{"id":2126,"date":"2022-01-03T14:22:01","date_gmt":"2022-01-03T14:22:01","guid":{"rendered":"https:\/\/kynda.co\/?page_id=2126"},"modified":"2023-12-22T14:38:01","modified_gmt":"2023-12-22T14:38:01","slug":"terms","status":"publish","type":"page","link":"https:\/\/kynda.co\/terms\/","title":{"rendered":"Kynda Terms & Conditions"},"content":{"rendered":"\t\t
Updated December 20, 2023<\/p>\t\t\t\t\t\t<\/div>\n\t\t\t\t<\/div>\n\t\t\t\t\t<\/div>\n\t\t<\/div>\n\t\t\t\t\t<\/div>\n\t\t<\/section>\n\t\t\t\t
KYNDA TERMS AND CONDITIONS<\/b><\/p> (a) \u00a0 \u00a0 \u00a0 This Agreement will commence on the date of the Services Agreement and continue in effect until terminated in accordance with the procedures in the Services Agreement or this Section 4.\u00a0<\/span><\/p> (b) \u00a0 \u00a0 Either party may terminate this Agreement immediately by giving written notice to the other party if (i) the other party has committed a material breach of any provision of this Agreement and (ii) such breach either cannot be remedied or remains uncured for 30 days following written notice of such breach given to the breaching party.\u00a0<\/span><\/p> (c) \u00a0 \u00a0 \u00a0 If either party shall become insolvent or bankrupt, admit in writing its inability to pay its debt as they mature, make an assignment for the benefit of its creditors, cease to function as a going concern or be the subject of an involuntary proceeding in bankruptcy or insolvency that is not finally dismissed within 45 days of its institution, the other party shall have the right to terminate this Agreement immediately by giving written notice of its election to do so.<\/span><\/p> (d)\u00a0 \u00a0 \u00a0 Upon the termination of this Agreement, Client will, within 30 days of the effective date of termination pay the Company for any Services rendered up to and including the date of termination, as well as for the cost (without markup) of any materials not captured within the cost of such Services. Sections 7 (Representations and Warranties; Disclaimer), 8 (Mutual Indemnification, 9 (Limitation of Liability), 10 (Publicity) and 12 (Miscellaneous) of these Terms will survive any termination of this Agreement.\u00a0<\/span><\/p> (a) \u00a0 \u00a0 \u00a0 IN NO EVENT WILL THE COMPANY\u2019S AGGREGATE LIABILITY TO CLIENT ARISING OUT OF OR RELATED TO THIS AGREEMENT, WHETHER ARISING OUT OF OR RELATED TO BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE) OR OTHERWISE, EXCEED 100% OF THE TOTAL OF THE AMOUNTS PAID TO THE COMPANY PURSUANT TO THIS AGREEMENT IN THE SIX-MONTH PERIOD PRECEDING THE EVENT GIVING RISE TO THE CLAIM.<\/span><\/p> (b)\u00a0 \u00a0 \u00a0 IN NO EVENT WILL THE COMPANY BE LIABLE TO CLIENT FOR ANY CONSEQUENTIAL, INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY OR PUNITIVE DAMAGES, WHETHER ARISING OUT OF OR RELATED TO BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE) OR OTHERWISE, REGARDLESS OF WHETHER SUCH DAMAGES WERE FORESEEABLE AND WHETHER OR NOT A PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, AND NOTWITHSTANDING THE FAILURE OF ANY AGREED OR OTHER REMEDY OF ITS ESSENTIAL PURPOSE.<\/span><\/p> (a) \u00a0 \u00a0 \u00a0 <\/span>Binding Effect; Assignment<\/span>. This Agreement shall inure to the benefit of and be binding upon the parties hereto and their respective heirs, legal representatives, successors and assigns. No party may assign any of its rights or delegate any of its obligations hereunder without the prior written consent of the other party; provided, however, that (i) the Company may subcontract all or certain of its obligations hereunder, and (ii) the Company may assign this Agreement to an affiliate or a purchaser of all or substantially all of the Company\u2019s assets, in which case the Company shall be released from all obligations under this Agreement. Any purported assignment or delegation in violation of this Section 12(a) shall be null and void. This Agreement is for the sole benefit of the parties hereto and their respective successors and permitted assigns and nothing herein, express or implied, is intended to or shall confer upon any other person or entity any legal or equitable right, benefit or remedy of any nature whatsoever under or by reason of this Agreement.<\/span><\/p> (b)\u00a0 \u00a0 \u00a0 <\/span>Governing Law; Jurisdiction<\/span>. This Agreement shall be governed by and construed in accordance with the laws of the State of Michigan, without giving effect to the conflicts-of-laws principles thereof. Any legal suit, action or proceeding arising out of or relating to this Agreement or any related transactions between the parties will be instituted in the federal courts of the United States of America or the courts of the State of Michigan, in each case located in the City of Grand Rapids, and each party irrevocably submits to the exclusive jurisdiction of such courts in any such suit, action or proceeding. The parties irrevocably and unconditionally waive any objection to venue of any suit, action or proceeding in such courts and irrevocably waive and agree not to plead or claim in any such court that any such suit, action or proceeding brought in any such court has been brought in an inconvenient forum.<\/span><\/p> (c) \u00a0 \u00a0 \u00a0 <\/span>Severability<\/span>. If any provision of this Agreement, or the application of such provision to any person or circumstance, shall be held invalid, the remainder of this Agreement, or the application of such provision to persons or circumstances other than those to which it is held invalid, shall not be affected thereby.<\/span><\/p> (d)\u00a0 \u00a0 \u00a0 <\/span>Counterparts<\/span>. This Agreement may be executed in one or more counterparts, each of which shall be deemed to be an original and all of which together shall be considered to be one agreement.<\/span><\/p> (e) \u00a0 \u00a0 \u00a0 <\/span>Amendments; Waivers<\/span>. This Agreement may be amended, waived, supplemented or otherwise modified only by a written instrument executed by the parties hereto. The waiver by any party hereto of a breach of any provision of this Agreement shall not operate or be construed as a waiver of any subsequent breach.<\/span><\/p> (f) \u00a0 \u00a0 \u00a0 <\/span>Entire Agreement<\/span>. This Agreement contains all of the terms agreed upon between the parties with respect to the subject matter hereof.<\/span><\/p>\t\t\t\t\t\t<\/div>\n\t\t\t\t<\/div>\n\t\t\t\t Terms & Conditions Updated December 20, 2023 KYNDA TERMS AND CONDITIONS \u00a0 \u00a0 \u00a0 \u00a0 \u00a0 Definitions. \u201cAgreement\u201d means, collectively, these Terms and Conditions (these \u201cTerms\u201d), the design and marketing agreement or other services agreement to which these Terms are attached (the \u201cServices Agreement\u201d) and any additional exhibits, schedules, documents or agreements referenced in these […]<\/p>\n","protected":false},"author":2,"featured_media":0,"parent":0,"menu_order":0,"comment_status":"closed","ping_status":"closed","template":"","meta":{"_acf_changed":false,"footnotes":""},"acf":[],"_links":{"self":[{"href":"https:\/\/kynda.co\/wp-json\/wp\/v2\/pages\/2126"}],"collection":[{"href":"https:\/\/kynda.co\/wp-json\/wp\/v2\/pages"}],"about":[{"href":"https:\/\/kynda.co\/wp-json\/wp\/v2\/types\/page"}],"author":[{"embeddable":true,"href":"https:\/\/kynda.co\/wp-json\/wp\/v2\/users\/2"}],"replies":[{"embeddable":true,"href":"https:\/\/kynda.co\/wp-json\/wp\/v2\/comments?post=2126"}],"version-history":[{"count":20,"href":"https:\/\/kynda.co\/wp-json\/wp\/v2\/pages\/2126\/revisions"}],"predecessor-version":[{"id":2738,"href":"https:\/\/kynda.co\/wp-json\/wp\/v2\/pages\/2126\/revisions\/2738"}],"wp:attachment":[{"href":"https:\/\/kynda.co\/wp-json\/wp\/v2\/media?parent=2126"}],"curies":[{"name":"wp","href":"https:\/\/api.w.org\/{rel}","templated":true}]}}