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Terms and Conditions

TERMS AND CONDITIONS OF INFOMEDIAPR SERVICE CONTRACT

INFOMEDIAPR IS AN EXCLUSIVE BRAND, BUSINESS AND PRODUCT OF CMI DIGITAL MEDIA, LLC.

This document contains the Terms and Conditions of the Service Agreement for advertisement(s) and/or publication(s) of client’s business, business profiles, products, services, brands in digital platforms, in digital media, and/or printed media among other services and products. The Products and Services include all digital media service(s) and/or products offered by InfomediaPR and also includes the presence and advertisement of businesses in the digital directory platform INFOPAGINAS.com, "Digital Services", "Digital Content Creation for Social Networks", "Advertising Campaign" and/or "Printed Directory", separately, and collectively, "Service" or "Services" of InfomediaPR (the "PROVIDER"). These Terms and Conditions shall be enforced from the moment the Services Contract is signed by the authorized person (the "CLIENT") and accepted by the PROVIDER. The PROVIDER reserves it’s right not to provide the Services to the CLIENT if the latter is in arrears of its payments or for any reason that the PROVIDER, at its sole discretion, deems appropriate. Neither Party shall be bound by any oral agreement that amends, cancels, adds or changes what has been agreed upon under the Service Agreement and/or the terms written and agreed herein. No agent or employee of the PROVIDER is authorized to change any of the terms agreed upon without written authorization from management. The CLIENT agrees and acknowledges that InfomediaPR is an exclusive business, product and trademark of CMI Digital Media, LLC.

1. Term of the Services Agreement. The term of the services, products and all digital advertising agreement is for a minimum term of twelve (12) months, unless the Services, Product and Digital Advertising Agreement signed by the CLIENT indicates a different term. The term of the Service Agreement begins at the signature date of the Service Agreement. The CLIENT agrees and acknowledges that the PROVIDER, at its sole discretion, will decide when the Service and/or digital product advertising will be published or will enter into effect; the CLIENT accepts that the initial projected date may vary, however, it shall not exceed a term of three (3) months later than the initial projected date. All Services, products and/or digital advertising shall be published and in circulation for no less than a twelve (12) month period, unless otherwise agreed to by the parties in the Services Agreement. Any delay in the rendering of the Service in the digital media, printed directory publication and/or the delivery of any service contracted by the CLIENT does not grant the CLIENT the right to request a refund or the termination of the agreement. THE PROVIDER reserves the right to make special offers at any time that may result in a delay of the Payment Commencement Date. The PROVIDER may excuse the payment of deposit or other payments or charge a reduced or discounted fee, among other possible outcomes due to a delay.

2. A proof of publication on the Service, product or digital publication – if applicable – will only be sent to the CLIENT unless a written request is delivered to the PROVIDER. However, if a publications or advertisement test is sent to the CLIENT for verification and it is not returned by the date indicated on the test sheet, the CLIENT agrees and acknowledges that the PROVIDER shall conclude that the test is correct and approved. THE CLIENT accepts and acknowledges that THE PROVIDER may, in its sole discretion, carry out the advertising test via email, text, through the WhatsApp platform and thru any other electronic means selected by THE PROVIDER. The PROVIDER reserves the right to reject any data or information that may be objectionable. 

3. The name of the company, its address, telephone numbers and any other information provided by the CLIENT in this Service Agreement, will be used as the correctness criteria in each of the Services to which the CLIENT subscribes. The PROVIDER is not responsible for changes made by the CLIENT, such as changes in: their name, address or telephone numbers that have not been notified and/or updated in writing to the PROVIDER. It is the CLIENTS's responsibility to inform the PROVIDER in writing of any changes in the aforementioned data at least sixty (60) days prior to the date of publication of the products. It is also the CLIENTS's responsibility to keep its information up-to-date on the Digital Services in accordance with the procedure applicable to the Service (either by submitting changes to servicioalcliente@infomediapr.com or through any other page authorized by the PROVIDER for access or as required by the Service). Changes made by the CLIENT to their name, telephone numbers, address and other information or changes resulting from any other event, such as ending and closing business operations after having signed this Service Agreement, shall not constitute a reason to cancel, modify or annul the agreement reached by the parties. In any event in which the CLIENT, for any reason, ceases to operate the advertised business, the CLIENT will continue to be bound by the agreement and the payment for the balance outstanding will be due until the expiration of the contracted Service’s term. Disconnection or interruption of the CLIENTS's telephone service does not relieve or waive the CLIENT’s obligation under this Service Agreement. 

4. If for any reason the PROVIDER does not publish the CLIENT's advertisement and/or does not provide the agreed Service or product, the CLIENT accepts and acknowledges that the PROVIDER's liability will be limited to reimbursing the CLIENT exclusively for the payments made to the PROVIDER for said publication or advertisement not rendered. A refund of payments made to PROVIDER for the unpublished ad shall be the sole and exclusive remedy available to CLIENT for any violation of this Services Agreement. If the refund is made by check and the CLIENT does not cash it on or before six months from the date of issuance, the PROVIDER may withhold $50.00 from the amount of the check by having to replace it with a new check to cover the administrative expenses incurred by the PROVIDER. 

5. In any and all cases in which the CLIENT practices a profession licensed by the laws of Puerto Rico, the CLIENT guarantees that the necessary license and/or permits are current and active and agrees to provide its license or permit number in order to be included in the advertisement and/or profile, in accordance with the law and regulations. The CLIENT certifies that he/she has all the professional licenses, professional degrees or the expertise advertised. 

6. The CLIENT guarantees and warrants (i) that they have full power and authority to use or distribute the illustrations, texts, trademarks, trade names, intellectual property, and any other information provided for the advertisement and/or profile that will be published as a result of their ownership or having the proper authorization for its use; (ii) that all information provided for the advertisement and/or profile to be published is correct and true; and (iii) that they are in compliance with all laws and regulations applicable to their business and/or profession. The CLIENT agrees to immediately notify the PROVIDER in writing if there is any change in authorization, use and/or ownership rights. The CLIENT guarantees and warrants that (iv) it owns all the rights and authorizations, and is in their best interest to sell the products and services reflected in the advertising and on any digital platform where it publishes such products and/or services; (v) CLIENT guarantees and warrants that they are the author of all content that it proposes to advertise and has sole responsibility for recording and protecting such content, or that they are authorized by its author to reproduce, prepare derivative works, and distribute copies of the content, and herein authorizes PROVIDER to do so. (vi) The CLIENT guarantees, represents and warrants that CLIENT's content, posting, advertisement and its use will not violate any trademark, trade name, copyright, right of publicity, right of privacy, patent, or other intellectual property of any third party, will not constitute a misleading advertisement or unfair practice, and will not violate any other rights under applicable laws. THE CLIENT accepts and acknowledges that THE PROVIDER is not responsible for the correctness and veracity of the evidence provided by THE CLIENT, therefore, THE CLIENT absolutely and continuously relieves, waive all responsibility and hold harmless the PROVIDER of any claim made by third parties.

7. Copyrights. The CLIENT assumes full responsibility for the protection of its copyrights within any media, content, written material, illustration, design, map, photograph or combination of the foregoing that is included in any publication or advertisement. THE CLIENT agrees to defend, indemnify, and hold harmless the PROVIDER, its Agents, Officers, Employees, Shareholders, Affiliates and/or Subsidiary Companies from and against any and all claims, lawsuits, losses, damages, and judgments that may arise in whole or in part due to: (i) unauthorized use of content by the CLIENT and/or any other violation made by the CLIENT, including but not limited to, copyright infringement, unauthorize clippings, unauthorized use of content, Illustrations, rights of publicity, names or others; (ii) any claim due to infringement or violation of intellectual property made by the CLIENT, including but not limited to legal infringement of patent, trademark, copyright or any other intellectual property or proprietary right of a third party; and (iii) any other claims that may arise due to the publication of the CLIENT’S advertisement and/or profile. In addition, the CLIENT also agrees to pay any and all expenses that PROVIDER may incur in defending these claims, such as legal fees, costs, expenses and attorneys' fees.

8. The CLIENT agrees to take full responsibility for protecting its interests and contents in any and all media, content creation, writings or illustrations in its advertisement and profile and hereby authorizes the PROVIDER to copy or reproduce the advertisement appearing in the directory and/or the profile appearing on the Digital Services. The CLIENT authorizes the PROVIDER and its contractors to copy or reproduce the digital data and content. This right is extended free and waives any and all payment or royalties.

9. Design and/or Art for Services, Content creation, Products and Digital Advertising: The parties agree that an original work of art or design prepared by the PROVIDER, a third party or a printing company at the request of the PROVIDER and in connection with the advertisement and/or Service to be advertised on the digital platforms, printed and digital directories or the profile to be displayed on the Digital Services, including but not limited to tangible and intangible material of any kind (including, but not limited to, texts, graphics, art, maps, photographs, designs, fonts, recordings, source codes, article codes, websites, emails, links, video, audio, metadata, keywords and other materials) may be considered the property of the CLIENT. Unless otherwise agreed by the parties, URLs, domains, email accounts, websites and digital campaigns shall be the exclusive property of the PROVIDER. THE CLIENT agrees and acknowledges that the PROVIDER reserves their right to amend or change the art, content, or design if it does not meet the digital design requirements defined by the industry standards. The CLIENT accepts and acknowledges that they have no right of ownership over the advertisement until they issue the full payment of the balance of this Service Agreement. The CLIENT will have the opportunity to acquire the domain for the amount of ninety-nine dollars $99.00. 

10. Payment Terms and Fees. THE CLIENT agrees to pay all charges and fees included within this Services Agreement. Charges may include sales tax, excise tax, state and federal taxes, or other similar taxes. All Service charges will be collected by automated electronic debit. When the invoice is delivered, said invoice must be paid at the time of submission of the invoice. Any outstanding balance in excess of thirty (30) days after the submission or notification of the invoice will be subject to a late fee of 1.5% per month or the highest rate permitted by law, until the balance is paid in full. THE CLIENT agrees and authorizes the PROVIDER to collect current, outstanding and/or overdue charges, as well as any charges and/or penalties, from any bank account provided by the CLIENT or from any credit card as provided by the CLIENT to agents and/or employee(s) of the PROVIDER. If the CLIENT makes any payment by check and the check is returned due to insufficient funds, the PROVIDER will charge a twenty-five-dollar ($25) processing fee. The CLIENT acknowledges that issuing, endorsing or delivering a check, draft or order for the payment of money knowing that they do not have sufficient funds in the banking institution may be criminally prosecuted in accordance with Article 222 of the Penal Code of Puerto Rico, as well as any other applicable legal provision. The CLIENT accepts, acknowledges and approves that if the corresponding payments is not made, the debt will be considered final and its collection enforceable by law. The CLIENT accepts, acknowledges and approves that any other outstanding balance will also be considered final and its collection enforceable by law. THE CLIENT accepts, acknowledges and approves that any and all balance outstanding will be collected and executed in accordance with the means established by law. For such execution, an additional charge of thirty-three percent (33%) of the total due is set as collection and execution expenses, which will be final and payable at the time of requesting execution for non-compliance with the terms of this Service Agreement. The CLIENT will be responsible for updating and notifying any and all changes to the bank account where the authorized electronic debits are being made in order to maintain the monthly collection of the advertising without interruption.

11. Acceleration of outstanding balance. If the CLIENT fails to pay any monthly charges, the PROVIDER may declare the CLIENT delinquent, resulting in the acceleration of charges up to the final overdue debts. The PROVIDER is herein authorized to immediately request full payment of the remainder of the term of the Services Agreement, legal fees and processing fees incurred in the collection of outstanding debt, pursuant to Section 10 of this Service Agreement. THE CLIENT agrees and authorizes the PROVIDER to collect current, outstanding and delinquent charges and fees from any bank account or any credit card provided by the CLIENT to the PROVIDER, agents or employees of the PROVIDER.

12. Cancellation – Each CLIENT shall have fourteen (14) calendar days, from the date of signing this Service Agreement, to cancel the contract without penalty and in such case, the PROVIDER will return the deposit received by the CLIENT upon signing this Service Agreement. Any cancellation request must be submitted in writing by certified mail with return receipt requested, or by e-mail, and the CLIENT must retain evidence of the submission and certification of cancellation by the PROVIDER in case of future claims. The CLIENT accepts and acknowledges that this Services Agreement shall remain in force and is binding until the PROVIDER so certifies the cancellation thereof in writing. Any communication pursuant to this section shall be sent to the following e-mail address servicioalcliente@infomediapr.com with attention to CUSTOMER SERVICE and entitled CANCELLATION OF CONTRACT or to the following postal address: InfomediaPR, #90 Calle San Martín, Edif. Rodval Suite 201 Guaynabo, PR 00968-1401. If the CLIENT wishes to cancel the Services Agreement after the first 14 calendar days, but prior to the expiration of the term of the Services Agreement, the CLIENT will be subject to an early termination penalty ("Early Termination"). The Early Termination penalty is calculated as sixty-five percent (65%) of the total monthly charges remaining over the term of the Service Agreement. Any cancellation request must be submitted at least thirty (30) days in writing, either by email or certified mail with return receipt requested, and the CLIENT must retain evidence of the submission and certification of cancellation by the PROVIDER, in case of future claims. The CLIENT agrees that this Services Agreement shall not be terminated until certified in writing by the PROVIDER. 

13. Automatic Renewal and/or Subscription. By signing this Services Agreement, the CLIENT accepts and authorizes the automatic renewal and/or subscription of this Services Agreement for successive terms of thirty (30) days. Furthermore, with the automatic renewal and/or subscription of the Services Agreement, the CLIENT accepts and authorizes the renewal of the payment authorization sheet by the means agreed in the Services Agreement, including electronic means, until the cancellation of the subscription or automated renewed Service Contract. To avoid automatic renewal and/or subscription of the Services Agreement and payment authorization, the CLIENT must give written notice of its decision not to renew at least thirty (30) days prior to the end of the term of this Service Agreement. The CLIENT agrees that this Services Agreement shall not be terminated until certified and notified in writing by the PROVIDER. If PROVIDER does not receive written notice, CLIENT shall be deemed to agree to renew the Services Agreement at PROVIDER's sole discretion and such renewal shall be at the rate and charges active and prevailing at the time for the new Service Agreement. It shall be the sole responsibility of the CLIENT to give written notice in accordance with the foregoing provisions that it will not be renewing this Service Agreement. The PROVIDER reserves the right to: (i) not renew the Services Agreement or any portion thereof; and (ii) remove or modify any terms, conditions, standards, specifications, products, headings, or posting policies relating to the Listing or Services, upon written notice prior to the commencement of any renewal term. Any communication pursuant to this section shall be sent to the following e-mail address servicioalcliente@infomediapr.com with attention to CUSTOMER SERVICE and entitled CANCELLATION OF CONTRACT or to the following postal address: InfomediaPR, #90 Calle San Martín, Edif. Rodval Suite 201 Guaynabo, PR 00968-1401. 

14. Disconnection of Services (Generally): The CLIENT agrees and acknowledges that the PROVIDER shall charge the CLIENT for expenses, costs, attorneys' fees and collection agency fees incurred in attempting to collect an outstanding debt. The CLIENT also agrees that, in the event of legal or court expenses incurred in enforcing the terms and conditions of the Agreement, including the collection of what is due, the CLIENT agrees to pay the attorney's fees, legal expenses and any other expenses incurred by the PROVIDER, including interest for late payment, legal interest, costs and attorney's fees as part of the filing of a legal claim. In the event that the PROVIDER has to resort to the collection of monies owed by the CLIENT or due to other breaches of the Agreement, the parties voluntarily submit to the jurisdiction of the Court of Justice of Puerto Rico, San Juan Court. 

In the event that the CLIENT fails to pay any monthly charge, the CLIENT consents and acknowledges that the PROVIDER may suspend any Service that is being provided to the CLIENT. The CLIENT waives their right to any cause of action or claim for the suspension of services due to an unpaid balance. The CLIENT acknowledges, understands and agrees that the PROVIDER has the right to disconnect the Digital Services in any of the following circumstances: (i) the CLIENT requested the cancellation of the Services Agreement within the 14-day term provided in this agreement, or (ii) the CLIENT maintains an outstanding balance,  for the Services, longer than sixty (60) days. The CLIENT agrees that it has no rights to the digital or promotional material developed by the PROVIDER during the course of providing Digital Services and the PROVIDER is under no obligation to deliver any digital or promotional materials, other than those originally provided by the CLIENT. Digital or promotional material includes (but is not limited to): URLs, domains, email accounts, websites and mobiles, videos, photos (except those shared by the CLIENT), illustrations, artwork, promotional texts, online account credentials (social media or dedicated) created in the name of the CLIENT, online and mobile keywords and any other developed by the PROVIDER.

15. Service Contract Rejected for Non-Payment: If the CLIENT fails to comply with the deposit of the Service Contract, the PROVIDER may cancel the Service Agreement.

16. Transfer (Assignment). This Service Agreement is binding between the CLIENT and the PROVIDER and any change of ownership, name, management or operating team of the CLIENT’s business does not dissolve or invalidate the terms and conditions within this Services Agreement. In the event that the CLIENT, for any reason, ceases to operate the advertised business, the CLIENT  continue to have the obligation of payment of the entire Service Agreement until the expiration of the contracted edition(s) and/or contracted Service(s). This Services Agreement may not be transferred (or assigned) by the CLIENT without the written consent of the PROVIDER, who in turn will not withhold its consent without reasonable cause. This Services Agreement may be transferred (or assigned) by the PROVIDER. 

17. Policies. The PROVIDER reserves the right to revise and amend its policies and practices for providing Services, including the right to revise and amend its categories and headings within its Services and to place the CLIENT's advertisement and/or profile within the appropriate category or header, based on these revisions. The PROVIDER does not guarantee that it will be able to provide the CLIENT with proof of advertising on the services and/or digital products. 

18. Placement. The PROVIDER does not guarantee any specific position in any digital media or printed page, for advertising or promotional purposes, nor does it guarantee that the advertising or promotion will appear in any particular or predefined sequence, within a category, header or digital platform. 

19. The CLIENT accepts and acknowledges that it may receive notifications by text message (SMS) and/or other messaging applications including, but not limited to WhatsAPP, Google Hangout, Slack, or email, since some of the Digital Services require communications sent through the aforementioned platforms or any other means identified and used by PROVIDER. (a) The PROVIDER is not responsible for any service failure by wireless carriers and/or any other party that may interfere with data service, text messaging and/or cell phone service, or email delivery that, in turn, affects the rendering of the Digital Services. (b) In the event of a Disconnection of Customer Service, PROVIDER shall cease dispatch of any text or email alerts from or to that CUSTOMER. (c) The PROVIDER follows the privacy regulations of the cellular operators and the MMA (Mobile Marketing Association). For this reason, the PROVIDER does not share personal information, specifically cell phone number, or email address with any person, company, entity or CUSTOMER except when: (i) there is consent from the user, (ii) the information is used by select third parties performing services for the provider, (iii) it is a legal requirement, or (iv) to protect the rights and property of the PROVIDER and the rights and property of users of the company. (d) The PROVIDER is not responsible for the veracity of the content of text messages and/or e-mail sent as part of the Digital Services. Customer shall be responsible for honoring and fulfilling any offerings of products and services made through the Digital Services. (e) From time to time, the PROVIDER will make available to the CLIENT a tool for the CLIENT to send text messages or emails directly to their user(s). Such messages imply a prior understanding or agreement between the CLIENT and the end user, where the end user understands and agrees to receive Text messages or emails. The PROVIDER only provides the tool but does not define the content or frequency with which these messages are sent. (f) The CLIENT acknowledges and agrees that they are unauthorized to send text messages or e-mails that: contain pornographic, obscene or profane material; contain material that is sexually explicit; that is illegal, abusive and/or threatening in its content; that are harmful to minors; that may be fraudulent, false or misleading; that promote violent behavior and/or vandalism; that violates the copyrights or trademarks of others; that contain self-replicating or executing code.

20. Agreement on Elements and Conditions of Contracted Services: By signing this Services Agreement, the CLIENT agrees that it provides the PROVIDER with digitized or printed graphic elements (photos, logo, slogan, etc.) for the creation of its products. If the items are not delivered within five (5) business days from the date of signing this Service Agreement, the CLIENT authorizes the PROVIDER to use generic items (stock photos, basic logos, and slogan based on the main category of their business). This will help to continue the process of creating the Services contracted by the CLIENT. The CLIENT accepts and acknowledges that they must deliver a reliable copy of their current Merchant Registration during the contracting of Google My Business – GMB and in the same way the CLIENT acknowledges that said product does not constitute a trademark, product and/or service of CMI Digital Media, LLC. The CLIENT accepts and acknowledges that it must provide all the necessary credentials corresponding to its social networks, websites and/or domains necessary for the PROVIDER to have access to the social networks, websites and/or domains and to provide the Services, products and/or digital advertising contracted.

21. Responsibility for the quality of our CLIENT's work and content: The CLIENT authorizes the SUPPLIER to carry out a verification process, which includes, but is not limited to, verification of licenses when applicable, referrals and complaints by clients. In no event shall the PROVIDER be liable for compensating or repairing any damage caused by the work of a CLIENT to a user and/or customer. The CLIENT is solely responsible to the users for whom they provide services, as they are hired by the user and or customers. In other words, the user or customer do NOT hire the PROVIDER, hence the CLIENT and the PROVIDER are not related in any way to the process of carrying out the work required by the user or customer. The PROVIDER is an intermediary that creates the means or platforms that facilitates the CLIENT and the user/customer to meet, but does not participate in any way in the transaction between the two. The CLIENT indemnifies and holds harmless the PROVIDER for any injury, loss, damage, demand, cause of action or claim of any kind, class or nature, which may be filed against the PROVIDER, its officers, directors, officers or employees, by users resulting from, relating to, or linking with the services provided by the CLIENT to their users or customers,  including payment of any judgments, interest, expenses, and attorneys' fees.

22. Miscellaneous. (a) In the event that legal action by the PROVIDER is required to ensure the performance of the CLIENT's contractual obligations, the CLIENT agrees to pay all legal expenses and attorneys' fees that the PROVIDER may incur during such proceedings. (b) If any paragraph or portion of this Services Agreement is declared invalid by a court or under the law, such clause shall not affect the remaining terms of the Services Agreement and the rest of the Services Agreement shall remain in full force and effect. (c) This Services Agreement shall be construed in accordance with the laws of the Commonwealth of Puerto Rico. (d) Signatures sent via facsimile or e-mail or captured electronically by specialized software shall retain the same legal effect as an original signature. (e) This Services Agreement constitutes the entire agreement between the Parties and neither Party shall be bound by any provision, condition or representation not included in this Services Agreement. (f) CLIENT acknowledges and agrees that sales consultants are not authorized to modify or amend this Services Agreement, nor are they authorized to modify CLIENT's advertisements, art, or information on their profiles after the signing of this Services Agreement. It shall be the responsibility of the CLIENT to submit in writing to servicioalcliente@infomediapr.com any comments, changes, modifications or matters on the advertisement and/or profile or to make the change directly on the page provided by the Service, for the Services where this option is available. (g) It is expressly agreed between the Parties that this Service Agreement contains all terms agreed upon by the Parties in relation to the matters agreed upon by them and supersedes any other agreements, arrangements or understandings, written or oral, between the Parties. Any amendment, modification or change of this Services Agreement, or any waiver or cancellation in connection with this Services Agreement, whether oral or written after the date of execution of this Services Agreement, shall be effective only if made in writing and duly authorized in writing by the PROVIDER. 

23. Force Majeure. InfomediaPR shall not be liable for any delay or failure to comply with the terms and conditions of this Agreement to the extent such delay or failure was produced by fire, flood, explosion, war, embargo, governmental requirements, terrorist acts, civil or military authority, act of God, and other similar causes beyond our control ("Condition[s]"). If any Condition is present, InfomediaPR shall notify you of the delay or non-compliance and InfomediaPR may make a determination between: (i) terminating this Agreement in whole or in part with respect to the Service not rendered or received or; (ii) suspend the term of this Agreement in whole or in part for the period of time that the situation persists and resume its performance once the condition ceases, with the option to extend the Term for the period of time in which the Term was present. Option (ii) above will be deemed selected, unless we notify you otherwise in writing within 30 days of the Condition becoming effective.

24. No Approval or Endorsement. The CLIENT agrees that: (i) InfomediaPR does not approve or endorse any product or service by posting the Advertisement; (ii) we do not represent that any product or service is approved or endorsed; (iii) we may post any advertisement from another individual or entity; and (iv) we do not approve or endorse any person or company we have referred to you for creative, design, or other services. 

25. Entire Agreement. The Advertiser acknowledges that the face of this Agreement may be insufficient to include all the Ads and their descriptions, and in such case as many pages as necessary will be added which will form the Agreement and all together are referred to as the face of the Agreement. For the purposes of payment of the total amount to be paid, the totals that appear on each of the aforementioned pages will be added. 

26. Severability. If any provision of this Agreement is held to be invalid or illegal or otherwise has no force of law: (i) the remaining provisions shall not be affected by the invalidity or illegality of such provision; (ii) the clause shall be deemed not to have been placed; (iii) a clause similar to the one declared invalid that is valid, legal and has the force of law will be automatically added to this Agreement; and (iv) the rights of "The Clients" shall be construed and enforced accordingly.

27. Submission to the Jurisdiction of the Court of Puerto Rico, Expenses and Attorney's Fees. The CUSTOMER accepts and acknowledges that any and all controversy regarding the agreement herein agreed shall be heard and/or resolved by the Courts of the Commonwealth of Puerto Rico, jurisdiction of the courtroom of San Juan, Puerto Rico. That is to say, THE CUSTOMER accepts and acknowledges that any and all controversy shall be filed and/or heard in the state jurisdiction of Puerto Rico. Likewise, THE CUSTOMER accepts and acknowledges that THE PROVIDER that, should legal or judicial expenses arise to manage compliance with the terms and conditions of the Contract, including the collection of what is due, agrees to pay attorney's fees, legal expenses and any other expenses incurred by THE PROVIDER, including interest for late payment as described in Section 10, legal interest, costs and attorney's fees in case of a judicial claim. 

28. Use of Artificial Intelligence: CLIENT acknowledges that InfomediaPR may use artificial intelligence, including generative artificial intelligence and/or data analytics, while providing products and services to you, for purposes including, but not limited to, evaluating business opportunities in advertising, statistics, trend analysis and planning; and to provide, operate, process your products and services. CLIENT agrees, acknowledges and expressly authorizes InfomediaPR to use artificial intelligence technology in the provision of services under this agreement. CLIENT agrees and acknowledges that the artificial intelligence technology used by InfomediaPR in the provision of services under this agreement has been developed and implemented in accordance with industry standards and best practices. CLIENT shall not reverse engineer, replicate or use the artificial intelligence technology for any purpose outside the scope of this agreement, including but not limited to copyright infringement and/or any other intellectual property infringement. InfomediaPR shall not be liable for the misuse of the artificial intelligence technology by the CLIENT or any third party. 

Rev. July 2024