Kindly Human Terms & Conditions

Terms and Conditions of Use

These Terms and Conditions of Use apply to (a) this Website (the “Site”) and all other websites owned and/or operated by Listeners On Call, Inc., a Delaware corporation doing business as Kindly Human (“Kindly Human”), (b) the mobile applications owned and/or operated by Kindly Human (the “Apps”), and (c) any and all services available on, through, or in connection with the Site or the App (collectively, the “Services”). Through the Services, Kindly Human connects Users (each, a “User”) with an opportunity to be heard by trained Peer (each, a “Peer”) who can provide a User with support, but without providing any form of clinical counseling, coaching, care or diagnosis. These Terms and Conditions of Use are made and entered into by and between Kindly Human, on the one hand, and each User and each Peer, individually, on the other hand.  Users and Peers, as Users of the Services, are sometimes collectively referred to herein as “you” or “your”.  Each Peer is hereby engaged as, and agrees to perform services as, an independent contractor, to share personal life experiences and/or provide listening services for Users.

THE SITE, THE APP, AND THE SERVICES ARE PROVIDED SUBJECT TO YOUR COMPLIANCE WITH THESE TERMS AND CONDITIONS OF USE. PLEASE READ THE FOLLOWING INFORMATION CAREFULLY. YOUR CONTINUED USE OF THE SITE, THE APP, OR THE SERVICES, OR YOUR CLICKING TO ACCEPT OR AGREE TO THESE TERMS AND CONDITIONS OF USE WHEN THE OPTION IS MADE AVAILABLE TO YOU, WILL INDICATE YOUR AGREEMENT TO BE BOUND BY THESE TERMS AND CONDITIONS OF USE. IF YOU DO NOT AGREE TO BE BOUND BY THESE TERMS AND CONDITIONS OF USE, PROMPTLY EXIT THE SITE AND DISCONTINUE USE OF THE APP AND THE SERVICES.

IMPORTANT: PLEASE REVIEW THE ARBITRATION SECTION SET FORTH BELOW CAREFULLY, AS IT WILL REQUIRE YOU TO RESOLVE DISPUTES WITH Kindly Human ON AN INDIVIDUAL BASIS THROUGH FINAL AND BINDING ARBITRATION.

1. License to Use

Subject to your agreement to and compliance with these Terms and Conditions of Use, Kindly Human (i) grants to each User a non-exclusive, non-transferable, non-shareable, revocable, limited license to use the App and the Services solely for such User’s personal, non-commercial use in accordance with these Terms and Conditions of Use, and (ii) grants to each Peer a non-exclusive, non-transferable, non-shareable, revocable, limited license to use the App and the Services in accordance with these Terms and Conditions of Use.

2. Restrictions on Use

All pages within the Site and the App are the property of Kindly Human and/or its affiliates. The Site and the App are protected by copyright and trademark laws. No portion of the materials on the Site or the App may be reprinted, republished, modified, or distributed in any form without the express written permission of Kindly Human. You shall keep intact any proprietary notices, including copyright notices, contained on any downloaded materials and shall comply with any applicable end User license agreements.  The App and the Services are not intended (i) for use by minors, and by using the App or the Services, you hereby represent and warrant that you are 18 years of age or older, or (ii) for use by individuals outside of the United States, and by using the App or the Services, you hereby represent and warrant that you are in the United States and using a U.S. phone number.

Any rights not expressly granted by these Terms and Conditions of Use or any applicable end User license agreements are reserved by Kindly Human.

You agree to use the Site and the App in accordance with the Terms and Conditions of Use and applicable laws and regulations. You will not violate any contract, intellectual property or other third-party right, or commit a tort, and you are solely responsible for your conduct while accessing or using the Site, the App, or the Services. In connection with your use of the Site, the App, and the Services, you will not:

Engage in any harassing, threatening, intimidating, predatory, or stalking conduct;

Impersonate another person or log into an account which you are not authorized to access;

Use the Site, the App, or the Services in any manner that could interfere with, disrupt, negatively affect, or inhibit other Users from fully enjoying use of the Site, the App, or the Services or that could damage, disable, or impair the functioning of the Site, the App, or the Services in any manner;

Reverse engineer, decompile, or dissemble any aspect of the Site or the App or do anything that might discover source code or bypass or circumvent measures employed to prevent or limit access to any part of the Site or the App; or

Develop or use any third-party applications that interact with the Site, the App, or the Services without the prior written consent of Kindly Human, including any scripts designed to scrape or extract data from the Site or the App.

Should you choose to post, upload, or submit any voice or written messages,  ideas, experiences, suggestions, documents, and/or proposals (“User Content”) to any publicly accessible area of the App, you acknowledge and agree that: (a) your User Content does not contain confidential or proprietary information; (b) Kindly Human is not under any obligation of confidentiality, express or implied, with respect to the User Content; and (c) you are granting Kindly Human a worldwide, royalty free, sub-licensable, non-exclusive license to copy, distribute, transmit, reproduce, publicly display, edit, or publish such User Content on the App or for any purpose, in any way, in any media worldwide.

If you are a copyright owner or the legal agent of a copyright owner, and you believe that any User Content on the App infringes upon your copyrights, you may submit a notification pursuant to the Digital Millennium Copyright Act (DMCA).  Upon receipt of such notification, Kindly Human will take whatever action, in its sole discretion, it deems appropriate, including removal of the challenged User Content from the App.

We will not tolerate behavior, endorsement or publishing of harassing, threatening, intimidating, predatory, racist, sexist, misogynistic, homophobic statements or imagery, nor encouragement of hate or violence from anyone contracted with Kindly Human. Activity monitored under this clause includes but is not limited to social media platforms (i.e. Facebook, Instagram, Twitter, LinkedIn) as well as other community and reporting platforms. At the sole discretion of the Kindly Human review board, we may revoke connection and terminate access to our service without notice for violation of any aspect of this clause.

3. Nature of Relationship and Use of Information Provided through the Services

Our mission is to ensure that everyone has someone available to listen when they need it. Our Services help a User match with a Peer who can relate to what the User is experiencing.  It is up to the User to decide whether to use the Services and to select a Peer, and it is up to the Peer to decide whether to speak with a User.

A User’s use of the Services does not constitute mental health care, advice, diagnosis or treatment and does not constitute an attorney-client relationship, a therapist-patient relationship or any other sort of confidential relationship between a User and a Peer or between a User and Kindly Human. THE SERVICES AND ANY INFORMATION PROVIDED PURSUANT THERETO ARE NOT LEGAL ADVICE OR A LEGAL OPINION, NOR ARE THE SERVICES A SUBSTITUTE FOR PROFESSIONAL HEALTH CARE. IF YOU BELIEVE YOU ARE EXPERIENCING A MEDICAL EMERGENCY, CALL YOUR DOCTOR OR 911 IMMEDIATELY.

Peer represent perspectives from all walks of life.  come in all varieties, and some may even be licensed to provide other services (such as mental health services) in other settings.  Although you may choose a Peer in part based on their credentials, which can help the individual be a valuable Peer, the Services do not and will not include any services that require a professional license.  You should know the Peer is not talking to you in the role of a licensed professional.  Likewise, we make clear with our Peer their role and they also understand they are not providing their licensed services to any User.  If appropriate, Kindly Human can help refer you to other existing resources offered by your organization, like telehealth and counseling.

YOU ACKNOWLEDGE THAT THE Peer ARE INDEPENDENT THIRD PARTY PROVIDERS AND ARE NOT ACTUAL AGENTS, APPARENT AGENTS, OSTENSIBLE AGENTS, OR EMPLOYEES OF Kindly Human IN ANY WAY.

YOU ALSO ACKNOWLEDGE THAT ANY EFFORT, FEATURE, PROCESS, POLICY, STANDARD OR OTHER EFFORT UNDERTAKEN BY Kindly Human, INCLUDING BUT NOT LIMITED TO TRAINING, IS NOT AN INDICIA OF AN EMPLOYMENT, ACTUAL AGENCY, APPARENT AGENCY, OR OSTENSIBLE AGENCY RELATIONSHIP WITH AN INDEPENDENT THIRD PARTY Peer.

4. Privacy and Security

Kindly Human takes your privacy and security very seriously. Kindly Human uses standard security controls to protect your information. Despite these protections, the Internet remains an imperfectly secure environment, and Kindly Human cannot guarantee protection from intruders or interceptors. You agree to use the Site, the App, and the Services, and submit information at your own risk. You agree that Kindly Human has no liability regarding unauthorized access to the Site, the App, or the Services by unauthorized parties. To understand what information Kindly Human collects, for what purpose, and how such information is handled when you use the Site, the App, or the Services please review the Privacy Policy.

5. Passwords

When you create an account with the App, you will be asked to supply a password. You must keep your password confidential, and are responsible for all use of your password and account.

 6. Trademark Notice

Kindly Human™ is the logo, trademark, and service mark of Kindly Human. The App uses a technology called Morphii®, which is a Federally-registered trademark and the patented technology of Vizbii Technologies, Inc. All other trademarks, service marks and logos used in the Site and the App are the trademarks, service marks or logos of their respective owners.

7. Peer Responsibilities

Peers are independent contractors of Kindly Human, and these Terms and Conditions of Use shall not be construed to create any association, partnership, joint venture, employee, or agency relationship between a Peer and Kindly Human for any purpose. Each Peer hereby expressly represents and warrants to Kindly Human that (1) he or she is not and shall not be construed to be an employee of Kindly Human and that his or her status shall be that of an independent contractor solely responsible for his or her actions and inactions; (2) he or she shall act solely as an independent contractor, not as an employee or agent of Kindly Human; and (3) he or she is not authorized to enter into contracts or agreements on behalf of Kindly Human or to otherwise create obligations of Kindly Human to third parties. Kindly Human will not be responsible for withholding or paying any income, payroll, Social Security or other federal, state or local taxes of any kind, making any insurance contributions, including unemployment or disability, or obtaining worker's compensation insurance on a Peer’s behalf. Each Peer shall be responsible for, and shall indemnify Kindly Human against, all such taxes or contributions, including penalties and interest. As independent contractors, Peer have the responsibility to keep track of their earnings and to accurately report them in their tax filings. Any questions about what a Peer has to report should be directed to a tax professional, as Kindly Human cannot provide tax advice.

Each Peer hereby expressly represents and warrants to Kindly Human that he or she is familiar with the mandatory reporting requirements in such Peer’s state regarding suspected abuse or neglect and any similar governmental requirements and hereby agrees to comply with all such mandatory reporting requirements and to fully comply with and obey all applicable laws, rules, and regulations at all times while performing services for Kindly Human.

Each Peer recognizes that during the course of performance of services he or she may acquire knowledge or confidential business information or trade secrets of a User or of Kindly Human. Each Peer agrees to keep all confidential information in a secure place and further agrees not to publish, communicate, divulge, use, or disclose, directly or indirectly, for his or her own benefit or for the benefit of another, either during or after contract performance, any acquired knowledge or confidential business information or trade secrets. Upon termination or expiration of his or her relationship with Kindly Human, each Peer shall deliver all records, data, information, and other computer media or documents produced or acquired during the performance of service to Kindly Human. Such material shall remain the property of Kindly Human. This obligation of confidence shall not apply with respect to information that (1) is available to a Peer from third parties on an unrestricted basis; or (2) is disclosed by Kindly Human to others on an unrestricted basis.

8. Peer & User Messages (UGC)

Messages written or recorded by Users and Peers must abide by our content limitations and requirements. Failure to comply with these guidelines will result in the removal of your messages from the platform and may lead to your expulsion from the platform. We may revoke connection and terminate access to our service without notice for violation of any aspect of this clause without recourse.

Messages may not contain vulgar, offensive or cursing language. Keep your messages friendly and courteous.

Messages may not describe or detail traumatic situations which could be difficult for some people to hear. Keep your messages general and free from unnecessary drama.

User names must not contain vulgar, offensive, suggestive language or curse words. User names should include First Name and Last Name initial only.

Avatars may not contain nudity, vulgar imagery or suggestive poses. Avatars are restricted to images of the Users person only.

9. Disclaimer

THE SITE, THE APP, AND THE SERVICES, INCLUDING ANY CONTENT OR INFORMATION CONTAINED THEREIN, IS PROVIDED “AS IS,” WITH ALL FAULTS, WITH NO REPRESENTATIONS OR WARRANTIES OF ANY KIND, EITHER EXPRESSED OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON INFRINGEMENT. YOU ASSUME TOTAL RESPONSIBILITY AND RISK FOR YOUR USE OF THE SITE, THE APP, AND THE SERVICES.

KINDLY HUMAN DOES NOT CONTROL, MANAGE OR DIRECT ANY THIRD PARTY PROVIDERS INCLUDING Peer. Peer ARE NOT ACTUAL AGENTS, APPARENT AGENTS, OSTENSIBLE AGENTS, OR EMPLOYEES OF Kindly Human.

Kindly Human does not provide mental health care, advice, diagnosis or treatment. We cannot guarantee that each User or Peer is who he or she claims to be.  We are also not responsible for the use of any personal information that any User or Peer discloses.

Kindly Human and any of its employees, agents or independent contractors, including Peer, are not responsible for any decisions, or results of the decisions that a User makes while, as a result of, or after using the Services. This includes whether a User chooses to seek or not seek professional care, or to modify or terminate any specific treatment that such User is currently receiving based on information received through the Services. Each User assume all risk for use of the Services. Kindly Human and any of its employees, agents, or independent contractors, including Peer, have no liability for actions taken by a User or a third party, or not taken by a User or a third party, and each User agrees to indemnify Kindly Human and any of its employees, agents, and independent contractors, including Peer, and hold each harmless for damages arising out of information provided through the Services.

10. Limitation of Liability

KINDLY HUMAN SHALL NOT BE LIABLE FOR INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, PUNITIVE, OR CONSEQUENTIAL DAMAGES, INCLUDING LOST PROFITS, LOST DATA, PERSONAL INJURY, OR PROPERTY DAMAGE RELATED TO, IN CONNECTION WITH, OR OTHERWISE RESULTING FROM ANY USE OF THE SERVICES, REGARDLESS OF THE NEGLIGENCE (EITHER ACTIVE, AFFIRMATIVE, SOLE, OR CONCURRENT) OF Kindly Human, EVEN IF Kindly Human HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

KINDLY HUMAN SHALL NOT BE LIABLE FOR ANY DAMAGES, LIABILITY OR LOSSES ARISING OUT OF: (i) YOUR USE OF OR RELIANCE ON THE SERVICES OR YOUR INABILITY TO ACCESS OR USE THE SERVICES; OR (ii) ANY TRANSACTION OR RELATIONSHIP BETWEEN YOU AND ANY THIRD-PARTY PROVIDER, INCLUDING Peer, EVEN IF Kindly Human HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. YOU ACKNOWLEDGE THAT THIRD PARTY PROVIDERS INCLUDING Peer ARE NOT OSTENSIBLE AGENTS, APPARENT AGENTS, ACTUAL AGENTS, OR EMPLOYEES OF Kindly Human.

YOUR SOLE REMEDY FOR DISSATISFACTION WITH THE SITE, THE APP, OR THE SERVICES IS TO STOP USING THE SITE, THE APP, AND/OR THE SERVICES.

Although Kindly Human attempts to ensure the integrity and accuracy of the Site, the App, and the Services, it makes no guarantees whatsoever as to the correctness or accuracy of the Site, the App, or the Services. It is possible that the Site, the App, or the Services could include inaccuracies or errors, and that unauthorized additions, deletions and alterations could be made to the Site or the App by third parties. Information contained on the Site or the App may be changed or updated without notice.

11. Links or Pointers to Other Websites

Kindly Human makes no representations whatsoever about any other website that you may access though the Site or the App. When you access a non-Kindly Human website, please understand that it is independent from Kindly Human, and that Kindly Human has no control over the content on that website. In addition, a hyperlink to a non-Kindly Human website does not mean that Kindly Human endorses or accepts any responsibility for the content, or the use, of the linked website. It is up to you to take precautions to ensure that whatever you select for your use or download is free of such items as viruses, worms, trojan horses, and other items of a destructive nature.

12. Termination

If you are in breach of any of these Terms and Conditions of Use, Kindly Human reserves the right, in its sole discretion, to terminate your right to access or use the Site, the App, and/or the Services. Kindly Human is not responsible for any loss, damage, or harm related to your inability to access or use the Site, the App, or the Services based on such termination.

13. Choice of Law

These Terms and Conditions of Use are entered into in the State of Texas and shall be governed by and construed in accordance with the laws of the State of Texas, exclusive of its choice of law rules. In any action to enforce these Terms and Conditions of Use, the prevailing party will be entitled to costs and attorney’s fees. In the event that any of the Terms and Conditions of Use are held by a court or other tribunal of competent jurisdiction to be unenforceable, those provisions shall be limited or eliminated to the minimum extent necessary so that these Terms and Conditions of Use shall otherwise remain in full force and effect.

14. Arbitration

By agreeing to be bound by these Terms and Conditions of Use, you agree that you are required to resolve any claim that you may have against Kindly Human on an individual basis in arbitration, as set forth in this Section.  This will preclude you from bringing any class, collective, or representative action against Kindly Human, and also preclude you from participating in or recovering relief under any current or future class, collective, consolidated, or representative action brought against Kindly Human by someone else.

Any controversy or claim arising out of or relating to (a) these Terms and Conditions of Use, or the breach thereof, or (b) your access to or use of the Services, shall be settled by arbitration administered by the American Arbitration Association under its Commercial Arbitration Rules, and judgment on the award rendered by the arbitrator(s) may be entered in any court having jurisdiction thereof.

You acknowledge and agree that you are waiving the right to trial by jury or to participate as a plaintiff or class member in any purported class action or representative proceeding. Unless both you and Kindly Human agree in writing, any arbitration will be conducted only on an individual basis and not in a class, collective, consolidated, or representative proceeding. However, Kindly Human retains the right to seek injunctive or other equitable relief in a court of competent jurisdiction to prevent the actual or threatened infringement, misappropriation or violation of a party’s copyrights, trademarks, trade secrets, patents or other intellectual property rights.

15. Entire Agreement

These Terms and Conditions of Use constitute the entire agreement between Kindly Human and you pertaining to the subject matter hereof. In its sole discretion, Kindly Human may modify these Terms and Conditions of Use by posting the revised version on the Site or the App and you agree that each visit by you to the Site or the App is a new transaction governed by the terms and conditions of use linked on the Site or the App at that time, and that your continued use of the Site or the App constitutes your binding acceptance of such changes.

Kindly Human is a DBA of Listeners On Call, Inc.

Last Revised: January 2023