TERMS AND CONDITIONS FOR USE OF MEMBERSHIP AREA

Updated 8.1.23

This Terms and Conditions of Use Agreement (“Agreement”) is a legally binding agreement between you (“you” “your” “customer” “client” “user” or “users”) and K.L. Randis (“us” “we” “our” “Owner” “Company”). This Agreement sets forth the terms and conditions for your use of this membership and all products and/or services included or provided in the future (“Product” or "Membership"). This Agreement is between you and the Company only, and not with any other person or entity. The Company is solely responsible for the services, content, and materials provided through the Membership. You acknowledge and agree to be bound by the terms of this Agreement.

This Agreement shall become effective between you and the Company by clicking “Complete Order” “Purchase” “Join Now” or any other phrase on the purchase button, entering your credit card information or other billing methods (either in full or partial payment) and may only be terminated for the reasons set forth below.

Please read these terms and conditions carefully before purchasing and accessing the Membership. We reserve the right to change, update or modify these terms and conditions by posting updates to the course platform, website, or via email. It is your responsibility to periodically review the terms and conditions and check for updates. Your continued use of the Membership constitutes acceptance of these terms, including any changes.

DISCLAIMER AND LIMITATION OF LIABILITY

This Membership is created by K.L. Randis in Pennsylvania K.L. Randis is not a professional mental health counselor, licensed psychologist, counselor or firm. This Membership is not legal or professional advice in areas of mental health, child abuse, etc; and the purchase of this Membership is not the purchase of legal or treatment services. Accordingly, the purchase and/or use of this Membership does not guarantee any results and is not to be relied on as legal, professional, or medical advice.

Nothing in this Agreement shall be construed as a promise or guarantee from using the Membership. The Company makes no such promises or guarantees. By signing up for the Membership, you acknowledge and agree to accept any and all risk associated with and arising out of your use of the Membership, whether foreseeable or unforeseeable. You agree that the Company will not be liable for any damages resulting from any delay or denial in the use of the Membership, any errors or system failures in the use of the Membership, any other failure of performance of any kind, or any use or misuse of the Membership and is at your own risk.

Personal statements (or statements about mental health/abuse/resources in the community) may be reported by the Owner but they are guidance only and is not a guarantee or treatment that you will have the same results that may resukt from working with a licensed professional. You acknowledge and agree that the Owner cannot guarantee your future results or success, financially, mentally, physically or otherwise. Your success is based on your own actions and not on the Membership. You acknowledge and agree that the Owner is not liable for the success or lack thereof of your business or personal life.

In no event shall the Owner be liable for any indirect, direct, special, punitive, exemplary, or consequential damages arising out of your use of the Membership. If no exclusion or limitation of liability is allowed, our liability is limited to the fullest extent permitted by law, and in no event shall our cumulative liability to you exceed the purchase price of one month of the Membership.

Your use of the Membership and any third-party content, websites or material linked through the Membership is at your own risk and is for educational purposes only. You acknowledge and agree that the Company is not responsible for your success or lack thereof in your business or individually.

There is no guarantee that you as a member will be available for every single session, call, discussion, or event scheduled in the Membership as scheduling depends on the availability of the Owner, other users, and outside guest experts.

Any statements made regarding improving your life, business, or career does not guarantee any result. This Membership is not meant to be a complete solution for any situation and does not make such promises or guarantees. If it your responsibility to obtain a professional if necessary in any legal, financial, medical, or health situation and the Company is not responsible for any outcome.

MEMBERSHIP ACCESS

This Membership may be transmitted by the Company through a third-party platform. The Company reserves the right to substitute service at any time, provided that it is of a comparable nature and value and it is reasonable for the Company to do so as determined by the Company, including editing, modifying or changing any of the content or services. Access is presently available to the Membership through SQUARESPACE and an exclusive Facebook Group ‘Spilled Milk Social’. The Company is not liable for any limitation of access to the Membership caused by a third-party platform. Access is granted in accordance with the terms of this Agreement to the user for the life of the users subscription to the Membership, or to the extent that the third-party platform remains in use and K.L. Randis continues to run this Membership. If the third-party platform does not remain in use or if access will be terminated by K.L. Randis, two months' notice shall be given before termination.

Accessing this Membership may require the creation of a username and password on a third-party platform, as well as providing additional personal information, including your name, address, email address, and other information. You agree to keep any information up to date, to not share this information with third parties, to use the correct information, and to use it only for the purposes intended. If your account becomes compromised at any time, you agree to contact us immediately and change your password. If you are unable to access the Membership at any time, please contact hello@klrandis.com.

Your purchase of the Membership gives you immediate access to the following (in no particular order or consistency):
*Mental health based discussions based on mutual availability of the membership users, poised in the Facebook Group;
*Book related discussions, polls, and/or lives;
*Access to group discussions including, but not limited to, mental health, physical health, parenting, marriage and relationship, & financial discussions scheduled based on the mutual availability of the membership users, recorded and uploaded to the membership portal and/or in the exclusive Facebook Group ‘Spilled Milk Social’;
*Access to a private community for all membership users, with separate channels for various business and social topics. Messages/Emails to Kelly will be checked and responded to accordingly within 5-8 business days, except for messages received outside of the Company office hours of Monday-Friday 10am-5pm EST;

*Members are not guaranteed ongoing discussion prompts, trainings, giveaways, money, or other perks as recognized within the terms and agreements. These are examples of offerings provided by the membership when and if they are available. Members understand there is no minimum or otherwise guaranteed expectation of content that is to be provided.
Access to a portal via Squarespace with recordings from calls, trainings, templates, and any other resources provided.

MEMBERSHIP USER DUTIES AND RESPONSIBILITIES

Members with NO PROFILE PICTURE OR OTHER SOCIAL MEDIA PRESENCE: You will be required and instructed to send a picture of yourself to one of the admins to verify your identify. Requests can include but are not limited to specific instructions on what to include in the selfie, additional proof of identify via drivers license, other social media platforms, LinkedIn accounts that have an active 2+ year history etc; No refunds will be given for members unwilling or unable to verify their identity prior to access to the group and member content.

You agree to refrain from abusive or unprofessional conduct, behavior or comments towards the Owner or any other user of the membership. The Owner has a no tolerance policy for racism, bullying, abusive, harmful or hurtful comments or conduct and reserves the right to immediately terminate this agreement without notice. In the event the Owner terminates this agreement under this section, the user shall remain liable for any remaining payment owed and is not eligible for any refunds regardless of when during the billing period this agreement is terminated.

You agree not to upload, post, submit, share, or otherwise transmit any content that contains a virus, or any other computer software intended to damage or interfere with the membership portal, software or its content. You agree not to upload, post or otherwise submit any content that is unlawful, threatening, infringes on any intellectual property or other rights of any other person or entity, or violates any law, rule or regulation, violates any of the terms in this agreement, or that is false, misleading or deceptive.

You agree not to spam or send any unsolicited messages, emails or other communications to any other user of the membership.

INTELLECTUAL PROPERTY - LICENSE AND RESTRICTIONS

The Membership contains intellectual property that belongs to the Company. All rights reserved. Purchase of the Membership grants to you a limited, revocable, non-exclusive, non-transferable license to use the Membership and its contents for the individual purposes intended. This does not grant you a license to sell, rent, copy, share or otherwise transmit or disseminate the Membership or any materials provided in connection with the Membership, with anyone else for commercial or non-commercial use. Any content from the Membership may not be reproduced, republished, uploaded, posted, transmitted, screenshotted to be shared, distributed or publicly displayed in any manner without explicit written permission from the Company.

Any violation by you of the license provisions contained herein may result in immediate termination of your license to use the Membership, and your access to use will be revoked. Violating this license may result in charges to you from the Company for the license you sold, shared or otherwise transmitted. We reserve the right, title and interest not expressly granted under this license to the fullest extent permitted under applicable laws.

You acknowledge that the intellectual property contained in the Membership is the property of the Company and may be protected by applicable copyright and other intellectual property laws and subject to use restriction under those laws. The Membership may contain trademarks, service marks, graphics and logos that are the property of the Company. Your purchase does not grant you license to use such.

You acknowledge and agree that if there is any intellectual property in the Membership that is from a third-party, your use of the Membership does not give you ownership rights or license to use such. You will not distribute, save, circulate, download or otherwise share any property under the Spilled Milk Social paywall. Breach of this clause could result in legal action including but not limited to lost sales, memberships, etc for books, chapters, audio files or other.

PAYMENT POLICY

You agree and authorize the Company to charge your designated payment type (credit card or other billing methods) for the full purchase price of the Membership (in the amount of monthly, six month, or yearly basis) without additional separate authorization. You understand that by making the first payment you are signing up for and agreeing to a recurring payment and acknowledge that your payment method used during the initial payment will be saved and used for the recurring payments until cancellation. Canceling a membership must be done via the portal on KLRandis.com by signing in and manually canceling the membership via signing in to your account. Due to the volume of members, individual requests for us to cancel the membership via emails, Dms on social media, etc are not accepted, however we will provide the member with specific cancellation procedures if emailed with no guarantee an admin will respond in time prior to additional renewals.

[PLEASE NOTE]: Those who originally purchased a monthly membership will be grandfathered into their subscription until it is canceled via the member, including cancellation due to non-payment. Members in good standing would then need to sign up on one of the newer plans if their grandfathered plan has lapsed.

If payments fail for any reason (updated credit card is needed, payment information update is required, credit card expired, etc), you agree to resolve it immediately, within 3 business days. Although there is a 3 day grace period before revoking access entirely, access will be suspended immediately upon the failed payment until remedied. If your billing method is not updated or fixed within 3 business days, access to the Membership will be revoked. If you would like to sign up again for the Membership at that time, it will be subject to the terms and conditions at that time.

If payment fails for any reason and is not remedied immediately within 3 business days, no further content of the Membership will be delivered to you and you will be removed from any Member areas or groups until a new payment method is applied to your account. We can not accept direct messages on social media or via email accounts to cancel memberships for security purposes, only emails sent to hello@klrandis.com will be responded to with support or help to cancel your membership. Additionally, upon canceling your membership, failure to email your IG handle + FB name as it appears in the Fb group could postpone any cancellations as you are seen as an active participating member in the system. 

You agree to not make any chargebacks to the Company’s account or cancel your credit card or billing method used without the prior written consent of the Company. In the event a chargeback or merchant dispute is commenced by you with your financial institution for the services received under which payment was owed and you are successful in recovering these funds, the Owner will provide this contract to the financial institution as well as evidence of your receipt of services (the Membership).

You agree to pay for any fees associated with the Company having to recover payments, including but not limited to, collection fees and attorneys’ fees. The Company reserves the right to report any chargeback incident to credit reporting agencies as a delinquent account.

If you would like to make any updates to your billing method, please contact the Company at hello@klrandis.com prior to your next billing date or manually change it in the portal via the link you received upon signing up for the Membership. If you contact us within 5 days of your next billing date, a change may not take place until the following month and you are still responsible for the recurring charges.

REFUND & CANCELATION POLICY

Due to the digital nature of some of the content included, the confidential information disclosed upon joining, and immediate access to resources, calls, and the community, no refunds will be provided under any circumstances. Please note, if you cancel or a membership is revoked due to non-payment and your IG or Fb name has changed and admins are not notified upon canceling you will be permanently banned. If you missed payments previously for 10 days or less, you have the option to sign up in the future. If you are more than 10 days overdue, you must bring the account current and be invoiced for any months missed in addition to purchasing a year membership. Admins have the final right of refusal to allow this bypass and/or to deny access without refunds to memberships based on previous non-payment, banned member status, etc.

In the event you cancel your membership it is the customers responsibility to email the admins at hello@klrandis.com to provide the full name to be removed from the Facebook group and Instagram handle to be removed from ‘Close Friends.’ This is especially important if your billing name does not match your social media names (EX: Kathy Smith is ‘Kayyyy Leigh’ on Fb/IG). Charges could still occur if you fail to do so as you are seen as an active participant within the community if you do not provide the proper information at cancelation to remove you fully from the community.

In the event customer does not notify admins that they have canceled their membership, if they signed up again under another name and/or email to bypass access when a membership has been canceled or revoked, or membership was revoked due to non-payment, insufficient funds, or violation of terms and conditions and member does not financially rectify old membership past due amounts then the customer will be NOT be refunded membership fees for new accounts made.

CONFIDENTIALITY

“Confidential information” shall mean proprietary information about the Owner, including but not limited to information relating to the Owner’s services, business and operations, including but not limited to business plans, sources, strategies, trade secrets, procedures, marketing, sales, data, all other non-public information, and know-how or other intellectual property that may be communicated to you in any manner. All confidential information disclosed to you shall remain the property of the Owner without prior written consent. You agree not to disclose or use any confidential information in any manner other than what is permitted under this agreement for the use of the services, or as required by law. Confidential information does not include information that is already known to the public through no fault of yours or through no breach of confidentiality, received from a third party that had the right to disclose such information, or was already in your possession prior to the disclosure. You shall take reasonable steps to safeguard confidential information and to protect the accidental or unlawful disclosure of the Owner’s information.

“Confidential information" shall also include information relating to other users of this membership, including any information relating or involving personal information, personal health information, financial, business, or other non-public information communicated in the group in any manner. All confidential information disclosed within the group by any participating member shall remain property of the disclosing member without prior written consent, and shall not be disclosed or used in any manner other than as permitted in the membership.

Unauthorized use or disclosure of confidential information by you in violation of this agreement is a breach of this agreement, which may result in irreparable harm to the Owner and may be subject to legal action to (1) prevent any further breach of the agreement and (2) any other remedies available in law or equity.

The terms of this section of the agreement shall survive the termination of this agreement.

TERMINATION

If access to the membership is revoked by the Company due to a breach of one or more of the provisions contained in the agreement, the Company may cancel your membership immediately by providing written notice to you, and you shall remain liable for any outstanding payments that have already been charged even if your billing method declined for any reason.

You have the right to terminate your membership at any time for any reason whatsoever upon written notice to the Owner; however, termination of this agreement does not discharge you from payment made prior to request for termination. Written notice must be given via email at least 5 days prior to your next billing date in order to not be charged for the next billing cycle. Please note, to prevent people from bouncing "in and out" of the membership to utilize membership perks like discount codes, giveaways, etc; if you cancel or a membership is revoked for any reason there is a 3 month waiting period should you want to re-enroll at a later time.

You have the right to terminate your membership at any time for any reason. If you would like to cancel your membership, please either use the link in the invoice you received after any payment was made, or by emailing hello@klrandis.com.  After cancellation, you will no longer be able to access your membership benefits.

To prevent abuse of the membership group perks of discount codes, perks in any given month for giveaways, in the event a member signs up utilizing the 6 month plan and immediately cancels, they will have to wait a period of 6 months from the time of cancellation before being allowed to sign up again.

PROHIBITED USE

You acknowledge that the Membership and any connected third party sites are to be used for the purposes intended above and not for any unlawful purpose or any purpose prohibited by the terms of this Agreement. The Owner reserves the right to terminate your access to the Membership without notice if your use has not been in accordance with the terms of this Agreement. This includes transmission of any viruses, worms or other destructive codes.

The Membership is intended solely for users who are eighteen (18) years of age or older. Your purchase and use of this product is your representation that you are at least 18 years of age. Members agree and understand that immediate removal and ban of membership will occur if information, pictures, data, documents or any other information provided or shared as a member perk is shared, downloaded, screenshots taken, etc. I.E; If it happens in the group, it stays in the group, no exceptions!

INDEMNIFICATION

You acknowledge and agree to indemnify and hold the Owner harmless, including costs and attorneys’ fees, from any damages, losses, liabilities, costs, claim or demand made against you due to or arising out of your use of the Membership or your violation of this Agreement; any infringement of third party rights by you arising out of your use of the Membership, such as any intellectual property or other rights of any person or entity arising out of or related to any Memberships or services purchased by you in connection with the Membership or offered by a third party through the Membership.

ATTORNEY’S FEES

Any legal fees incurred due to the enforcement of this agreement by the Owner, if prevailing, shall be entitled to recover its reasonable attorney’s fees and costs from you. This includes collection fees and costs incurred by the Owner in collecting payment of any amount due under this agreement.

NO WARRANTY

The Membership is provided “as is” and without any warranty of any kind, express or implied. The Owner does not warrant or represent that the Membership to always be complete, free from errors or omissions, accurate, or up-to-date at all times.

FORCE MAJEURE

The Owner shall be liable for any failure or delay in performance of any obligation under this agreement, if the failure or delay in performance is due to any cause beyond our reasonable control, including, but not limited to electronic or communication failures, electrical outages, network failures, pandemics, floods, acts of God, or other similar or different occurrences beyond the reasonable control the Owner. Force majeure events shall not include a party’s financial inability to perform its obligations under this agreement.

SEVERABILITY

If any provision of this Agreement is held, in whole or in part, to be unenforceable for any reason, the remainder of that provision and of the entire agreement will be severable and remain in full force and effect.

ASSIGNMENT

This agreement is between you and the Owner only, and not any other person or business entity. This agreement may not be assigned or transferred to any other person or entity without the express written consent of the Owner.

WAIVER

You acknowledge and agree that the failure of the Company to enforce any provision of this Agreement shall not be deemed a waiver of the Company’s rights under this Agreement to subsequently enforce any provision of this Agreement.

NON-DISPARAGEMENT

You agree to refrain from making any disparaging comments or statements about the Owner or the Membership, products or services that negatively affect the Owner’s business, services, products, or reputation. Notwithstanding the foregoing, nothing in this agreement shall preclude you from making truthful statements that are either required by applicable law, regulation or legal process; or for the purpose of communicating a review of the Owner’s goods and/or services.

NOTICE

Any notice, demand or other communication shall be delivered in writing to:
K.L. Randis
PO BOX 938

Kresgeville PA 18333
hello@klrandis.com

GOVERNING LAW

This Agreement is governed by the laws of the State of Pennsylvania. By purchasing our products/services, you agree that any and all disputes arising out of or in connection with this Agreement shall be brought exclusively in Pennsylvania, to the exclusion of all other courts of any jurisdiction in any other state or country. You agree to waive any objections as to personal jurisdiction or venue and as to any claimed inconvenience of the chosen forum.

HEADINGS

The headings used in this agreement are for convenience and reference purposes only and shall not affect the construction or interpretation of this agreement.

ENTIRE AGREEMENT

You acknowledge and agree that this Agreement contains the entire agreement of the parties. No other agreement, statement, or promise made on or before the effective date of this Agreement will be binding on the parties.