative works thereof.
    6. You agree to be bound by any application, forum, or specific rules published within the Services.
      Your Relationship with Third Parties using the Service
    7. Kindred connects Advocates and Brands to facilitate content sharing for conscious consumers. Kindred does not accept any liability for the actions of the advocates and brands using the Service. Kindred makes no predictions, warranties, or guarantees, express or implied, about the quality of any of the products or services advertised, offered, or provided by any Brand, statements made by any Influencer, or other individual, company, or service provider utilising the Services or featured on the Services and assumes no liability related thereto.
  5. YOUR CONTENT

    1. You represent, warrant and agree that you are the exclusive owner of your Content and/or you have all rights, licenses, consents and releases necessary for the Content that you make available on the Services. You further represent, warrant and agree that your Content does not infringe, misappropriate or violate a third party’s intellectual property rights, a third party’s rights of publicity or privacy, or any other law or regulation.
    2. You grant to Kindred a non-exclusive, perpetual, worldwide, royalty-free license to use, host, store, transmit, reproduce, distribute, sublicense, modify, create derivative works, communicate, publish, publicly perform, publicly display, archive, and otherwise use and exploit such Content, in whole or in part, in any manner, medium, or form, whether now known or hereinafter devised, as Kindred sees fit in its sole discretion, and includes without limitation use for the purpose of operating, promoting, and improving the Services. Without limiting the above, you grant to Kindred the right to syndicate your Content for any purpose, including without limitation the right to use such syndicated Content to promote the Kindred brand. You further grant to Kindred all rights necessary to facilitate your use of a third party’s website, app or services that require syndication or other use of your Content in connection with Kindred.
    3. KINDRED IS NOT RESPONSIBLE FOR, AND EXPRESSLY DISCLAIMS ANY LIABILITY ARISING FROM OR IN CONNECTION WITH, THE USE OR DISCLOSURE OF ANY INFORMATION, COMMUNICATION, OR CONTENT THAT YOU VOLUNTARILY SUBMIT THROUGH THE SERVICES IN AREAS THAT OTHERS CAN VIEW, COPY AND USE.
    4. You may not post inappropriate Content in connection with the Services. Inappropriate Content includes anything Kindred, in its sole discretion, determines to be offensive or:
      1. impersonates any person or entity or falsely states or otherwise misrepresents your affiliation with any person or entity, or creates a false identity for purposes of misleading others;
      2. promotes or contains material that is illegal, harmful, threatening, abusive, harassing, false, misleading, tortious, defamatory, vulgar, obscene, libellous, sexually explicit, violent, invasive of another’s privacy, hateful, discriminatory based on race / sex / religion / nationality / disability / age / sexual orientation, or IS otherwise objectionable;
      3. infringes any patent, trademark, trade secret, copyright or other proprietary rights of any party;
      4. you do not have the right to disclose under contract or applicable law;
      5. contains software viruses or any other technology designed to interrupt, destroy or limit the functionality of the Services;
      6. involves the transmission of “junk mail”, “chain letters” or unsolicited mass e-mails — “spam”;
      7. uses automated scripts or other technology to collect information from or otherwise interact with the Services or other users without their consent;
      8. other than pursuant to a Brand Agreement or Advocate Agreement, engages in advertising or other solicitation activities such as pyramid schemes, contests, or sweepstakes unless you have specific prior agreement with Kindred;
      9. includes other people’s personally identifying information or other confidential information, such as credit card numbers, Social Security numbers, license numbers, passwords, phone numbers, addresses, and email addresses; or
      10. violates or encourages or facilitates the violation of any applicable local, state, national or international law.
    Violating these terms may lead to you being immediately and permanently banned, with notification to your Internet Service Provider if deemed necessary.
  6. LINKS TO THIRD PARTY SITES

    1. The Services may contain links to third party sites, networks, platforms or apps (“Linked Technologies”), including advertisers. However, please be aware that Kindred is not responsible for and cannot control the terms of service or privacy policies of such other Linked Technologies. We encourage you to be aware when you leave the Services, and to read the applicable agreements for each and every Linked Technologies. The Agreement applies solely to these Services. Kindred is not responsible for and makes no representations or warranties regarding Linked Technologies, including without limitation, the content, accuracy, opinions, functionality, or services provided in such Linked Technologies. Inclusion of any Linked Technologies on the Services does not imply approval or endorsement by Kindred. If You decide to access any Linked Technologies, then You do so at your own risk.
  7. SERVICE AVAILABILITY AND TERMINATION.

    1. Kindred may suspend or terminate Your use of the Services with or without cause or notice to You, including, without limitation, if Kindred believes that You have violated or acted inconsistently with these Terms.
    2. We may, but do not promise to store or keep any content that you have provided, liked or posted.
      KINDRED SHALL NOT BE LIABLE TO YOU OR ANY THIRD PARTY(S) FOR ANY LOSS OR DAMAGE THAT IS CAUSED BY OR ARISES FROM OR IN CONNECTION WITH ANY SUCH DISCONTINUATION OF SERVICES (INCLUDING, WITHOUT LIMITATION AND BY WAY OF EXAMPLE ONLY, REFUNDS, LOST PROFITS, LOST OPPORTUNITIES, MONETARY DAMAGES, DISRUPTION IN OR LOSS OF SERVICE, OR LOSS OF CONTENT).
  8. OWNERSHIP OF INTELLECTUAL PROPERTY

    1. Kindred own our intellectual property and only provide You a limited license to use our Services per this Agreement. You do not acquire any ownership rights by using our Services.
    2. Unless otherwise specified, all materials that are part of the Services are owned, controlled, or licensed by Kindred and are protected by law from unauthorised use. The entire contents of the Services are protected under copyright, patent, trademark, and/or other intellectual property laws. Kindred, the Kindred logos, and all designs are trademarks and/or trade dress of Kindred and may not be used without the express written permission of Kindred. All other trademarks appearing on the Services are the property of their respective owners.
  9. EXPORT CONTROL

    You agree to comply with all export laws.

    1. You agree to comply with all UK, U.S. and other foreign export laws regarding the importation and exportation of goods and services. You represent and warrant that: (i) you are not located in any country to which the United States has embargoed goods or has designated as a “terrorist supporting” country; and (ii) you are not listed on any United States list of prohibited or restricted parties.
  10. FEEDBACK AND IDEAS

    1. All comments, feedback, suggestions, ideas, and other submissions (“Ideas”) disclosed, submitted, or offered to Kindred in connection with the use of the Services shall be the exclusive property of Kindred. Such Ideas will be non-confidential and Kindred shall have no obligations to you, contractual or otherwise. You agree that Kindred may use, sell, exploit and disclose the Ideas in any manner, for any purpose whatsoever, commercial or otherwise, without restriction, without attribution and without compensation to You.
  11. DIGITAL MILLENNIUM COPYRIGHT ACT.

    1. If you believe that your copyright has been infringed by a third party on our Services, then please follow this take down procedure.
    2. It is our policy to respond to notices of alleged infringement that comply with the Digital Millennium Copyright Act (the “DMCA”). If the information you are complaining about is located on a third-party site or application, then you should contact that third party site or application. Please be aware that, in order to be effective, your notice of claim must comply with the detailed requirements set forth in the DMCA. You are encouraged to review them (see 17 U.S.C. § 512(c)(3)) before sending your claim.
    3. You may notify us of alleged infringement of intellectual property rights by contacting our Designated Agent at: Email: contact@kindredteam.com
    4. Upon receipt of notice of claimed infringement, we will follow the procedures specified in the DMCA to resolve the claim between the notifying party and the alleged infringer who provided the content at issue.
    5. Please do not send any other communications to the Designated Agent, who is appointed solely for the purposes of receiving notices of copyright claims under the DMCA.
  12. LIMITATION OF LIABILITY.

    KINDRED’S LIABILITY TO YOU IS NOT LIMITED OR EXCLUDED TO THE EXTENT THAT SUCH LIABILITY CANNOT BE LIMITED OR EXCLUDED IN ACCORDANCE WITH APPLICABLE LAW. KINDRED WILL NOT BE LIABLE TO YOU FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, PUNITIVE OR EXEMPLARY DAMAGES, ARISING OUT OF INTERRUPTION TO THE SERVICES OR ANY CONTENT POSTED PURSUANT TO THE SERVICES. ADVOCATES AND BRANDS ARE LIABLE FOR THEIR OWN ACTS AND OMISSIONS AND KINDRED DOES NOT ACCEPT ANY LIABILITY ON THEIR BEHALF. THE TERMS OF THIS PARAGRAPH SHALL SURVIVE TERMINATION OF THESE TERMS.

  13. CHOICE OF LAW, VENUE, CLAIM RESOLUTION AND CLASS ACTION WAIVER.

    The laws of England and Wales, without application of conflict of law provisions, will apply to any disputes arising out of or relating to this Agreement or the Services. All claims arising out of or relating to this Agreement or the Services will be litigated exclusively in the English courts.

  14. APPLE TERMS

    If you downloaded the App from Apple’s App Store, then please review these additional terms.

    The following addresses certain matters with respect to Apple Inc. (“Apple”) and/or the so-called “Usage Rules” set forth in Apple’s App Store Terms of Service (located at http://www.apple.com/legal/internet-services/itunes/us/terms.html, and last visited February 7, 2017) as of the effective date hereof (“Apple’s Usage Rules”):

    Acknowledgement. The Parties hereby acknowledge that:

    • this Agreement is between the Parties only, and not with Apple;
    • Apple is not responsible for the Website, the App, or the content thereof;
    • Apple has no obligation whatsoever to furnish any maintenance and support services with respect to the Apps;
    • Apple has no warranty obligations, whether express or implied;
    • Apple is not responsible for addressing any claims you or any third party have or may have relating to any of the Apps or your possession and/or use of any of the Apps, including, without limitation, (i) product liability claims, (ii) any claim that such Apps fail to conform to any applicable legal or regulatory requirement, (iii) claims arising under consumer production or similar legislation, and (iv) intellectual property infringement claims;
    • this Agreement’s usage rules for the Apps are not intended to be less restrictive than Apple’s Usage Rules;
    • Apple, and Apple’s subsidiaries, are third-party beneficiaries of this Agreement; and
    • Upon your acceptance of this Agreement, Apple will have the right (and will be deemed to have accepted the right) to enforce this Agreement against you as a third-party beneficiary hereof. Amended Scope of Limited License — The App. If you download, access, or use any of the Apps from or through Apple’s App Store, then the limited license granted to you hereunder with respect to such Apps (see section 2(c) above) is hereby amended to add the following restriction: you may not use such Apps on any device other than the Apple-brand device (e.g., iPhone, iPod Touch, iPad) that You own or control, or in any manner that is contrary to Apple’s Usage Rules.
  15. GENERAL TERMS

    1. Assignment. Kindred may assign its rights and obligations under this Agreement freely. You may not assign any rights or obligations under this Agreement without Kindred’s written consent.
    2. Force Majeure. Kindred shall not have any liability for any failure to perform obligations under this Agreement if such failure is caused by fire, flood, natural disaster, epidemic, act of God, strike, civil unrest, riot, insurrection, revolution, war, terrorism, law or governmental regulation or other cause or event which is of a magnitude or a type beyond the reasonable control of Kindred or such other party.
    3. Waiver/ Severability. If any provision of the Agreement is found to be invalid, illegal, or unenforceable, the validity, legality, and enforceability of any of the remaining provisions will not in any way be affected or impaired and a valid, legal, and enforceable provision of similar intent and economic impact will be substituted therefore. Kindred’s failure to require or enforce strict performance of any provision or to exercise any right under the Agreement shall not be construed as a waiver of any such provision or right. The headings appearing at the beginning of each section are for identification and reference purposes only and shall not be used to determine the construction or interpretation of the Agreement.
    4. Kindred may use brand images, logos and other materials for marketing or promotional reasons.
Contact Us.

If you need to contact Kindred about these Terms or the Services, please do so by contacting:

All notices will be sent to:

Kindred Soul Limited

PEM, Salisbury House,

Station Road, Cambridge, CB1 2LA

Email: contact@kindredteam.com

ATTN: Legal

Effective date: 04 September 2019

Terms for Brands

Kindred Terms of Use (Brand)

Current version of these Terms of Use dated 10.06.2020

PLEASE READ THESE LICENCE TERMS CAREFULLY

BY CLICKING ON THE “ACCEPT” BUTTON BELOW YOU AGREE TO THESE TERMS WHICH WILL BIND YOU.

IF YOU DO NOT AGREE TO THESE TERMS, CLICK ON THE “REJECT” BUTTON BELOW.

If you are accepting these terms on behalf of a business or entity, then “you” and “your” includes you and that business or entity, and you represent and warrant that you are an authorised representative of the business or entity with the authority to bind the entity to this Agreement and that you agree to these Terms on the entity’s behalf.

WHO WE ARE AND WHAT THIS AGREEMENT DOES

We, Kindred Soul Ltd (“Kindred)” of PEM, Salisbury house, Station road, Cambridge CB1 2LA license you to use:

  • The application software (the Kindred Platform) and any updates or supplements to it;
  • any related online documentation (Documentation).
  • The service you connect to via the Kindred Platform we provide to you (Service).

as permitted in these terms.

By using the Kindred Platform You agree to accept these Terms of Use perform certain services on and subject to the terms and conditions set out in this Agreement and the Kindred Website and App Terms of Service. You accept and agree to enter into this agreement on an Non Paid For basis from the date of this Agreement. Kindred shall be entitled to appoint other Brands or Agencies to the Kindred Platform, including those that may be similar or compete with You. Except where otherwise stated, the terms of this Agreement apply to both Brands and Agencies acting on behalf of a Brand. Each Agency accepts it has the authority to bind the Brands to the terms set out herein.

In this Agreement, the following terms have the following meanings:

"Kindred" or "Kindred's" means Kindred Soul LTD

"Brand" or "Partner" means any organization that enters into the Kindred Brand Terms of Use and places offers or information on the Kindred Platform.

"Agency" means any marketing agency or organization which has agreements with or works with Brands as part of their client base or portfolio.

“Influencer” or “Advocate” or “Kindred User” means an individual or organisation with a following across one or multiple social media channels with established credibility in a specific industry or area of interest. The user can recommend products or services to this audience by virtue of their authenticity and reach.

“Kindred Month” means November 2019 and each November thereafter brands will offer discounts/offers (worldwide) on the Kindred Platform to Advocates to promote to their audience.

“Kindred Platform” means the affiliate / marketplace where Brands place offer codes for their products and services enabling Advocates to sell to a larger, authentically engaged audience.

“Non Paid For” means the Kindred platform is currently free for Brands to place their products and services. The Brand only pays when something is sold using either a discount code or the kindred link provided by the Brand on the Kindred platform. A dashboard on the platform allows the Brand to track sales alongside a transaction list.

“Paid For” means an Influencer paid (or paid in kind) by a Brand to promote or sell their products/ services as agreed the Brand and Influencer. This existing partnership is separate to a partnership with Kindred. However, a Brand may use their existing Influencer partnership to send out promotional codes using the Kindred Platform.

“Total Transaction Value” means the total net value (not including applicable taxes such as VAT and sales taxes, delivery fees and any other amounts excluded by the Brand ) of any and all sales as per the discount code/s Brands place on the Kindred platform and Advocates have promoted and sold to their audience or Followers.

  1. Kindred will provide You with: (i) free of charge hosting on the Kindred Platform to enable You to make Offers to Influencer’s; and (ii) access to Kindred’s live dashboard that tracks Influencers’ effectiveness including Return on Investment on sales. Kindred may remove the free service at any time and/or offer a subscription service instead.
  2. By accepting these Terms of Use, You agree that:
  3. You will open a Kindred Brand Account;
  4. You will supply debit/credit card information so that relevant commissions can be charged to you automatically.
  5. Brands will apply a minimum of one (1) Offer per month to the Kindred Platform for Kindred Users to purchase or market on Your behalf with a minimum of 1% commission available to the Influencer which will be based on the Total Transaction Value and will be shared by the Influencer and third parties such as charities;
  6. Kindred works with charity organizations such as Just Giving and Global Giving to distribute payments to the end charity and these organizations will take a fee out of any donation made;
  7. Kindred is not responsible for the use of any donations by any charity or organization;
  8. Brands shall maintain sufficient levels of stock on the items offered to Kindred Users on the Kindred Platform;
  9. Brands will ship applicable offered goods to the countries selected for the campaign from a dedicated e-commerce website with the ability to accept ‘voucher codes’ at check out;
  10. Brands will provide 30 day sale or return policy where applicable and Influencer commission will be held by Kindred for 30 days and will not be paid to a Kindred User if relevant purchases or part purchases are returned within this period or in the case of fraud;
  11. Brands will pay Kindred a minimum of 5% commission on the Total Value of all transactions that originated via the Kindred Platform. This Commission will be shared between Kindred, the Kindred User and the Charity. The Brand will be charged via credit/debit card for the commission due to all parties when the total commission due is £100/$100/€100 or within 72 hours of transaction date, whichever is sooner.
  12. Kindred acts as a platform to connect You to Kindred Users but You will enter into a direct relationship with the Kindred User and Kindred is not responsible for handling any disputes between You and Kindred Users or any other third parties (including in relation to payment of commission);
  13. Kindred is not responsible for verifying the accuracy of any bank or payment details provided by Kindred Users or used by Kindred, Brands or Agencies (including in relation to the payment of commission);
  14. Kindred Users, Brands and Agencies are responsible for accounting for and paying all applicable local taxes (including but not limited to VAT and any local sales tax’s), Kindred will be acting in a ‘collection agent’ capacity as far as any amounts due to the Advocates are concerned. The supply for VAT purposes is from the Advocate to the Brand and so it is for the Advocate to account for any VAT that may be due. The underlying supplies are from the Advocate to the Brand and the amount of commission paid to Kindred, shall, where applicable, be exclusive of VAT and any local sales tax’s and VAT shall be added as an additional amount.
  15. Kindred platform uses multi-click tracking and cookies to attribute sales on partner websites. In the event that a Kindred App user has clicked through from Kindred to the Brand’s website, that user will have Kindred attribution for the lifetime of the cookie. The user may choose to purchase at a later date having accessed the brand’s website or digital shopfront via another channel, on successful order completion, if that Kindred Cookie exists and has not expired, Kindred will be sent the order details and attribute accordingly regardless of whether they used a Kindred specific voucher code or not. Kindred reserves the right to charge the brands based on Voucher Attribution only.
  16. Kindred Referral System: Kindred shall provide You with a personalised tracking link (the “Link”) that can be shared by You on social media and directly with your contacts, customers and followers (such as Influencers). If a contact or follower uses the Link and signs up to the Kindred Platform or Service using the Link then any and all sales related to this contact or follower shall entitle You to 20% of Kindred’s fee earned on that users purchases through the platform, up to a maximum amount of 1% of the total order value (excluding VAT, delivery fees and any other amounts excluded by the Brand) as a credit against Your account balance. If this credit is not used on the Kindred Platform and is withdrawn after three (3) months, this will be paid as a gross amount inclusive of any local taxes (including but not limited to VAT and local sales tax’s). Any commission payable in accordance with this Clause shall be valid for twelve (12) months from the date you accept these Terms of Use. Kindred retains the right, without notice or liability, to change or remove this feature at any time. The commission amount payable to you by Kindred is decided by Kindred, with Kindreds decision being final.
  17. Brands will use all reasonable efforts to ensure their Paid For Influencers are signed up to and use the Kindred Platform to promote your Offers, goods and services by requesting an invitation link from Kindred in advance. Agencies must use all reasonable efforts to ensure their talent rosters are signed up to and use the Kindred Platform by requesting an invitation link from Kindred in advance.
  18. Kindred shall offer the Brand the opportunity to undertake a Closed Offer to selected Influencers, which involves Brands offering specific campaigns/offers privately to selected Influencers which are not available to other Influencers on the Kindred Platform.
  19. The commission payments shall be deducted at source by Kindred and brands will see a transaction history setting out the Total Transaction Value and commission applied by Kindred. Kindred may require a deposit payment in advance for specific campaigns to ensure efficient payments to Influencers. Payment of any deposit shall be agreed by the Parties and may be made by invoice, transfer, PayPal or card.
  20. Kindred shall use commercially reasonable endeavours to make the Kindred Platform available 24 hours a day, seven days a week, except for any periods of unscheduled maintenance, which Kindred will endeavour to perform outside of normal business hours in the UK (9am-5pm GMT on weekdays, excluding public holidays in England & Wales).
  21. Kindred is not liable for any failure to make the Kindred Platform continuously available but shall use all reasonable efforts to ensure the Kindred Platform is available as soon as possible following any unscheduled maintenance or downtime. In the event of any interruption to the availability of the Kindred Platform, Kindred shall seek to provide support to Brands and Advocates as soon as is reasonably possible.
  22. In consideration of Kindred entering into this Agreement, You grant to Kindred with effect from the date of signature of this Agreement, a non-exclusive, royalty free license to use any content from Your website, Your stock photography and other content provided by You from time to time on Your website and other on and offline channels. Kindred may use Your corporate logo and/or branding where you give your prior written consent to do so.
  23. You may only use the Kindred logo and any other Kindred intellectual property with the prior written consent of Kindred.
  24. It is expressly agreed that Kindred shall have no liability whatsoever in respect of the provision of the Kindred Platform by You to anyone. Kindred is not liable for any content You provide on the Kindred Platform or which you publish in relation to Kindred or Brands (including on social media channels) and You accept that Kindred does not publish any content on behalf of the Brand or own any of the content you publish. You further agree to indemnify Kindred against any claims made by any person against Kindred in respect of any loss or damage caused directly or indirectly by the use of the Kindred Platform.
  25. While this Agreement is in force and for a period of one year following termination of this Agreement, you and/or Your group companies and/or affiliates of what-so-ever nature shall not, in any manner, solicit and/or accept any business relationship from sources (such as Advocates) that have been made available to You/Your affiliates by and through Kindred, nor in any manner shall access, contact, solicit and/or conduct any transaction with said sources, otherwise than exclusively in accordance with this Agreement. All communication with any such sources shall take place exclusively through the Kindred Platform.
  26. Each party shall keep confidential the existence and terms of this Agreement and all information receiving or obtained as a result of negotiating, preparing, executing, performing or implementing it which relates to the other party or any of its affiliated companies, or any of its clients, agents or subcontractors acting on its behalf. Neither party shall use such information for any purpose other than to perform its obligations under this Agreement. Notwithstanding the foregoing, either party may, after consultation with the other party (wherever practicable), disclose confidential information if and to the extent: (a) required by law; (b) required by its professional advisers, officers, employees, subcontractors or agents to provide their services subject always to similar duties of confidentiality); or (c) that information is in or has to come into the public domain through no fault of that party; or (d) the other party has given prior written consent to the disclosure.
  27. Kindred processes personal data in accordance with the Kindred Privacy Policy. The parties each warrant that they shall comply with any applicable data protection, privacy or similar laws (“Data Protection Laws”), including but not limited to, the Data Protection Act 2018 and the General Data Protection Regulations (GDPR), that apply in relation to any personal data in connection with this Agreement (“Protected Data”). In particular, You shall obtain all necessary consents to the processing of personal data so far as may be necessary for the purposes of this Agreement, including without limitation the disclosure of such personal data to Kindred or any third parties with whom You may share personal data for the purposes of fulfilling Your obligations under this Agreement. Each party shall indemnify the other and keep the other indemnified against all claims, demands, actions, costs, expenses (including but not limited to legal costs and disbursements on a full indemnity basis) losses and damages arising from or incurred by reason of any wrongful processing of any Protected Data.
  28. You are responsible for the security of any card holder data (credit or debit) provided to You by any means (orally, electronically, offline or via paper based records). In accordance with PCI guidelines, You will monitor your PCI DSS compliance. Kindred reserves the right to terminate the Agreement with immediate effect should Your security procedures not meet applicable standards or should PCI Compliance not be met and/or maintained.
  29. The Agreement shall come into effect from the first use of the Kindred Platform and the acceptance of these Terms of Use and shall continue until terminated by either party on one month’s written notice to the other party.
  30. In the event that this Agreement shall expire or be terminated in accordance with its terms, Kindred agrees that it will cease to offer the Kindred platform or other benefits to You. You agree that in the event that this Agreement is terminated that you shall continue to honour the outstanding existing Offers made available to Influencers.
  31. No variation of this Agreement shall be valid unless it is in writing and signed by or on behalf of each of the parties.
  32. If a provision of this Agreement (or part of any provision) is found illegal, invalid or unenforceable, the provision shall apply with the minimum modification necessary to make it legal, valid and enforceable.
  33. This Agreement and (any documents referred to in it) constitutes the entire agreement between the parties and supersedes and extinguishes all previous drafts, arrangements, understandings or agreements between them, whether written or oral, relating to the subject matter of this Agreement.
  34. Any notice or other communication to be given under this Agreement shall be in writing and shall be sent by email to contact@kindredteam.com
  35. You shall not, without the prior written consent of Kindred party, assign, transfer, charge, mortgage, subcontract or deal in any other manner with all or any of its rights or obligations under this Agreement. Kindred has the right to assign, transfer, charge, mortgage, subcontract or deal in any other manner with its rights and obligations under this Agreement at any time. Nothing in this Agreement is intended to, or shall operate to, create a partnership between the parties, or to authorise either party to act as agent for the other, and neither party shall have authority to act in the name or on behalf of or otherwise to bind the other in any way (including the making of any representation or warranty, the assumption of any obligation or liability and the exercise of any right or power).
  36. Kindred owns any and all intellectual property relating to the Kindred Platform that includes the mobile application (App), the copyright, patents, know-how, trade secrets, design rights, database rights, topography rights, mask works, utility models, domain names and all similar rights and in each case: (i) whether registered or not; (ii) including any applications to protect or register such rights; (iii) including all renewals and extensions of such rights or applications; (iv) whether vested, contingent or future; (v) to which the Party licensing those rights or its licensor are or may be entitled; and (vi) wherever existing.
  37. The Parties agree that the provisions of this Agreement are personal to them and are not intended to confer any rights of enforcement on any third party. The Contracts (Rights of Third Parties) Act 1999 shall not apply to this Agreement.
  38. This Agreement and any dispute or claim arising out of or in connection with it or its subject matter or formation (including non-contractual disputes or claims), shall be governed by, and construed in accordance with, the law of England and Wales.
  39. The parties irrevocably agree that the courts of England and Wales shall have exclusive jurisdiction to settle any dispute or claim that arises out of or in connection with this Agreement or its subject matter or formation (including non-contractual disputes or claims).

SUBSCRIPTION SERVICES

The following terms shall have the following meanings:

"Client" means the client company set out on the OCF;

"Confidential Information" means information that is proprietary or confidential and is either clearly labelled as such or identified as Confidential Information;

"Effective Date" means the start date of this OCF;

"License Agreement means these Terms together with the OCF;

"License Fee" means the fees for each of the subscriptions;

"License Period" means the subscription period specified on the OCF during which the subscription service shall be made available to Client;

"Licensor" means Kindred Soul Ltd

"Subscriptions" means paid for services provided for by the Licensor

"Products" means the Websites, Mobile App, Browser extension and any means of supplying the subscription

"Termination Date" the date on which the Licence Agreement is terminated;

"Terms" means these terms of business;

"Websites" means the online services operated by Licensor;

"Affiliate" means in relation to any party, an entity that is controlled by, controlling or under common control with that party.

Part 2 – Terms applicable to all Materials

Licence Fees

2.1 This Licence Agreement will not come into effect and Licensor will not be bound to supply or permit access to any of the subscriptions until the Effective Date and shall continue for the duration of the Licence Period (“Initial Term”), unless terminated earlier pursuant to these Terms.

2.2 The Licensor shall invoice the Client on the Effective Date. Any invoices shall be paid by the Client upon receipt.

2.3 In the event that the Licensor has not received payment within 7 days after the due date, and without prejudice to any other rights and remedies of the Licensor, the Licensor may, without liability to Client:

(a) disable the Client’s password, account and access to all or part of the subscription and the Licensor shall be under no obligation to provide any or all of the subscription while the invoice(s) concerned remain unpaid; and/p>

(b) interest shall accrue on a daily basis on such due amounts at annual rate equal to

3% over the then current base lending rate of Silicon Valley Bank in the U.K from time to time, commencing on the due date and continuing until fully paid, whether before or after judgment.

Licence and Proprietary Rights

2.4 The intellectual property rights (including but not limited to patents, copyright, database right, trade secrets, trade names, services marks, trade marks or any other rights or licenses) in the Subscription are protected by any applicable intellectual property laws.

The Client acknowledges and agrees that the Licensor, its Affiliates and/or third party licensors are the owners of the intellectual property rights in the subscriptions. All product and company names and logos contained within the subscriptions are the trademarks, service marks or trading names of their respective owners. Except as expressly stated herein, this Licence Agreement does not grant the Client any rights to, under or in, any patents, copyright, database right, trade secrets, trade names, service marks, trade marks (whether registered or unregistered), or any other rights or licences in respect of the Materials and the services provided by the Licensor.

2.5 Licensor grants Client a non-exclusive and non-transferable licence to access and use the Subscriptions for the Licence Period in accordance with this Licence Agreement. Client undertakes to comply with this Licence Agreement and ensures that Authorised Users do likewise.

Warranties

2.6 Licensor warrants that it has the right to licence the Subscriptions to Client and that it will provide the Subscriptions with reasonable skill and care. All other express or implied terms, conditions, warranties, representations or endorsements in relation to the Subscriptions are excluded to the fullest extent permitted by law.

2.7 Each party warrants to the other that it has authority to enter into this Licence Agreement and that the entering into this Licence Agreement and the performance of its obligations under it will not violate any applicable law.

Limitation of Liability and Indemnity

2.8 All contents and information on or accessible from our Subscriptions are provided “as is” without warranty of any kind, either express or implied. To the fullest extent permitted by law, Licensor does not warrant and hereby disclaims any warranty:

(a) as to the accuracy, correctness, completeness, reliability, timeliness, non- infringement, title, merchantability of the contents of the Subscriptions; and

(b) that the contents available through the Subscriptions or any functions associated therewith will be uninterrupted or error-free, or that the Subscriptions obtained by the Client will meet the Client’s requirements; or that defects will be corrected or that the Websites and the server are and will be free of all viruses, worms and/or other harmful or invasive elements.

2.9 The Licensor shall use commercially reasonable endeavours to ensure that the provision of the Subscriptions to the Client is uninterrupted. The Licensor shall not be responsible for any delays, delivery failures, or disruptions in the provision of the Subscriptions which result from the transfer of data over the Client’s communications networks and facilities. Should there be any disruptions, delays, or delivery failures in the provision of the Subscriptions which cannot be remedied for a period of more than fourteen (14) days, either the Client or the Licensor shall be entitled to terminate the Licence Agreement by giving the other party seven (7) days’ prior notice in writing

2.10 Nothing is this Licence Agreement excludes the Licensor’s liability:

(a) for death or personal injury caused by the Licensor’s negligence; or

(b) for fraud or fraud misrepresentation; or

(c) any other liability which cannot be excluded or limited under applicable law.

2.11 Subject to Clause 2.11, (a) the Licensor shall not be liable (whether in tort, contract, misrepresentation, restitution or otherwise) for any loss of profits, loss of business, depletion of goodwill or similar losses or loss or corruption of data or information, or pure economic loss, or for any special, indirect or consequential loss, costs, damages, charges or expenses which have been incurred or will be incurred by the Client arising from or in connection with this Licence Agreement; and (b) the Licensor’s total aggregate liability in contract, tort, misrepresentation, restitution or otherwise, arising from or in connection with this Licence Agreement shall only be limited to the total value of the three (3) months of the Licence Fee immediately preceding the date on which the claim arose.

2.12 The Client shall defend, indemnify and hold the Licensor and its Affiliates harmless against any third party claims, actions, proceedings, losses, damages, expenses and costs (including without limitation court costs and reasonable legal fees) arising out of or in connection with the Customer’s use of the Subscriptions under this Licence Agreement.

2.13 In no event, shall the Licensor, its Affiliates, employees, agents and sub-contractors be liable to the Client to the extent that any third party claim due to:

(a) a modification of the Subscriptions by anyone other than the Licensor; or

(b) the Client’s use of the Subscriptions in a manner contrary to the instructions given to the Client by the Licensor; or

(c) use of any Subscriptions in combination with any third party items where such claim would not have arisen but for such combination.

Assignment

2.14 Neither party shall assign this Licence Agreement without the prior written consent of the other party, except that Licensor shall be permitted, without the Client’s consent, to assign or transfer this Agreement to any of its Affiliates in connection with a merger or consolidation involving Licensor or a sale of all or substantially all of Licensor’s assets.

Data Protection and Monitoring

2.15 Unless otherwise defined, terms in this clause shall have the meanings defined within the Data Protection Act 1998 and/or any applicable data protection laws, as amended from time to time.

2.16 If the Licensor processes any personal data (as defined in the Data Protection Act 1998) on behalf of the Client when performing its obligations under this Licence Agreement, the parties record their intention that the Client shall be the data controller and the Licensor shall be the data processor:

(a) the Client acknowledges and agrees that the personal data may be transferred or stored outside the EEA or the country where the Client and the Authorised Users are located in order to carry out the Licensor’s obligations under this Licence Agreement;

(d) the Client shall ensure that the Client is entitled to transfer the relevant personal data to the Licensor so that the Licensor may lawfully use, process and transfer the personal data in accordance with this Licence Agreement on the Client’s behalf;

(c) the Licensor shall act only on lawful instructions reasonably given by the Client and in accordance with the terms of this Licence Agreement; and

(d) each party has in place appropriate technical and organisational security measures against unauthorised or unlawful processing of personal data and against accident loss or destruction of, or damage to, personal data.

Part 3 – Terms applicable to Products

3.1 The Client shall provide the Licensor with all necessary co-operation in relation to this Licence Agreement.

3.2 Client must notify Licensor immediately of any unauthorised use of access credentials or any other breach of security regarding Licensor’s Products that come to Client’s attention.

3.3 Without prejudice to any other right or remedy, Licensor may disable any access credentials at any time, if in Licensor’s opinion Client or an Authorised User has failed to comply with Clause 3.2.

3.4 Client is solely responsible for:

(a) ensuring that its computer system meets all relevant technical specifications necessary to receive the Subscriptions; and

(b) all problems, conditions, delays and/or failures arising from or relating to the Client’s network connections or telecommunications links or caused by the internet.

3.5 Client agrees as a principal obligation that it shall not:

(a) attempt to reverse engineer, decompile or otherwise interfere with the Products or Subscriptions; and

(b) attempt to circumvent security, tamper with, hack into, or otherwise disrupt any computer system, server, website, router or any other Internet connected device owned or managed by Licensor.

3.6 Client agrees to the Privacy Policy and Application End User License Agreement for our application found on our website www.kindred.co

Part 4 – Terms of Permitted Use

Internal use

4.1 For the purposes of the Client’s own business use, the Client and the Authorised

Users may:

(a) access and use Subscriptions (regardless of the means of access or delivery);

(b) download, print and/or store copies of reports and newsletters contained in the Subscriptions; and

(c) print extracts from Subscriptions (“Extracts”).

4.2 The Client and the Authorised Users may use content of the Subscriptions in internal or external business reports circulated to Client’s employees, officers or partners.

External use

4.3 Licensor grants to Client permission to use Extracts as part of an audio-visual presentation, speech or marketing material or other documentation always provided that. Licensor’s copyright notice, trade name(s), trademark(s) and other intellectual property rights shall be displayed prominently in such documentation.

General use of Subscriptions

4.4 Client shall not (and shall ensure as a principal obligation that Authorised Users shall not) other than as expressly permitted in this Licence Agreement: resell, sub-licence, rent, lease, transfer or assign the intellectual property rights of the Licensor, its Affiliates or any third party licensors in the Subscriptions (in whole or in part) to any other person.

Confidentiality

4.5 Each party may be given access to Confidential Information from the other party in order to perform its obligations under this Licence Agreement. A party’s Confidential Information shall not be deemed to include that:

(a) is or becomes publicly known other than through any act or omission of the receiving party;

(b) was in the other party’s lawful possession before the disclosure;

(c) is lawfully disclosed to the receiving party by a third party without restriction on disclosure;

(d) is independently developed by the receiving party, which independent development can be shown by written evidence; or

(e) is required to be disclosed by law, by any court of competent jurisdiction or by any regulatory or administrative body.

4.6 Each party shall hold the other’s Confidential Information in confidence and, unless required by law, not make the other’s Confidential Information available to any third party, or use the other’s Confidential Information for any purpose other than the implementation of this Licence Agreement.

4.7 Each party shall take all reasonable steps to ensure that the other’s Confidential Information to which it has access is not disclosed or distributed by its employees or agents in violation of the terms of this Licence Agreement. Neither party shall be responsible for any loss, destruction, alteration or disclosure of Confidential

Information caused by any third party.

4.8 No party shall make, or permit any person to make, any public announcement concerning this Licence Agreement without the prior written consent of the other party (such consent not to be unreasonably withheld or delayed), except as required by law, any governmental or regulatory authority, any court or other authority of competent jurisdiction.

4.9 Clauses 4.5 to 4.8 shall survive termination of this Licence Agreement, however arising.

Part 5 – Duration and Termination

5.1 In consideration of the Licence Fee, Licensor will supply the Products and/or the Subscriptions and make them available to Client during the Licence Period.

Termination

5.2 Licensor may immediately terminate this Licence Agreement on written notice if: (a) Client is or becomes a competitor of Licensor;

(b) Client sells, sub-licences, provides, discloses or transmits any of the Subscriptions to any of Licensor’s competitors;

(c) Client commits a material breach of any terms of this Licence Agreement in which the breach is irremediable or if such breach is remediable, it fails to remedy the breach within 30 days after being notified in writing to do so; or

(d) Client suspends, or threatens to suspend, payment of its debts or is unable to pay its debts as they fall due or admits inability to pay its debts or is deemed unable to pay its debts within the meaning of Section 123 of the Insolvency Act 1986.

(e) Should the Licensor terminate the Licence Agreement in accordance with this Clause 5.2, the Licensor shall be entitled to retain the Licence Fee for the period from the Effective Date to the Termination Date and fifty percent (50%) of the Licence Fee pro-rated from the Termination Date to the end of the Licence Period. For the avoidance of doubt, the Client will be entitled to a refund of fifty percent (50%) of the Licence Fee pro-rated from the Termination Date to the end of the Licence Period and shall forfeit the remaining fifty percent (50%) of the pro-rated Licence Fee.

5.3 Should the Client or Licensor terminate the Licence Agreement in accordance with Clause 2.10, the Client will be entitled to a refund of the Licence Fee pro-rated from the Termination Date to the end of the Licence Period.

5.4 The Initial Term of this Licence Agreement will automatically renew for 12 months, unless either party serves written notice of termination to the other party at least thirty days (30) prior to the end of the Initial Term of this Agreement or the then current renewal term. Prior to the commencement of each renewal term of this Licence Agreement, the parties shall agree on an applicable Licence Fee and other Terms for the renewal term. Notwithstanding the foregoing, the Licensor reserves the right to increase the Licence Fee for the renewal term.

Post Termination

5.5 Upon termination or expiration of this Licence Agreement:

(a) all the Client’s rights and licences to Subscriptions shall immediately cease; (b) the Client shall ensure, as a principal obligation, that all Authorised Users immediately cease using any access credentials; and

(c) any rights, remedies, obligations or liabilities of the parties that have accrued up to the date of termination, including the right to claim damages in respect of any breach of this Licence Agreement which existed at or before the date of termination shall not be affected or prejudiced.

Part 6 – General

6.1 This Licence Agreement is the whole agreement between the parties and supersedes any previous agreement relating to the subject hereof. The parties agree that, in entering into this Licence Agreement, they do not rely on (and shall have no remedy in respect of) any statement, representation, warranty or understanding (whether negligently or innocently made) other than as expressly set out in this Licence Agreement as a warranty.

6.2 This Licence Agreement does not confer any rights on any person or party not a signatory to this Licence Agreement pursuant to the Contracts (Rights of Third Parties) Act 1999.

6.3 Except as expressly provided in this Licence Agreement, the rights and remedies provided under this Licence Agreement are in addition to, and not exclusive of, any rights or remedies provided by law.

6.4 If any provision or part of a provision of this Licence Agreement is found by any court or administrative body of competent jurisdiction to be invalid, unenforceable or illegal, the other provisions shall remain in force. If any invalid, unenforceable or illegal provision would be valid, enforceable or legal if some part of it were deleted, the provision shall apply with whatever modification is necessary to give effect to the commercial intention of the parties.

6.5 It there is an inconsistency between any of the provisions in these Terms and the special terms of the OCF, the special terms shall prevail.

6.6 Any notice required to be given under this Licence Agreement shall be in writing and shall be sent by a party either by email or by recorded delivery post to the other party at its address set out in this Licence Agreement, or such other address as may have been notified by that party for such purposes.

6.7 No variation of this Licence Agreement shall be effective unless it is in writing and signed by the parties or their authorised representatives via a change request form or other document agreed by the parties from time to time.

6.8 This Licence Agreement may be executed in any number of counterparts, each of which when executed shall constitute a duplicate original, but all the counterparts shall together constitute the one agreement.

6.9 The Licence Agreement is subject to the laws of England and Wales and each party irrevocably agrees that the courts of England and Wales shall have exclusive jurisdiction to settle any dispute or claim arising out of or in connection with this Licence Agreement or its subject matter or formation (including non-contractual disputes or claims).

Terms for Agencies

Kindred Terms of Use (Agency)

Current version of these Terms of Use dated 28.11.2019

PLEASE READ THESE LICENCE TERMS CAREFULLY

BY REGISTERING YOU AGREE TO THESE TERMS WHICH WILL BIND YOU.

IF YOU DO NOT AGREE TO THESE TERMS, PLEASE DO NOT REGISTER.

If you are accepting these terms on behalf of a business or entity, then “you” and “your” includes you and that business or entity, and you represent and warrant that you are an authorised representative of the business or entity with the authority to bind the entity to this Agreement and that you agree to these Terms on the entity’s behalf.

WHO WE ARE AND WHAT THIS AGREEMENT DOES

We, Kindred Soul Ltd (“Kindred)” of PEM, Salisbury house, Station road, Cambridge CB1 2LA license you to use:

  1. The application software (the Kindred Platform) and any updates or supplements to it;
  2. any related online documentation (Documentation).
  3. The service you connect to via the Kindred Platform we provide to you (Service).

as permitted in these terms.

By using the Kindred Platform You agree to accept these Terms of Use perform certain services on and subject to the terms and conditions set out in this Agreement and the Kindred Website and App Terms of Service. You accept and agree to enter into this agreement on an Non Paid For basis from the date of this Agreement. Kindred shall be entitled to appoint other Brands or Agencies to the Kindred Platform, including those that may be similar or compete with You. Except where otherwise stated, the terms of this Agreement apply to both Brands and Agencies acting on behalf of a Brand. Each Agency accepts it has the authority to bind the Brands to the terms set out herein.

In this Agreement, the following terms have the following meanings:

"Agency" or "Partner" means any organization that enters into the Kindred Brand Terms of Use and places offers or information on the Kindred Platform.

“Influencer” or “Advocate” or “Kindred User” means an individual or organisation with a following across one or multiple social media channels with established credibility in a specific industry or area of interest. The Advocate can recommend products or services to this audience by virtue of their authenticity and reach.

“Kindred Month” means November 2019 and each November thereafter brands will offer discounts/offers (worldwide) on the Kindred Platform to Advocates to promote to their audience.

“Kindred Platform” means the affiliate / marketplace where Brands place offer codes for their products and services enabling Advocates to sell to a larger, authentically engaged audience.

“Non Paid For” means the Kindred platform is currently free for Brands to place their products and services. The Brand only pays when something is sold using either a discount code or the kindred link provided by the Brand on the Kindred platform. A dashboard on the platform allows the Brand to track sales alongside a transaction list.

“Paid For” means an Influencer paid (or paid in kind) by a Brand to promote or sell their products/ services as agreed the Brand and Influencer. This existing partnership is separate to a partnership with Kindred. However, a Brand may use their existing Influencer partnership to send out promotional codes using the Kindred Platform.

“Total Transaction Value” means the total net value (not including applicable taxes such as VAT and sales taxes) of any and all sales as per the discount code/s Brands place on the Kindred platform and Advocates have promoted and sold to their audience or Followers.

  1. Kindred will provide You with: (i) free of charge hosting on the Kindred Platform to enable You to invite your Agency clients to the platform; and (ii) access to Kindred’s live dashboard that tracks Influencers’ effectiveness including Return on Investment on sales and in terms your 1% commission on their activiites through the platform.
  2. By accepting these Terms of Use, You agree that:
    1. You will open a Kindred Agency Account;
    2. Agencies will apply a minimum of one (1) invite per month to the Kindred Platform for their Influencers to market on Your behalf with a 1% commission available to the Agency from all activity through the platform which will be based on the Total Transaction Value;
    3. Kindred works with charity organizations such as Just Giving and Global Giving to distribute payments to the end charity and these organizations will take a fee out of any donation made;
    4. Kindred is not responsible for the use of any donations by any charity or organization;
    5. Brands will provide 30 day sale or return policy where applicable and Influencer commission will be held by Kindred in escrow for 30 days and will not be paid to Influencers and thus in turn deducted from the Agency commission if relevant purchases or part purchases are returned within this period or in the case of fraud;
    6. In addition to the commission paid to the Influencer, Brands will pay Kindred a 5% commission on the Total Transaction Value of all offers when reaching £100/$100/€100 in fees or within 72 hours of transaction date, whichever is sooner and Agencies in turn will be paid 20% from that 5% or in other terms a 1% fee from the net sale value of each item from a Brand;
    7. Kindred acts as a platform to connect your Influencers to Brands but You will enter into a direct relationship with the Influencer and Kindred is not responsible for handling any disputes between You and Influencers or any other third parties (including in relation to payment of commission);
    8. Kindred is not responsible for verifying the accuracy of any bank or payment details provided by Influencers or used by Kindred, Brands or Agencies (including in relation to the payment of commission);
    9. Influencers, Brands and Agencies are responsible for accounting for and paying all applicable local taxes (including but not limited to VAT and any local sales tax’s), Kindred will be acting in a ‘collection agent’ capacity as far as any amounts due to the Advocates are concerned. The supply for VAT purposes is from the Advocate to the Brand and so it is for the Advocate to account for any VAT that may be due. The underlying supplies are from the Advocate to the Brand. and the amount of commission paid to Kindred (5%), shall, where applicable, be exclusive of VAT and any local sales tax’s and VAT shall be added as an additional amount.
  3. Kindred Referral System: Kindred shall provide You with a personalised tracking link (the “Link”) that can be shared by You on social media and directly with your contacts, customers and followers (such as Influencers). If a contact or follower uses the Link and signs up to the Kindred Platform or Service using the Link then any and all sales related to this contact or follower shall entitle You to a one percent (1%) commission on all sales transactions by that direct contact or follower payable by Kindred from its 5% brand commission as a credit against Your account balance. If this credit is not used on the Kindred Platform and is withdrawn after three (3) months, this will be paid as a gross amount inclusive of any local taxes (including but not limited to VAT and local sales tax’s). Any commission payable in accordance with this Clause shall be valid for twelve (12) months from the date you accept these Terms of Use. Kindred retains the right, without notice or liability, to change or remove this feature at any time.
  4. Agencies will use all reasonable efforts to ensure their Paid For Influencers are signed up to and use the Kindred Platform to promote your Offers, goods and services by requesting an invitation link from Kindred in advance. Agencies must use all reasonable efforts to ensure their talent rosters are signed up to and use the Kindred Platform by requesting an invitation link from Kindred in advance.
  5. The commission payments shall be deducted at source by Kindred and Agency will see a transaction history setting out the Total Transaction Value and commission applied by Kindred. Kindred may require a deposit payment in advance for specific campaigns to ensure efficient payments to Influencers. Payment of any deposit shall be agreed by the Parties and may be made by invoice, transfer, PayPal or card.
  6. Kindred shall use commercially reasonable endeavours to make the Kindred Platform available 24 hours a day, seven days a week, except for any periods of unscheduled maintenance, which Kindred will endeavour to perform outside of normal business hours in the UK (9am-5pm GMT on weekdays, excluding public holidays in England & Wales).
  7. Kindred is not liable for any failure to make the Kindred Platform continuously available but shall use all reasonable efforts to ensure the Kindred Platform is available as soon as possible following any unscheduled maintenance or downtime. In the event of any interruption to the availability of the Kindred Platform, Kindred shall seek to provide support to Brands, Agencies and Advocates as soon as is reasonably possible.
  8. In consideration of Kindred entering into this Agreement, You grant to Kindred with effect from the date of signature of this Agreement, a non-exclusive, royalty free license to use any content from Your website, Your stock photography and other content provided by You from time to time on Your website and other on and offline channels. Kindred may use Your corporate logo and/or branding where you give your prior written consent to do so.
  9. You may only use the Kindred logo and any other Kindred intellectual property with the prior written consent of Kindred.
  10. It is expressly agreed that Kindred shall have no liability whatsoever in respect of the provision of the Kindred Platform by You to anyone. Kindred is not liable for any content You provide on the Kindred Platform or which you publish in relation to Kindred or Brands (including on social media channels) and You accept that Kindred does not publish any content on behalf of the Agency or own any of the content you publish. You further agree to indemnify Kindred against any claims made by any person against Kindred in respect of any loss or damage caused directly or indirectly by the use of the Kindred Platform.
  11. While this Agreement is in force and for a period of one year following termination of this Agreement, you and/or Your group companies and/or affiliates of what-so-ever nature shall not, in any manner, solicit and/or accept any business relationship from sources (such as Advocates) that have been made available to You/Your affiliates by and through Kindred, nor in any manner shall access, contact, solicit and/or conduct any transaction with said sources, otherwise than exclusively in accordance with this Agreement. All communication with any such sources shall take place exclusively through the Kindred Platform.
  12. Each party shall keep confidential the existence and terms of this Agreement and all information receiving or obtained as a result of negotiating, preparing, executing, performing or implementing it which relates to the other party or any of its affiliated companies, or any of its clients, agents or subcontractors acting on its behalf. Neither party shall use such information for any purpose other than to perform its obligations under this Agreement. Notwithstanding the foregoing, either party may, after consultation with the other party (wherever practicable), disclose confidential information if and to the extent: (a) required by law; (b) required by its professional advisers, officers, employees, subcontractors or agents to provide their services subject always to similar duties of confidentiality); or (c) that information is in or has to come into the public domain through no fault of that party; or (d) the other party has given prior written consent to the disclosure.
  13. Kindred processes personal data in accordance with the Kindred Privacy Policy. The parties each warrant that they shall comply with any applicable data protection, privacy or similar laws (“Data Protection Laws”), including but not limited to, the Data Protection Act 2018 and the General Data Protection Regulations (GDPR), that apply in relation to any personal data in connection with this Agreement (“Protected Data”). In particular, You shall obtain all necessary consents to the processing of personal data so far as may be necessary for the purposes of this Agreement, including without limitation the disclosure of such personal data to Kindred or any third parties with whom You may share personal data for the purposes of fulfilling Your obligations under this Agreement. Each party shall indemnify the other and keep the other indemnified against all claims, demands, actions, costs, expenses (including but not limited to legal costs and disbursements on a full indemnity basis) losses and damages arising from or incurred by reason of any wrongful processing of any Protected Data.
  14. You are responsible for the security of any card holder data (credit or debit) provided to You by any means (orally, electronically, offline or via paper based records). In accordance with PCI guidelines, You will monitor your PCI DSS compliance. Kindred reserves the right to terminate the Agreement with immediate effect should Your security procedures not meet applicable standards or should PCI Compliance not be met and/or maintained.
  15. The Agreement shall come into effect from the first use of the Kindred Platform and the acceptance of these Terms of Use and shall continue until terminated by either party on one month’s written notice to the other party.
  16. In the event that this Agreement shall expire or be terminated in accordance with its terms, Kindred agrees that it will cease to offer the Kindred platform or other benefits to You. You agree that in the event that this Agreement is terminated that you shall continue to honour the outstanding existing Offers made available to Influencers.
  17. No variation of this Agreement shall be valid unless it is in writing and signed by or on behalf of each of the parties.
  18. If a provision of this Agreement (or part of any provision) is found illegal, invalid or unenforceable, the provision shall apply with the minimum modification necessary to make it legal, valid and enforceable.
  19. This Agreement and (any documents referred to in it) constitutes the entire agreement between the parties and supersedes and extinguishes all previous drafts, arrangements, understandings or agreements between them, whether written or oral, relating to the subject matter of this Agreement.
  20. Any notice or other communication to be given under this Agreement shall be in writing and shall be sent by email to contact@kindredteam.com
  21. You shall not, without the prior written consent of Kindred party, assign, transfer, charge, mortgage, subcontract or deal in any other manner with all or any of its rights or obligations under this Agreement. Kindred has the right to assign, transfer, charge, mortgage, subcontract or deal in any other manner with its rights and obligations under this Agreement at any time. Nothing in this Agreement is intended to, or shall operate to, create a partnership between the parties, or to authorise either party to act as agent for the other, and neither party shall have authority to act in the name or on behalf of or otherwise to bind the other in any way (including the making of any representation or warranty, the assumption of any obligation or liability and the exercise of any right or power).
  22. Kindred owns any and all intellectual property relating to the Kindred Platform that includes the mobile application (App), the copyright, patents, know-how, trade secrets, design rights, database rights, topography rights, mask works, utility models, domain names and all similar rights and in each case: (i) whether registered or not; (ii) including any applications to protect or register such rights; (iii) including all renewals and extensions of such rights or applications; (iv) whether vested, contingent or future; (v) to which the Party licensing those rights or its licensor are or may be entitled; and (vi) wherever existing.
  23. The Parties agree that the provisions of this Agreement are personal to them and are not intended to confer any rights of enforcement on any third party. The Contracts (Rights of Third Parties) Act 1999 shall not apply to this Agreement.
  24. This Agreement and any dispute or claim arising out of or in connection with it or its subject matter or formation (including non-contractual disputes or claims), shall be governed by, and construed in accordance with, the law of England and Wales.
  25. The parties irrevocably agree that the courts of England and Wales shall have exclusive jurisdiction to settle any dispute or claim that arises out of or in connection with this Agreement or its subject matter or formation (including non-contractual disputes or claims).

Terms for Employers

Kindred Terms of Use (Employers)

Current version of these Terms of Use dated 24.03.2020

PLEASE READ THESE LICENCE TERMS CAREFULLY

BY REGISTERING YOU AGREE TO THESE TERMS WHICH WILL BIND YOU.

IF YOU DO NOT AGREE TO THESE TERMS, PLEASE DO NOT REGISTER

If you are accepting these terms on behalf of a business or entity, then “you” and “your” includes you and that business or entity, and you represent and warrant that you are an authorised representative of the business or entity with the authority to bind the entity to this Agreement and that you agree to these Terms on the entity’s behalf.

WHO WE ARE AND WHAT THIS AGREEMENT DOES

We, Kindred Soul Ltd ("Kindred") of PEM, Salisbury house, Station road, Cambridge CB1 2LA license you to use:

  • The application software (the Kindred Platform) and any updates or supplements to it;
  • any related online documentation (Documentation).
  • The service you connect to via the Kindred Platform we provide to you (Service).

as permitted in these terms.

By using the Kindred Platform You agree to accept these Terms of Use perform certain services on and subject to the terms and conditions set out in this Agreement and the Kindred Website and App Terms of Service. You accept and agree to enter into this agreement from the date of this Agreement. Kindred shall be entitled to appoint other Brands, Agencies, Employers & Charities to the Kindred Platform, including those that may be similar or compete with You.

In this Agreement, the following terms have the following meanings:

"Employer" or "Partner" means any organization that enters into the Kindred Employer Terms of Use and/or places offers or information on the Kindred Platform.

"Agency" means any marketing agency or organization which has agreements with or works with Brands as part of their client base or portfolio.

“Influencer” or “Advocate” or “Kindred User” means an individual or organisation with a following across one or multiple social media channels with established credibility in a specific industry or area of interest. The user can recommend products or services to this audience by virtue of their authenticity and reach.

“Kindred Platform” means the affiliate / marketplace where Brands place offer codes for their products and services enabling Advocates to sell to a larger, authentically engaged audience.

“Non Paid For” means the Kindred platform is currently free for Employers to use. A dashboard on the platform allows the Employer to track sales donations made by its Donors or any other individual that has registered using the Employer’s unique link. Kindred reserves the right to charge for this service at any time.

“Total Transaction Value” means the total net value (not including applicable taxes such as VAT and sales taxes).

Kindred will provide You with: (i) free of charge hosting on the Kindred Platform to enable You to invite your Employees to the platform; and (ii) access to Kindred’s live dashboard that tracks Employees effectiveness at generating donations to charities of their choice and in turn your 1% donation to your specified charity on their activities through the platform.

By accepting these Terms of Use, You agree that:

  1. You will open a Kindred Employer Account
  2. Employers will advertise Kindred to all their employees
  3. Kindred works with charity organizations such as Just Giving and Global Giving to distribute payments to the end charity and these organizations will take a fee out of any donation made;
  4. When an Employee activates a deal, they may not specifically nominate your chosen charity as the only one they wish to donate to.
  5. Your 1% donation will be made on your behalf directly to the charity (via a donation on the specified charities website) in the quarter after the commission amount has been validated by the Brand.
  6. Kindred is not responsible for verifying the accuracy of any bank or payment details provided by Influencers or used by Kindred, Brands or Agencies (including in relation to the payment of commission);
  7. Brands have between a 7-90 day sale or return policy, where applicable donors and Employer commission will be held by Kindred until the Brand has validated the commission amount. If any purchases or part of any purchases are returned within this period or in the case of fraud; the amounts due to the Employee/Employer/Charity will be reflected by the relevant amount.
  8. Kindred acts as a platform to connect your Employees to Brands but You will enter into a direct relationship with the Employee and Kindred is not responsible for handling any disputes between You or your Employees or any other third parties;
  9. In the instance where the commission payable to the Employee is not as advertised, the amount payable will be determined by the amount we receive by from the Brand less our fee. The Brands decision on how much commission to pay for each transaction is final.
  10. Kindred is not responsible for verifying the accuracy of any bank or payment details provided by Employees or used by Kindred, Brands or Employers (including in relation to the payment of commission);
  11. Employees and Employers are responsible for accounting for and paying all applicable local taxes (including but not limited to VAT and any local sales tax’s), Kindred will be acting in a ‘collection agent’ capacity as far as any amounts due to the Employees are concerned. The supply for VAT purposes is from the Employee to the Brand and so it is for the Employee to account for any VAT that may be due. The amount of commission paid to Kindred shall, where applicable, be exclusive of VAT and any local sales tax’s and VAT shall be added as an additional amount.
  12. Kindred Referral System: Kindred shall provide You with a personalised tracking link (the “Link”) that is to be shared by You with your Employees. If an Employee uses the Link and signs up to the Kindred Platform or Service using the Link then any and all sales related to this employee shall entitle You to a one percent (1%) commission on all sales transactions by that employee payable by Kindred from its brand commission. 100% of this commission amount will be donated and paid directly to the Employers chosen charity. This will be paid as a gross amount inclusive of any local taxes (including but not limited to VAT and local sales tax’s). Any commission payable in accordance with this Clause shall be valid for twelve (12) months from the date you accept these Terms of Use. Kindred retains the right, without notice or liability, to change or remove this feature at any time.
  13. The commission payments shall be deducted at source by Kindred and Employers will see a transaction history setting out the Total Transaction Value and commission applied by Kindred.
  14. Kindred shall use commercially reasonable endeavours to make the Kindred Platform available 24 hours a day, seven days a week, except for any periods of unscheduled maintenance, which Kindred will endeavour to perform outside of normal business hours in the UK (9am-5pm GMT on weekdays, excluding public holidays in England & Wales).
  15. Kindred is not liable for any failure to make the Kindred Platform continuously available but shall use all reasonable efforts to ensure the Kindred Platform is available as soon as possible following any unscheduled maintenance or downtime. In the event of any interruption to the availability of the Kindred Platform, Kindred shall seek to provide support to Brands, Agencies, Employers and Advocates as soon as is reasonably possible.
  16. By entering into this Agreement, You grant to Kindred with effect from the date of signature of this Agreement or by using the Platform, a non-exclusive, royalty free license to use any content from Your website, Your stock photography and other content provided by You from time to time on Your website and other on and offline channels. Kindred may use Your corporate logo and/or branding where you give your prior written consent to do so.
  17. You may only use the Kindred logo and any other Kindred intellectual property with the prior written consent of Kindred.
  18. It is expressly agreed that Kindred shall have no liability whatsoever in respect of the provision of the Kindred Platform by You to anyone. Kindred is not liable for any content You provide on the Kindred Platform or which you publish in relation to Kindred or Brands (including on social media channels) and You accept that Kindred does not publish any content on behalf of the Employers or own any of the content you publish. You further agree to indemnify Kindred against any claims made by any person against Kindred in respect of any loss or damage caused directly or indirectly by the use of the Kindred Platform.
  19. While this Agreement is in force and for a period of one year following termination of this Agreement, you and/or Your group companies and/or affiliates of what-so-ever nature shall not, in any manner, solicit and/or accept any business relationship from sources (such as Advocates and Brands) that have been made available to You/Your affiliates by and through Kindred, nor in any manner shall access, contact, solicit and/or conduct any transaction with said sources, otherwise than exclusively in accordance with this Agreement. All communication with any such sources shall take place exclusively through the Kindred Platform.
  20. Each party shall keep confidential the existence and terms of this Agreement and all information receiving or obtained as a result of negotiating, preparing, executing, performing or implementing it which relates to the other party or any of its affiliated companies, or any of its clients, agents or subcontractors acting on its behalf. Neither party shall use such information for any purpose other than to perform its obligations under this Agreement. Notwithstanding the foregoing, either party may, after consultation with the other party (wherever practicable), disclose confidential information if and to the extent: (a) required by law; (b) required by its professional advisers, officers, employees, subcontractors or agents to provide their services subject always to similar duties of confidentiality); or (c) that information is in or has to come into the public domain through no fault of that party; or (d) the other party has given prior written consent to the disclosure.
  21. Kindred processes personal data in accordance with the Kindred Privacy Policy. The parties each warrant that they shall comply with any applicable data protection, privacy or similar laws (“Data Protection Laws”), including but not limited to, the Data Protection Act 2018 and the General Data Protection Regulations (GDPR), that apply in relation to any personal data in connection with this Agreement (“Protected Data”). In particular, You shall obtain all necessary consents to the processing of personal data so far as may be necessary for the purposes of this Agreement, including without limitation the disclosure of such personal data to Kindred or any third parties with whom You may share personal data for the purposes of fulfilling Your obligations under this Agreement. Each party shall indemnify the other and keep the other indemnified against all claims, demands, actions, costs, expenses (including but not limited to legal costs and disbursements on a full indemnity basis) losses and damages arising from or incurred by reason of any wrongful processing of any Protected Data.
  22. The Agreement shall come into effect from the first use of the Kindred Platform and the acceptance of these Terms of Use and shall continue until terminated by either party on one month’s written notice to the other party.
  23. No variation of this Agreement shall be valid unless it is in writing and signed by or on behalf of each of the parties.
  24. If a provision of this Agreement (or part of any provision) is found illegal, invalid or unenforceable, the provision shall apply with the minimum modification necessary to make it legal, valid and enforceable.
  25. This Agreement and (any documents referred to in it) constitutes the entire agreement between the parties and supersedes and extinguishes all previous drafts, arrangements, understandings or agreements between them, whether written or oral, relating to the subject matter of this Agreement.
  26. Any notice or other communication to be given under this Agreement shall be in writing and shall be sent by email to contact@kindredteam.com
  27. You shall not, without the prior written consent of Kindred party, assign, transfer, charge, mortgage, subcontract or deal in any other manner with all or any of its rights or obligations under this Agreement. Kindred has the right to assign, transfer, charge, mortgage, subcontract or deal in any other manner with its rights and obligations under this Agreement at any time. Nothing in this Agreement is intended to, or shall operate to, create a partnership between the parties, or to authorise either party to act as agent for the other, and neither party shall have authority to act in the name or on behalf of or otherwise to bind the other in any way (including the making of any representation or warranty, the assumption of any obligation or liability and the exercise of any right or power).
  28. Kindred owns any and all intellectual property relating to the Kindred Platform that includes the mobile application (App),the Kindred.co website, the browser plugin, the copyright, patents, know-how, trade secrets, design rights, database rights, topography rights, mask works, utility models, domain names and all similar rights and in each case: (i) whether registered or not; (ii) including any applications to protect or register such rights; (iii) including all renewals and extensions of such rights or applications; (iv) whether vested, contingent or future; (v) to which the Party licensing those rights or its licensor are or may be entitled; and (vi) wherever existing.
  29. The Parties agree that the provisions of this Agreement are personal to them and are not intended to confer any rights of enforcement on any third party. The Contracts (Rights of Third Parties) Act 1999 shall not apply to this Agreement.
  30. This Agreement and any dispute or claim arising out of or in connection with it or its subject matter or formation (including non-contractual disputes or claims), shall be governed by, and construed in accordance with, the law of England and Wales.
  31. The parties irrevocably agree that the courts of England and Wales shall have exclusive jurisdiction to settle any dispute or claim that arises out of or in connection with this Agreement or its subject matter or formation (including non-contractual disputes or claims).

Terms for Charities

Kindred Terms of Use (Charities)

Current version of these Terms of Use dated 20.10.2020

PLEASE READ THESE LICENCE TERMS CAREFULLY

BY REGISTERING YOU AGREE TO THESE TERMS WHICH WILL BIND YOU.

IF YOU DO NOT AGREE TO THESE TERMS, PLEASE DO NOT REGISTER

If you are accepting these terms on behalf of a business or entity, then “you” and “your” includes you and that business or entity, and you represent and warrant that you are an authorised representative of the business or entity with the authority to bind the entity to this Agreement and that you agree to these Terms on the entity’s behalf.

WHO WE ARE AND WHAT THIS AGREEMENT DOES

We, Kindred Soul Ltd (“Kindred)” of PEM, Salisbury house, Station road, Cambridge CB1 2LA license you to use:

  • The application software (the Kindred Platform) and any updates or supplements to it;
  • any related online documentation (Documentation).
  • The service you connect to via the Kindred Platform we provide to you (Service).

as permitted in these terms.

By using the Kindred Platform You agree to accept these Terms of Use perform certain services on and subject to the terms and conditions set out in this Agreement and the Kindred Website and App Terms of Service. You accept and agree to enter into this agreement on a Non Paid For basis from the date of this Agreement. Kindred shall be entitled to appoint other Brands, Agencies, Charities & Employers to the Kindred Platform, including those that may be similar or compete with You.

In this Agreement, the following terms have the following meanings:

"Charity" or "Partner" means any organization that enters into the Kindred Charity Terms of Use and/or places offers or information on the Kindred Platform.

“Kindred User” means an individual or organisation with access to Kindred via one of our platforms.

“Donor” means an individual listed on the charities donor database. It may also include any individual captured in the charities database even if no donation has been previously made.

“Kindred Platform” means the extension, mobile app, and web app affiliate / marketplace where Brands place offer codes for their products and services enabling Kindred Users to take advantage of a deal and earn a reward following a purchase.

“Paid For” means an Influencer paid (or paid in kind) by a Charity to promote or sell their products/ services as agreed the Charity and Influencer. This existing partnership is separate to a partnership with Kindred. However, a Charity may use their existing Influencer partnership to send out promotions using the Kindred Platform.

“Non Paid For” means the Kindred platform is currently free for Charities to use.

“Total Transaction Value” means the total net value (not including applicable taxes such as VAT and sales taxes).

Kindred will provide You with: (i) free of charge hosting on the Kindred Platform to enable You to invite your Donors and/or Influencers to the platform;

By accepting these Terms of Use, You agree that:

  1. You will open a Kindred Charity Account; 
  2. Charities will advertise Kindred to their entire Donor base.
  3. By default Kindred works with charity organizations such as Just Giving, Global Giving & Virgin Money Giving to distribute payments to the end charity and these organizations will take a fee out of any donation made. In certain cases we can make the donations directly to the charity, in these situations donations will be made once a quarter with supporting information. Donations made to the charity are from the Kindred Users. The Kindred Platform facilitates the donation from the User to the Charity, no donation amount paid to the Charity will be deemed as made on behalf of Kindred Soul LTD.
  4. Your donors can choose to change their charity at any time.
  5. Kindred is not responsible for the use of any donations by any charity or organization;
  6. Brands have between a 7-90 day sale or return policy where applicable and donors commission will be held by Kindred until the Brand has validated the commission amount. If relevant purchases or part purchases are returned within this period or in the case of fraud; the commission due to the Kindred User/Donor/Charity/Partner will be reflected by the relevant amount.
  7. Kindred acts as a platform to connect any users you introduce to the Kindred Platform to Brands. Kindred is not responsible for handling any disputes between You and any users you introduce to the Kindred Platform, or with any of the Brands or third parties (including in relation to payment of commission);
  8. In the instance where the commission payable to the Kindred User is not as advertised, the amount payable will be determined by the amount we receive by from the Brand less our fee. The Brands decision on how much commission to pay for each transaction is final.
  9. Kindred is not responsible for verifying the accuracy of any bank or payment details provided by Kindred Users or used by Kindred, Brands or Charities (including in relation to the payment of commission or Donations);
  10. Kindred Users, Brands and Charities are responsible for accounting for and paying all applicable local taxes (including but not limited to VAT and any local sales tax’s), Kindred will be acting in a ‘collection agent’ capacity as far as any amounts due to Kindred Users are concerned. The supply for VAT purposes is from the Kindred User to the Brand and so it is for the Kindred User to account for any VAT or local tax that may be due. The amount of commission paid to Kindred shall, where applicable, be exclusive of VAT and any local sales tax’s and where applicable, VAT shall be added as an additional amount.
  11. If Charities choose to sell products via Kindred, this will be covered in a separate agreement.
  12. Kindred shall use commercially reasonable endeavours to make the Kindred Platform available 24 hours a day, seven days a week, except for any periods of unscheduled maintenance, which Kindred will endeavour to perform outside of normal business hours in the UK (9am-5pm GMT on weekdays, excluding public holidays in England & Wales). 
  13. Kindred is not liable for any failure to make the Kindred Platform continuously available but shall use all reasonable efforts to ensure the Kindred Platform is available as soon as possible following any unscheduled maintenance or downtime. In the event of any interruption to the availability of the Kindred Platform, Kindred shall seek to provide support to Brands, Charities, Employers and Kindred Users as soon as is reasonably possible.
  14. By entering into this Agreement, You grant to Kindred with effect from the date of signature of this Agreement or by using the Platform, a non-exclusive, royalty free license to use any content from Your website, Your stock photography and other content provided by You from time to time on Your website and other on and offline channels. Kindred may use Your corporate logo and/or branding where you give your prior written consent to do so.
  15. You may only use the Kindred logo and any other Kindred intellectual property with the prior written consent of Kindred.
  16. It is expressly agreed that Kindred shall have no liability whatsoever in respect of the provision of the Kindred Platform by You to anyone. Kindred is not liable for any content You provide on the Kindred Platform or which you publish in relation to Kindred or Brands (including on social media channels) and You accept that Kindred does not publish any content on behalf of the Charities or own any of the content you publish. You further agree to indemnify Kindred against any claims made by any person against Kindred in respect of any loss or damage caused directly or indirectly by the use of the Kindred Platform.
  17. While this Agreement is in force and for a period of one year following termination of this Agreement, you and/or Your group companies and/or affiliates of what-so-ever nature shall not, in any manner, solicit and/or accept any business relationship from sources (such as Advocates) that have been made available to You/Your affiliates by and through Kindred, nor in any manner shall access, contact, solicit and/or conduct any transaction with said sources, otherwise than exclusively in accordance with this Agreement. All communication with any such sources shall take place exclusively through the Kindred Platform.
  18. Each party shall keep confidential the existence and terms of this Agreement and all information receiving or obtained as a result of negotiating, preparing, executing, performing or implementing it which relates to the other party or any of its affiliated companies, or any of its clients, agents or subcontractors acting on its behalf. Neither party shall use such information for any purpose other than to perform its obligations under this Agreement. Notwithstanding the foregoing, either party may, after consultation with the other party (wherever practicable), disclose confidential information if and to the extent: (a) required by law; (b) required by its professional advisers, officers, employees, subcontractors or agents to provide their services subject always to similar duties of confidentiality); or (c) that information is in or has to come into the public domain through no fault of that party; or (d) the other party has given prior written consent to the disclosure.
  19. Kindred processes personal data in accordance with the Kindred Privacy Policy. The parties each warrant that they shall comply with any applicable data protection, privacy or similar laws (“Data Protection Laws”), including but not limited to, the Data Protection Act 2018 and the General Data Protection Regulations (GDPR), that apply in relation to any personal data in connection with this Agreement (“Protected Data”). In particular, You shall obtain all necessary consents to the processing of personal data so far as may be necessary for the purposes of this Agreement, including without limitation the disclosure of such personal data to Kindred or any third parties with whom You may share personal data for the purposes of fulfilling Your obligations under this Agreement. Each party shall indemnify the other and keep the other indemnified against all claims, demands, actions, costs, expenses (including but not limited to legal costs and disbursements on a full indemnity basis) losses and damages arising from or incurred by reason of any wrongful processing of any Protected Data.
  20. The Agreement shall come into effect from the first use of the Kindred Platform and the acceptance of these Terms of Use and shall continue until terminated by either party on one month’s written notice to the other party.
  21. No variation of this Agreement shall be valid unless it is in writing and signed by or on behalf of each of the parties.
  22. If a provision of this Agreement (or part of any provision) is found illegal, invalid or unenforceable, the provision shall apply with the minimum modification necessary to make it legal, valid and enforceable.
  23. This Agreement and (any documents referred to in it) constitutes the entire agreement between the parties and supersedes and extinguishes all previous drafts, arrangements, understandings or agreements between them, whether written or oral, relating to the subject matter of this Agreement.
  24. Any notice or other communication to be given under this Agreement shall be in writing and shall be sent by email to contact@kindredteam.com
  25. You shall not, without the prior written consent of Kindred party, assign, transfer, charge, mortgage, subcontract or deal in any other manner with all or any of its rights or obligations under this Agreement. Kindred has the right to assign, transfer, charge, mortgage, subcontract or deal in any other manner with its rights and obligations under this Agreement at any time. Nothing in this Agreement is intended to, or shall operate to, create a partnership between the parties, or to authorise either party to act as agent for the other, and neither party shall have authority to act in the name or on behalf of or otherwise to bind the other in any way (including the making of any representation or warranty, the assumption of any obligation or liability and the exercise of any right or power).
  26. Kindred owns any and all intellectual property relating to the Kindred Platform that includes the mobile application (App),the Kindred.co website, the browser plugin, the copyright, patents, know-how, trade secrets, design rights, database rights, topography rights, mask works, utility models, domain names and all similar rights and in each case: (i) whether registered or not; (ii) including any applications to protect or register such rights; (iii) including all renewals and extensions of such rights or applications; (iv) whether vested, contingent or future; (v) to which the Party licensing those rights or its licensor are or may be entitled; and (vi) wherever existing.
  27. The Parties agree that the provisions of this Agreement are personal to them and are not intended to confer any rights of enforcement on any third party. The Contracts (Rights of Third Parties) Act 1999 shall not apply to this Agreement.
  28. This Agreement and any dispute or claim arising out of or in connection with it or its subject matter or formation (including non-contractual disputes or claims), shall be governed by, and construed in accordance with, the law of England and Wales.
  29. The parties irrevocably agree that the courts of England and Wales shall have exclusive jurisdiction to settle any dispute or claim that arises out of or in connection with this Agreement or its subject matter or formation (including non-contractual disputes or claims).

Kindred Partner Competitions

Current version of these Terms of Use dated 12.01.2021

Official Rules

All the legal stuff...

KINDRED Partner Competitions - OFFICIAL RULES

NO PURCHASE NECESSARY TO ENTER OR WIN. VOID WHERE PROHIBITED OR RESTRICTED BY LAW.

FOR THE AVOIDANCE OF DOUBT, KINDRED OFFERS A ‘SWEEPSTAKE’ AS DEFINED BY THE US GOVERNMENT AND A ‘FREE DRAW’ AS DEFINED BY THE UK GOVERNMENT UNDER THE 2005 GAMBLING ACT.

1. PROMOTION DESCRIPTION: The KINDRED Partner competitions (\"Sweepstakes\") are open from the 18th of January 2021 at 09:00 GMT and will end on the 18th of January 2022 at 23:59 UTC (the \"Promotion Period\"), each partner competition will start and end on dates specified by the partner and run for a minimum of one week. With each partner competition representing a separate sweepstake draw.

The sponsor of this prize draw is Kindred Soul Ltd ("Sponsor"). By participating in the Sweepstakes, each Entrant unconditionally accepts and agrees to comply with and abide by these Official Rules and the decisions of Sponsor, which shall be final and binding in all respects. Sponsor is responsible for the collection, submission or processing of Entries and the overall administration of the Sweepstakes. Entrants should look solely to Sponsor with any questions, comments or problems related to the Sweepstakes. Sponsor may be reached by email at contact@kindredteam.com during the Promotion Period.

2. ELIGIBILITY: Open to legal residents of USA, Canada, UK and EU who are 18 or older (the \"Entrant\"). Sponsor, and their respective parents, subsidiaries, affiliates, distributors, retailers, sales representatives, advertising and promotion agencies and each of their respective officers, directors and employees (the \"Promotion Entities\"), are ineligible to enter the Sweepstakes or win a prize. Household Members and Immediate Family Members of such individuals are also not eligible to enter or win. "Household Members" shall mean those people who share the same residence at least three months a year. "Immediate Family Members" shall mean parents, step-parents, legal guardians, children, step-children, siblings, step-siblings, or spouses. This Sweepstakes is subject to all applicable federal, state and local laws in the USA and all regulations in the UK and is void where prohibited or restricted by law.

3. PRIZES: Grand Prizes vary between £500 - £50 in cash or cash equivalent shopping vouchers (1) one winner will receive a prize in every draw. Please see the partners competition for details on the prize for that draw. Kindred reserves the right to increase this amount and offer additional prizes at its discretion.

Only one prize per person will be awarded. Gift cards and gift certificates are subject to the terms and conditions of the issuer. Non cash prizes cannot be transferred, redeemed for cash or substituted by winner. Sponsor reserves the right in its sole and absolute discretion to award a substitute prize of equal or greater value if a prize described in these Official Rules is unavailable or cannot be awarded, in whole or in part, for any reason. The ARV of the prize represents Sponsor's good faith determination. That determination is final and binding and cannot be appealed. If the actual value of the prize turns out to be less than the stated ARV, the difference will not be awarded in cash. Sponsor makes no representation or warranty concerning the appearance, safety or performance of any prize awarded. Restrictions, conditions, and limitations may apply. Sponsor will not replace any lost or stolen prize items.

This Sweepstakes is open to legal residents of USA, Canada, UK and EU and Prize will only be awarded and/or delivered to addresses within said locations. All federal, state and/or local taxes, fees, and surcharges are the sole responsibility of the prize winner. Failure to comply with the Official Rules will result in forfeiture of the prize.

4. HOW TO ENTER: You can enter the Sweepstakes every month by following the instructions on the competition posts by the partner found on their Facebook, Twitter or Instagram, website pages. Your entry requires the following steps to be completed:

  1. Add the browser extension to your laptop/computer browser
  2. Sign up and create an account

After each draw winner has been picked, the draw is then reset and all entries from previous draws are no longer valid for any future draws.

Automated or robotic Entries submitted by individuals or organizations will be disqualified. Internet entry must be made by the Entrant. Any attempt by Entrant to obtain more than the stated number of Entries by using multiple/different email addresses, identities, registrations, logins or any other methods, including, but not limited to, commercial contest/sweepstakes subscription notification and/or entering services, will void Entrant's Entries and that Entrant may be disqualified. Final eligibility for the award of any prize is subject to eligibility verification as set forth below. All Entries must be posted by the end of the Promotion Period in order to participate. Sponsor's database clock will be the official timekeeper for this Sweepstakes.

5. WINNER SELECTION: The Winner(s) of the Sweepstakes will be selected in a random drawing from among all eligible Entries received throughout the Promotion Period. The random drawing will be conducted within 7 days of the Promotion Period ending by Sponsor or its designated representatives, whose decisions are final. Odds of winning will vary depending on the number of eligible Entries received.

6. WINNER NOTIFICATION: Winner will be notified by email or via social media depending on how they registered approximately 7 days after the random drawing. Potential Winner must accept a prize by email or Direct message as directed by Sponsor within 14 days of notification. Sponsor is not responsible for any delay or failure to receive notification for any reason, including inactive email account(s), technical difficulties associated therewith, or Winner’s failure to adequately monitor any email account.

Any winner notification not responded to or returned as undeliverable may result in prize forfeiture. The potential prize winner may be required to sign and return an affidavit of eligibility and release of liability, and a Publicity Release (collectively \"the Prize Claim Documents\"). No substitution or transfer of a prize is permitted except by Sponsor.

7. PRIVACY: Any personal information supplied by you will be subject to the privacy policy of the Sponsor posted at https://blog.kindred.co/terms-and-conditions#privacy-policy. By entering the Sweepstakes, you grant Sponsor permission to share your email address and any other personally identifiable information with the other Sweepstakes Entities for the purpose of administration and prize fulfilment, including use in a publicly available Winners list.

8. LIMITATION OF LIABILITY: Sponsor assumes no responsibility or liability for (a) any incorrect or inaccurate entry information, or for any faulty or failed electronic data transmissions; (b) any unauthorized access to, or theft, destruction or alteration of entries at any point in the operation of this Sweepstakes; (c) any technical malfunction, failure, error, omission, interruption, deletion, defect, delay in operation or communications line failure, regardless of cause, with regard to any equipment, systems, networks, lines, satellites, servers, camera, computers or providers utilized in any aspect of the operation of the Sweepstakes; (d) inaccessibility or unavailability of any network or wireless service, the Internet or website or any combination thereof; (e) suspended or discontinued Internet, wireless or landline phone service; or (f) any injury or damage to participant's or to any other person’s computer or mobile device which may be related to or resulting from any attempt to participate in the Sweepstakes or download of any materials in the Sweepstakes.

If, for any reason, the Sweepstakes is not capable of running as planned for reasons which may include without limitation, infection by computer virus, tampering, unauthorized intervention, fraud, technical failures, or any other causes which may corrupt or affect the administration, security, fairness, integrity or proper conduct of this Sweepstakes, the Sponsor reserves the right at its sole discretion to cancel, terminate, modify or suspend the Sweepstakes in whole or in part. In such event, Sponsor shall immediately suspend all drawings and prize awards, and Sponsor reserves the right to award any remaining prizes (up to the total ARV as set forth in these Official Rules) in a manner deemed fair and equitable by Sponsor. Sponsor and Released Parties shall not have any further liability to any participant in connection with the Sweepstakes.

9. WINNER LIST/OFFICIAL RULES: To obtain a copy of the Winner List or a copy of these Official Rules, send your request to contact@kindredteam.com. Requests for the names of the winners must be received no later than 21 days after the Promotion Period has ended. The winner list will be disclosed after winner confirmation is complete.

10. SPONSOR: Kindred Soul Ltd, PEM, Salisbury House, Station Road, Cambridge, CB1 2LA