By using the Kindred Website, you indicate your acceptance of this Agreement and agree to be bound by its terms and conditions. If you do not agree with any of those terms, you must not access or use the Kindred Website.
1. Purpose of the Kindred Website
1.1 The Kindred Website is an online platform through which mentees and mentors are able to connect with each other and grow their businesses and reputations. Through their use of the Kindred Website, mentees can gain direct and tailored guidance from experts in their industries. Equally the mentors, through guiding mentees, can consolidate their understanding of their industry and grow their reputation within it based on mentee feedback and social media sharing.
1.2 It is free to register either as a mentee or a mentor on Kindred’s platform. Mentees then pay only if they book a mentorship session or sessions. A specified percentage of that payment goes directly to the mentor, with the remaining percentage going to Kindred. These percentages are notified on the “Pricing” page of the Kindred Website.
2. Registering on the Kindred Website
2.1 You may browse the Kindred Website and view some of its content without registering, but as a condition to using certain aspects of the service provided on the Kindred Website, you may be required to register as a mentee or a mentor.
2.2 In order to register as a mentee or a mentor, you must follow the registration steps set out on the Kindred Website. In registering as a mentee or a mentor, you agree:
(2.2.a) to provide accurate, current and complete information on any registration forms that you submit on the Kindred Website, including any mentor profile or mentee profile (Registration Data);
(2.2.b) not to select or use as your password and identification a name that is intended to to impersonate, or that infringes any rights of, another person;
(2.2.c) to maintain the security of your password and identification, and to immediately notify Kindred of any actual or suspected unauthorised use of your account by any other person, or of any other breach of security;
(2.2.d) to maintain and promptly update the Registration Data, and any other information you provide to Kindred, so as to keep it accurate, current and complete;
(2.2.e) to be fully responsible for all use of your account and for any actions that take place using your account; and
(2.2.f) that Kindred may, to the extent permitted by applicable law, verify the information that you supply as and when it sees fit.
2.3 Notwithstanding clause 2.2, Kindred is under no obligation to verify the information supplied by you and may rely on that information without taking any further action.
2.4 You consent to receiving communications and notices from Kindred at the email address you provide in your Registration Data or that you otherwise specify in your account settings. You further agree that, if Kindred deems appropriate, its communications and notices may be posted on the Kindred Website, instead of or as well as being sent individually to you.
2.5 You must be 18 years or older in order to register as a mentee or a mentor. You agree that Kindred may, in its sole and absolute discretion, set any other eligibility criteria for use of or registration on the Kindred Website as it sees fit, and may decline to register you, cancel your registration, or impose restrictions on your use of the Kindred Website, at any time.
3. Use of Kindred Website
3.1 You must not use the Kindred Website for any purpose other than as authorised by the Kindred Website and this Agreement. You must not, and must not permit any other person to, post any information on the Kindred Website or take any other action that:
(3.1.a) infringes any patent, trademark, trade secret, copyright or other right of any person or entity, or that violates any equitable, tortious or contractual duty;
(3.1.b) is false, fraudulent, misleading or inaccurate;
(3.1.c) is unlawful, wrongful, offensive or otherwise unethical (including information or action that is threatening, abusive, defamatory, invasive of another’s privacy, hateful, bullying, violent or pornographic);
(3.1.d) constitutes unauthorised or unsolicited advertising, junk or bulk communication (such as “spamming”);
(3.1.e) involves or solicits commercial activities and/or sales which are not otherwise authorised by the Kindred Website and this Agreement and for which you do not have Kindred’s prior written consent;
(3.1.f) violates or bypasses (or attempts to violate or bypass) the security of, or damages or disrupts (or attempts to damage or disrupt) the functioning of, the Kindred Website (including information or action that contains software viruses or any other malicious code or program that is intended to or that may disrupt, damage, overload or interfere with the operation of a computer system or website);
(3.1.g) accesses or attempts to access the Kindred Website using automated means (such as harvesting bots or spiders);
(3.1.h) collects or uploads any personal information of other individuals, including their names, address, email address, phone number or any other identifying information; or
(3.1.i) otherwise breaches this Agreement.
4. User content
4.1 You are solely responsible for any messages, profiles or other content or information (collectively, User Content) that you post to or transmit via the Kindred Website. By posting or transmitting any such User Content, you:
(4.1.a) grant to Kindred an irrevocable, perpetual, non-exclusive, worldwide license to use, copy, display, distribute, reformat, translate and excerpt that User Content, to create works derived from, based on or incorporating that User Content, in each case for any purpose, and to grant and authorise sublicenses of any of the rights in this clause 4.1(a);
(4.1.b) represent and warrant that you have full power and authority to grant the rights in clause 4.1(a), and that doing so with not infringe the rights of any other person.
4.2 Kindred does not guarantee that any User Content that you post to or transmit via the Kindred Website will be made available on the Kindred Website or to other users of the Kindred Website. Whilst it is under no obligation to monitor the Kindred Website, Kindred may, in its sole and absolute discretion and without notice to you or any other person, remove or modify any User Content at any time. You are solely responsible for, and will bear all costs and expenses associated with, creating backup copies of any User Content you post to or transmit via the Kindred Website or that you otherwise provide to Kindred.
5. Kindred’s content
5.1 The Kindred Website and all of its content (including all text, graphics, pictures, photographs, data, logos, trade marks and source code but excluding User Content) (Kindred Content) and all intellectual property rights in and to the Kindred Content are owned and operated by Kindred or its third party licensors and suppliers. Nothing in this Agreement constitutes a transfer of any of those intellectual property rights.
5.2 Subject to this Agreement and applicable law, Kindred grants you a non-exclusive, non-transferable, personal and limited licence to access, view, use and download such Kindred Content as Kindred makes available to you from time to time. Kindred may, in its sole and absolute discretion, revoke or alter this licence at any time.
5.3 You must not, whether directly or indirectly:
(5.3.a) do anything which breaches or otherwise interferes with Kindred’s or any third party’s intellectual property rights;
(5.3.b) distribute, reproduce, publish, modify or create derivative works from the Kindred Website or any Kindred Content, or exploit any such content for commercial benefit, without the prior written permission of Kindred or the relevant third party licensor;
(5.3.c) decipher, decompile, disassemble, reverse engineer or otherwise attempt to derive any source code or underlying ideas or algorithms of any part of the Kindred Website or Kindred Content, except to the limited extent that applicable laws specifically prohibit the restriction in this paragraph 5.3(c); or
(5.3.d) rent, lease, distribute, or otherwise transfer any of the rights that you receive under this clause 5.
5.4 All rights in and to the Kindred Content not expressly granted under clause 5.2 are reserved to Kindred or the relevant third party (as the case may be).
6. Access to the Kindred Website
6.1 Kindred may permanently or temporarily modify, discontinue, suspend or restrict access to the Kindred Website or to any feature, content or service provided on it at any time and without incurring liability to any person. Kindred may, if reasonably practicable, notify you before making any such changes, but is under no obligation to do so.
8. Fees and payment for mentoring sessions
8.1 If you register on the Kindred Website as a mentor, you will charge a fee to mentees for mentoring sessions or bundles of mentoring sessions that you provide. As a mentor, you will be solely responsible for the content and delivery of your mentoring sessions. However, Kindred may specify the fees you may or must charge and the format and bundling of the mentoring sessions you may or must offer. Such specifications will be notified to you on the “Pricing” page of the Kindred Website. Kindred may change any such specifications at any time, either in relation to mentors generally or in relation to a particular mentor, and any such changes will take effect as soon as they are posted on the “Pricing” page of the Kindred Website or (in the case of changes tailored to a specific mentor) as soon as the relevant mentor is notified by email.
8.2 If you are a mentor, Kindred will be entitled to a share of the mentoring fees you charge for mentoring sessions or session bundles. Kindred’s share of those fees will be calculated in accordance with the rate schedule set out on the “Pricing” page of the Kindred Website, and will be based on the gross amount you charge, including for any sessions completed by you for which payment has not yet been received, but not including any sessions for which Kindred provides a refund.
8.3 The “Pricing” page of the Kindred Website (as updated or amended by Kindred from time to time) may set out rules and procedures as to how fees for mentoring sessions are to be invoiced and paid, as well as rules and procedures relating to disputed payments and refunds. Unless the “Pricing” page specifically provides otherwise:
(8.3.a) mentors will be solely responsible for invoicing mentees for mentoring sessions;
(8.3.b) mentors will be solely responsible for and bear all costs associated with the collection of any bad debts (such as credit card returns or fraud), and Kindred will not, under any circumstances, be responsible for making good on any payments due but not received from mentees;
(8.3.c) mentees will be solely responsible and liable for PayPal fees and credit card transaction fees (other than PayPal fees on Kindred’s PayPal account);
(8.3.d) mentors and mentees will bear all costs associated with, and (subject to paragraph 8.3(e)) be solely responsible for, resolving any disputes arising between them over mentoring sessions and payments for those sessions; and
(8.3.e) Kindred may, in its sole and absolute discretion:
(8.3.e.i) retain any funds it receives that are the subject of a dispute between a mentor and a mentee until the relevant dispute is resolved to Kindred’s satisfaction;
(8.3.e.ii) resolve any such disputes, either by paying the relevant funds to the mentor (if Kindred considers that the dispute should be decided in the mentor’s favour), or by paying the relevant funds to the mentee as a refund (if Kindred considers that the dispute should be decided in the mentee’s favour); and
(8.3.e.iii) set off against and retain out of any funds it receives amounts owing to it under clause 8.2.
8.4 You agree to indemnify and hold harmless Kindred and its officers, employees and agents against and from all claims, liabilities, losses, damages, costs and expenses (including, without limitation, legal costs and expenses on a full indemnity basis) (collectively Costs) arising out of any act or omission (either by you or by Kindred in connection with a mentoring session offered or procured by you):
(8.4.a) under clause, 8.3; or
(8.4.b) in accordance with any rules and procedures set out on the “Pricing” page of the Kindred Website.
9. Conduct and confidentiality of mentoring sessions
9.1 You agree to abide by the following rules in respect of any mentoring sessions you participate in:
(9.1.a) you must behave ethically and respectfully towards the other party involved in the session (your Mentoring Partner), and use your best endeavours to promote and maintain a constructive and open dialogue with them;
(9.1.b) you must respect and maintain the confidentiality of any information disclosed to you by your Mentoring Partner which he or she indicates is of a confidential nature, or which could reasonably be inferred to be confidential due to its content or to the circumstances of its disclosure, and you must only use or disclose such information in ways that your Mentoring Partner expressly authorises, or that are required by law; and
(9.1.c) if you offer or provide services as a mentor, you must use your best endeavours to ensure that:
(9.1.c.i) you do not accept or enter into any mentoring sessions if to do so would, or would be reasonably likely to, give rise to any actual or possible conflicts of interest; and
(9.1.c.ii) if, in the course of a mentoring session or bundle of sessions, it becomes apparent to you that there may be a conflict between your personal or business interests, and the interests of the relevant mentee, you must either:
(9.1.c.ii.A) immediately inform the mentee of the potential conflict and the circumstances giving rise to it, and only continue the mentoring session or bundle of sessions if the mentee consents to doing so; or
(9.1.c.ii.B) if other confidentiality obligations prevent you from disclosing the nature and circumstances of the potential conflict to the mentee, immediately terminate the relevant session or sessions, explaining to the mentee that potential conflict of interest prevent you from continuing.
9.2 You must comply with any further rules of conduct established by Kindred and posted to the Kindred Website from time to time.
10. Third Party Websites
10.1 The Kindred Website may contain links to third party websites (Third Party Websites). Kindred does not control or monitor the content of Third Party Websites. Any links to such websites are provided for convenience and do not imply Kindred’s endorsement of the relevant website or any content on it. You access such websites at your own risk. To the maximum extent permitted under applicable law, Kindred accepts no responsibility for such websites or their content, and makes no representations, guarantees, assurances or warranties (each a Warranty), whether express or implied, as to the value, currency, accuracy or lawfulness of any information they contain.
11.1 In providing you with access to the Kindred Website, Kindred is providing a platform for you to purchase services offered by, or to offer services to, other users of the website. You acknowledge and agree that your purchase or provision of any such services (including any mentoring sessions) constitutes a contract solely between you and the relevant other user, and that to the maximum extent permitted under applicable law you have no recourse against Kindred in connection with the purchase or provision of those services. You access or provide such services at your own risk. To the maximum extent permitted under applicable law:
(a) Kindred accepts no responsibility for such services or their content, makes no Warranty, whether express or implied, as to their value, currency, accuracy, safety or lawfulness, and makes no Warranty that any defects in any such services will be corrected, even if Kindred is or becomes aware of the relevant defect; and
(b) the Kindred Website is provided to you on an “as is” basis, without any Warranty as to its availability, reliability, security, safety or content, and without any Warranty that any defects in its availability, reliability, security, safety or content will be corrected, even if Kindred is or becomes aware of the relevant defect.
11.2 To the maximum extent permitted under applicable law, and without limiting clause 11.1, Kindred:
(a) gives no Warranty that you will have either uninterrupted or secure access to the Kindred Website, or that your access will be free from computer viruses or other harmful or malfunctioning components or software;
(b) gives no Warranty as to the accuracy or completeness of any information contained on the Kindred Website; and
(c) accepts no liability for any loss, costs or damages (including any direct, indirect, consequential, exemplary, special or punitive damages, any loss of goodwill, business, profit or revenue, and any loss or corruption of data) that you may suffer as a result of your access or use of, or inability to access or use, the Kindred Website or any of the services provided through it.
11.3 Applicable law may imply warranties, terms or conditions, or impose obligations or remedies, which cannot be excluded, restricted or modified, or which can only be excluded, restricted or modified to a limited extent. To the extent that such law applies, this Agreement operates subject to its provisions. To the extent that Kindred is entitled to do so, if any such provisions apply Kindred limits its liability for any goods supplied – to the replacement, repair or refund of the cost of the goods, or for services supplied – to the re-supply or the payment of the cost of having the services re-supplied.
12. Breach of this Agreement and indemnity
12.1 Without limiting any other remedies available to Kindred, if you breach any term of this Agreement Kindred may permanently or temporarily bock you from accessing the Kindred Website.
12.2 You agree to indemnify and hold harmless Kindred and its officers, employees and agents against and from all Costs arising out of any breach by you of this Agreement (including any breach of a representation or warranty given by you).
12.3 The indemnities in clauses 8.4 and 12.2:
(a) are each absolute and unconditional and unaffected by anything that otherwise might have the effect of prejudicing, releasing, discharging or affecting them or your liability under them in any way;
(b) are each continuing indemnities, separate and independent from any other obligations you may have; and
(c) survive termination of your use of the Kindred Website and termination of this Agreement.
13. Amendments to this Agreement
13.1 Kindred may, from time to time, amend this Agreement. Any such amendments will be posted on the Kindred Website and will take effect fourteen (14) days after posting (or such later date as is specified). If you do not accept such amendments to the Agreement, you must immediately discontinue your use of the Kindred Website.
13.2 By using the Kindred Website, you agree to be bound by the-then current version of this Agreement (including any amendments effective at that time).
14.1 Kindred may assign this Agreement at any time and to any person, without the need for your consent.
14.2 This Agreement is governed by the laws of New South Wales, Australia. The parties submit to the non-exclusive jurisdiction of the courts of New South Wales and waive, without limitation, any claim or objection based on absence of jurisdiction or inconvenient forum.