Kindred Terms & Conditions
These Terms are provided by NorthStar Media, LLC dba Kindred by K (“Kindred,” “we,” “us”). “You” means the business that signs a quotation with us.
1. How these Terms work
These Terms are part of every quotation you sign with Kindred (together, your “Agreement”). When you sign, you agree to the quotation and to these Terms. If the quotation and these Terms conflict, the signed quotation wins. These Terms keep applying if you add services later, so we don’t need to re-sign them each time. We may update these Terms from time to time. Updates won’t change an existing Agreement unless you agree in writing, but they will apply to new services you add after the update.
2. Our services
Scope. We provide the services listed in your signed quotation. Nothing else is included.
Additional services. If you ask for work outside the scope, we’ll quote it and confirm the price and scope in writing (email is fine) before we start. Once confirmed, it is covered by these Terms.
How we work. We decide the methods, tools, and processes we use to deliver the services.
Not exclusive. We may work with other clients, including in your industry. We won’t share your confidential information with them.
3. Getting started and timing
Start. We begin once your quotation is signed and your first invoice is paid.
Onboarding. We’ll send an onboarding questionnaire. Please complete it within one week of receiving it.
First post. Your first post is typically scheduled for about three weeks after we receive your complete questionnaire.
Content you ask us to publish. If you ask us to publish something specific, such as a project reveal or announcement, send us everything we need at least five business days before the publishing date.
Delays on your side. If access, materials, approvals, or feedback arrive late, the schedule moves accordingly. Posts we can’t publish because of a delay on your side are not a missed service, and we don’t owe make-up posts or credits.
Holidays. We don’t publish content on U.S. federal (bank) holidays unless we agree otherwise.
4. Your part
To do our best work, you agree to:
Give us access. Either share your account logins or add Kindred as a partner or admin on your accounts, whichever you choose. You keep ownership of all your accounts. We use access only to deliver your services and treat login as confidential.
Respond in a timely way. When we ask for your review or approval and don’t hear back by the deadline we gave, we may treat the content as approved or skip it.
Give us accurate, lawful materials. You confirm you own or have the right to share the photos, videos, logos, text, music, and other materials you give us. This includes permission from clients, homeowners, models, or anyone else who appears in or is featured in your projects. You are responsible for what your own business says about its services.
Follow the rules. You’re responsible for following the laws and platform rules that apply to your business, including advertising disclosure rules for sponsored or gifted collaborations.
5. Fees and payment
Monthly fee. For recurring services, we will invoice on the 15th of each month for the following month’s services. Invoices are due upon receipt before the service month begins.
Preferred payment method. Our preferred method is a QuickBooks recurring payment drawn automatically from the account you provide on the 15th of each month. By signing your quotation, you authorize these recurring payments until you pause or cancel under Section 6. You can change your payment method by telling us in writing before the 15th.
No refunds for started months. Work begins soon after billing so monthly fees are not refundable after the 15th.
One-time invoices. Pro-rated partial first months, projects, and one-off services are invoiced as needed and are due upon receipt. Larger projects may be invoiced in pre-determined and agreed upon installments.
Expenses. Costs outside your quotation fees, such as website hosting, ad spending, your preferred paid tools, stock content, etc., are not included. These fees are paid by you directly unless previously agreed upon in your quotation.
Unpaid invoices. If a payment fails or an invoice goes unpaid, we’ll let you know and may pause services until it is paid. A pause doesn’t extend your Agreement or create credits for posts not delivered during it.
Taxes. You’re responsible for any sales or use taxes that apply to your services.
6. Pausing, cancelling, and ending
Month-to-month. There is no long-term commitment unless previously agreed upon.
How to pause or cancel. Send us written notice (email is fine) before invoices go out on the 15th. We bill 15 days ahead of the service month, so this works out to about 15 days’ notice before the service month starts.
What does that mean in practice. Notice sent by March 14 means March is your last service month. Notice sent on or after March 15 means April is billed and delivered, and your services end April 30. Once a service month begins, we don’t stop it midway or refund it.
Mutuality. Kindred may end the Agreement on the same notice.
Ending for cause. Either of us may end the Agreement immediately with written notice if the other materially breaches it and doesn’t fix the problem within 10 days of receiving written notice. We may also end the Agreement immediately if you ask us to publish content that is unlawful, infringes someone’s rights, or violates platform rules, and you don’t correct it.
After it ends. We stop working, remove ourselves from your accounts, and securely delete any login you gave us. Amounts for services already delivered remain due. Once everything owed is paid, we’ll provide your final content and files on request.
What continues. Sections 4 (accounts), 5 (amounts owed), 7, 8, 9, 10, 12, 13, 15, and 18 continue after the Agreement ends.
7. Who owns what
Your content. You own your brand, your logo, your materials, and the final content we create specifically for you. Once you’ve paid for it, we assign to you all our rights in that final content, subject to this Section.
Our tools and methods. We own our templates, frameworks, systems, processes, formats, know-how, and anything we created before or outside your project (“Kindred Materials”). When Kindred Materials are part of what we deliver, you may use them as part of your content. You may not resell them or share them with others to reproduce our methods.
Third-party materials. We may use stock photos, fonts, music, templates, and tools licensed from others. These stay subject to their own license terms and may only be used in your accounts. Platform audio is licensed by the platform for use on that platform only.
Showcasing our work. You give us permission to use your business name, logo, and content we publish for you in our own marketing, such as our website, social media, portfolio, pitch decks, brochures, and internal materials (excluding confidential information).
8. Testimonials, references and referrals
On occasion, we may ask you for a testimonial, such as a quote, video, or reference for prospective clients. We’re confident you’ll be delighted with Kindred services, and we would greatly appreciate your referrals to prospective clients.
9. Confidentiality
What we protect. Non-public information you share with us, such as business processes, customer lists, pricing, project details, financials, unpublished plans, and trade secrets.
Our promise. We use it only to deliver your services and don’t share it, during the Agreement and afterward.
What isn’t covered. Information that is already public (including anything published on your accounts), that we already knew or developed on our own, that we received lawfully from someone else, or that we’re legally required to disclose.
Our work together isn’t a secret. We may say that you are a Kindred client (see Section 7).
Returning materials. When the Agreement ends, or when you ask, we’ll return or delete your files and materials. We may keep published content for our portfolio and copies we’re legally required to keep.
Our information. Please keep our pricing, quotations, templates, and methods confidential too, except with your own advisors.
10. Platforms and results
We don’t control Instagram, Facebook, or any other platform. Their algorithms, rules, features, and availability can change without notice, and accounts can be restricted or removed. We can’t guarantee followers, reach, engagement, leads, sales, or any other specific result, because results depend on many factors outside our control. We aren’t responsible for platform actions that aren’t caused by our breach of the Agreement, or for outages of third-party tools. Other than the promises in these Terms, we make no other warranties, express or implied.
11. Our promises to you
We’ll perform your services in a professional, workmanlike way.
We have no existing obligations that conflict with your Agreement.
We won’t knowingly infringe anyone’s intellectual property in original work we create for you, and we’ll follow Section 7 when using third-party materials.
We’ll take reasonable care to keep your login and information secure.
12. Limit of liability
Social media work involves factors we can’t control, so we limit our financial responsibility:
Cap. Kindred’s total liability for all claims related to your Agreement will not exceed the fees you paid us in the 3 months before the claim arose.
No indirect damages. Neither of us is liable to the other for lost profits, lost revenue, lost business, reputational harm, or indirect, special, consequential, or punitive damages, even if told they were possible.
What this doesn’t limit. Fraud, intentional misconduct, anything the law doesn’t allow us to limit, and your obligation to pay fees.
13. If someone outside our relationship makes a claim
You cover us for third-party claims, and related costs including reasonable legal fees, that arise from: materials or instructions you give us (including intellectual property, privacy, and permission issues); what your business says about its products or services; your unlawful conduct or gross negligence; or our use of your accounts as you’ve directed. This protection extends to Kindred, its owners, team, and subcontractors.
We cover you for third-party claims that original content we created from scratch for you infringes someone’s intellectual property, as long as you haven’t changed it and have used it as intended. This is subject to the cap in Section 12.
How it works. The covered person gives prompt written notice of the claim and reasonable cooperation. The covering party controls the defense, and neither of us settles a claim in a way that admits fault for the other without consent.
14. Our team
We may use employees, subcontractors, or partners, at our own expense, to deliver your services. They are not your employees, and we’re responsible for their work. We require anyone who has access to your information to keep it confidential.
15. Non-solicitation
While we work together and for 12 months after the Agreement ends, you agree not to directly or indirectly hire or engage any Kindred employee, subcontractor, freelancer, or other person who worked on your account or whom you met through Kindred, or to ask them to provide services outside your Agreement. This applies even if they approach you first. General job postings aren’t a violation, if you don’t hire a Kindred team member who responds without our written consent.
16. Independent contractor
Kindred is an independent contractor, not your employee, partner, or agent. We’re responsible for our own taxes and benefits.
17. Communication
Email and, where appropriate, virtual meetings are the primary forms of communication and during business hours, Monday through Friday. Texting, voice messaging, and other forms of communication should be reserved for rare quick or urgent updates. However, you can discuss your preferred methods, frequency and timing of communications with your assigned account manager to form a mutually agreeable plan.
18. Legal basics
Governing law and courts. New Jersey law governs your Agreement, without regard to conflict-of-law rules. Any lawsuit must be filed in the state or federal courts located in New Jersey, and you agree to those courts’ jurisdiction and venue.
Talk first. Before filing a claim, send written notice of the issue and give us 30 days to work it out in good faith. This doesn’t stop either of us from seeking urgent relief to protect confidential information or intellectual property.
Whole agreement. The signed quotation and these Terms are the entire agreement and replace earlier discussions and quotations.
Changes. Changes to your Agreement are valid only if confirmed in writing by both of us (email is fine).
Assignment and mergers. Neither of us may transfer the Agreement without the other’s consent, except to a successor in a merger or sale of the business. A merger or sale of either of us doesn’t end the Agreement.
If a part is unenforceable, the rest stays in effect, and a court may adjust that part so it can be enforced.
No waiver. Not enforcing a right doesn’t give it up.
Events beyond our control. Neither of us is responsible for delays caused by events beyond reasonable control, such as outages, natural disasters, or platform shutdowns. This doesn’t excuse payment of fees owed.
Notices. Notices can be sent by email to the addresses on the signed quotation.
Signatures. Electronic signatures and copies are valid.
Fair reading. Both of us had the chance to review these Terms, so no unclear wording is read against either of us.