Terms and Conditions
TERMS AND CONDITIONS OF THE ADVERTISING CONTRACT WITH INFOMEDIA PR. INFOMEDIA IS A BUSINESS, PRODUCT, COMPANY AND EXCLUSIVE BRAND OF CMI DIGITAL MEDIA, LLC.
Your contract with Infomedia1 consists of these Terms and Conditions, the Insertion Order (the “Order”), the Service Addenda related to the Advertisement, Product(s) or Service(s) described in the Order, and any other form authorized by Infomedia whose terms shall be deemed incorporated into these Terms and Conditions (collectively, the “Agreement”). The Agreement constitutes the agreement between you and Infomedia regarding the matters and/or subjects addressed herein and supersedes any prior discussion, negotiation or agreement between the parties related to the Advertisement or Service. The Agreement may be referred to as an “Advertising Agreement,” “Billboard Advertising Order,” “Outdoor Advertising Order,” or any other name that Infomedia uses to refer to the Terms and Conditions governing the provision of the Advertisement or Service.
1. Definitions.
1.1 “CLIENT,” “you,” “your” or “yours” means the individual or legal entity entering into the Agreement.
1.2 “Infomedia,” “we” or “our” means CMI Digital Media, LLC, doing business as Infomedia PR and/or Infomedia, within the context of the Services and/or Products.
1.3 “Advertisement” means all content that the CLIENT provides, or requests that Infomedia prepare, publish, develop or provide, in any form, format or medium, tangible or intangible, including source code, metadata and keywords, among others.
1.4 “Service” means any service or advertising —printed, digital, electronic or through any other medium— that Infomedia provides, including the publication and distribution of printed Advertisements, Infovoz, digital Advertisements, video recordings, and advertising and impressions through the Internet and social media, as well as outdoor advertising displayed on Billboards.
1.5 “CLIENT Content” means the content provided by the CLIENT for inclusion in the Advertisement. “Third-Party Content” means content that Infomedia obtained under license from a third party.
1.6 “Billboard” or “outdoor advertising” means any outdoor advertising board, screen, sign or structure, static or digital, on which Infomedia, directly or through third-party suppliers, displays the CLIENT’s Advertisement. “Campaign” means the campaign or period during which the Advertisement is displayed on Billboards pursuant to the Order.
2. The Order; Acceptance and Initial Cancellation Period.
2.1 Granting. By signing the Agreement, or upon receipt of these Terms and Conditions as confirmation of an Order (the “Granting of the Agreement”), the CLIENT (a) represents that the person entering into the Agreement is authorized to undertake the obligations arising therefrom; and (b) agrees to pay for the Advertisement and Services contracted.
2.2 Initial cancellation or modification. The CLIENT may cancel or modify the Order within fifteen (15) calendar days from the Granting of the Agreement or from the date Infomedia sends the confirmation, by calling the Customer Service Department at (787) 625-0555, or by written request to servicioalcliente@infomediapr.com. If such period coincides with the closing of the sales campaign for the applicable Advertisements, directories or Services, the fifteen (15) days shall be reduced to the number of days remaining until closing. In the case of Billboard Services, the period for canceling or modifying the Order shall be five (5) calendar days, counted in the same manner, and the provisions below regarding Early Cancellation shall apply to any cancellation after such period. If this period coincides with or exceeds the start date of the Campaign, it shall be reduced to the number of days remaining until its commencement. If the CLIENT wishes to cancel the Services Agreement after fifteen (15) calendar days from the Granting of the Agreement or from the date Infomedia sends the calendar confirmation, but before expiration of the term of the Services Agreement, Infomedia, in its sole discretion, may impose upon the CLIENT an early cancellation penalty (“Early Cancellation”). The Early Cancellation penalty shall be calculated as sixty-five percent (65%) of the total remaining monthly charges for the term of the Services Agreement, plus any outstanding balance for services rendered, if any. The penalty shall be due as of the effective date of cancellation. THE CLIENT agrees and acknowledges that Infomedia shall have the right to collect the entire remaining balance of the agreement, should it so determine, and to continue providing the services, products and/or advertising until the contracted term ends, without prejudice to Infomedia’s authority to suspend publication pursuant to Section 4.1.
2.3 Subsequent changes. After the foregoing period has elapsed, Infomedia may accept changes at its sole discretion, provided sufficient time remains before the closing of the campaign or the commencement of the Campaign and the CLIENT accepts the resulting charges, additional fees or new credit conditions and authorizes the change in the Order.
2.4 Rates. Quoted rates apply only to the items, products, services and/or directories arising from the Agreement. Rates for any other item, product, service, directory or renewal shall be those in effect at the time of publication.
2.5 Face of the Agreement. When the face of the Agreement is insufficient to include all Advertisements and their descriptions, as many pages as necessary shall be added, which shall form part of the face of the Agreement. The total amount payable shall be the sum of the totals appearing on each such page.
2.6 Suppliers and third parties. The CLIENT agrees, acknowledges and authorizes Infomedia to hire, subcontract, request and/or manage services, products and/or the collaboration of third-party suppliers, individuals or legal entities, including companies specialized in outdoor advertising, for the provision of the contracted Billboard Services.
3. Term, Automatic Renewal and Cancellation.
3.1 Term. Unless the Agreement expressly provides for a shorter term authorized by Infomedia and without prejudice to the provisions of Section 3.7 for Billboard Services, the minimum “Term” shall be one (1) year, calculated as follows: (i) for an Advertisement published in a printed directory, from the date of initial publication until publication of the new edition of the directory, whether due to replacement, discontinuation of publication or any other reason determined by Infomedia; and (ii) for any other Service and/or product —including Infovoz, Internet Advertisements, social media advertising and electronic impressions— from the first invoice, for a minimum term of twelve (12) months and until cancellation in accordance with this Section. The publication cycle of a directory and billing of the corresponding monthly charge may be extended or reduced without prior written notice being required.
3.2 Terms of less than one year. Infomedia may authorize, in its sole discretion, an Agreement with a term of less than one (1) year, which must be expressly stated in the Agreement. In such case, the CLIENT acknowledges its obligation to pay the entire contracted amount. If a shorter term is not expressly stated, the minimum one-year term set forth in Section 3.1 shall apply.
3.3 Automatic renewal. Digital Advertisements and Services —including advertising and impressions through the Internet, web portals, social media, Billboards and Infovoz— shall automatically renew for successive terms of equal duration, at the rates and charges in effect at the time of each renewal. The CLIENT accepts and requests such renewal unless it notifies its decision not to renew thirty (30) days prior to expiration of the current Term, in accordance with Section 3.4. Infomedia may, but is not obligated to, notify the renewal.
3.4 Cancellation by the CLIENT. If (i) the CLIENT signs the physical Order or (ii) these Terms and Conditions are sent to the CLIENT as confirmation of a signed Agreement (“Granting of the Order”), and does not cancel or modify the Order in writing or by telephone within fifteen (15) calendar days of the granting of the Agreement (or five (5) calendar days in the case of Billboard Services, pursuant to Section 2.2) or the date Infomedia sends confirmation of the Order, the CLIENT (a) acknowledges and represents that the individual or legal entity entering into the Agreement is authorized to undertake the responsibilities under the Agreement; and (b) agrees to pay for the Advertisement and Services as described in the Agreement. Any cancellation request shall be submitted in writing to servicioalcliente@infomediapr.com or by calling the Customer Service Department at (787) 625-0555.
3.5 Infomedia reserved rights. Infomedia reserves the right to (i) not renew the Order, in whole or in part, including for the reasons described in Section 3.6; and (ii) eliminate or modify any term, condition, standard, specification, product, heading or policy related to the Advertisement or Service, including the priority of the Advertisement’s placement.
3.6 Cancellation by Infomedia. Infomedia may unilaterally cancel the Agreement, among other reasons, when: (i) the CLIENT’s credit is unsatisfactory; (ii) the CLIENT has failed to make payment for Advertisements in prior publications or owes any amount to Infomedia; or (iii) the CLIENT fails to comply with Infomedia’s procedures, policies or requirements.
3.7 The Term of Billboard Services shall be counted from the start date indicated therein, which shall mark the beginning of the billing period. For these purposes, each month shall equal thirty (30) consecutive days of service, until the number of contracted months is completed. The CLIENT acknowledges its obligation to pay the entire amount contracted for such Term.
4. Publication, Positioning and Impressions; No Guarantees of Display.
4.1 Infomedia’s discretion. Infomedia reserves the continuing right not to publish, discontinue, modify or reject any directory, listing, content, Advertisement or Service on the Internet or any other printed, digital or electronic platform, or on Billboards, or to require the CLIENT to edit it, for any reason, including failure to comply with Infomedia’s editorial parameters and specifications, applicable laws, rules and regulations, or public-interest standards determined by Infomedia in its sole discretion. Infomedia may likewise modify the Advertisement or advertising medium —content, format, advertisement order (“layout”), medium, scope, coverage area, publication cycle or number of printed copies— and determine the classification, category and location in which it appears, without prior notice to the CLIENT.
4.2 Scope of obligation. Infomedia shall be bound by the Agreement only with respect to the Advertisement actually published or the Service actually provided, and is not obligated to publish the Advertisement in subsequent editions of the contracted directory and/or platforms. If Infomedia rejects an Order, in whole or in part, it may refund amounts paid corresponding to the rejected portion.
4.3 No guarantees. Infomedia does not guarantee: (i) display, heading, position, ranking, classification, category, link or particular location of the Advertisement; (ii) that the Advertisement or listing will appear at a specific URL, search engine, web portal or social network; (iii) specific rotation on web or mobile portals, which shall be subject exclusively to the CLIENT’s investment pursuant to the Order; (iv) that a specific number of persons will access or be able to view the Advertisement; or (v) exact reproduction of the color of a photograph, logo or other material provided, nor identical quality in clarity, size, focus or other elements, including digital, graphic or audiovisual quality disseminated through radio, television or web portals, or displayed on Billboards. The failure to place an Advertisement in a particular position, or to publish it through a particular medium, shall not constitute grounds for any claim or for adjustment of amounts owed by the CLIENT.
4.4 Impressions. Infomedia shall provide the CLIENT with an access code through which the CLIENT may consult the Impression Report corresponding to its Advertisement. It is the CLIENT’s sole responsibility to access the Report and safeguard such code. The Impression Report may constitute evidence of the provision of the Service and shall be deemed accepted and accurate. The CLIENT’s failure to access the Report does not relieve the CLIENT of its payment obligation as contracted. Due to the nature of impression rotation, Infomedia does not guarantee that the CLIENT will be able to directly view its impressions at the time they occur. The CLIENT may request additional impressions through a new contract; Infomedia reserves the right to accept or reject such request, to select the specific portals where the impressions will appear and the number of impressions per day, and to carry over any amount of impressions or Advertisements to subsequent months. Any increase in impressions may result in modification of the monthly or annual charge and the duration of the Order, and may become effective on or before sixty (60) days following the request.
4.5 Third-party platforms and services. Infomedia shall not be responsible for changes, programming alterations or any other circumstance caused by administrators or operators of social platforms or third-party advertising placement platforms —including, among others, Meta, X (formerly Twitter), TikTok, Spotify, YouTube and Google— that prevent, interrupt, limit or modify the publication of content, text, graphics, advertisement structure or performance of the contracted Services; nor for duplicate profiles created on such platforms; nor for negative comments or influences from third parties or users. Infomedia provides graphic content creation and advertisement placement on social media, but not interaction with the public, including responding to messages or comments.
4.6 No approval or endorsement. Publication of an Advertisement does not constitute approval or endorsement by Infomedia of any product, service, person or entity, including any third party that Infomedia has referred for creative, design or other services. Infomedia may publish advertisements of any other person or entity.
4.7 Outdoor advertising (Billboards). Due to the nature of outdoor advertising, Infomedia does not guarantee the availability of space on a Billboard at the time of publication, nor the Campaign, positioning, rotation, specific location or CLIENT access to its advertising. If space is unavailable, Infomedia shall notify the CLIENT of replacement location or screen options. Infomedia is likewise not responsible for incidents, accidents, damages or reactions by third parties to the CLIENT’s Advertisements or messages, nor for changes or alterations to the Campaign schedule resulting from operational needs of the Billboards or their operators or suppliers.
4.8 Lighting. Billboards shall have lighting twenty-four (24) hours per day. Any irregularity in lighting shall not constitute valid cause for termination of the Agreement. However, if lighting of the contracted unit is affected for more than four (4) consecutive business days, for reasons other than prolonged interruptions of electrical service, Infomedia shall grant a credit equivalent to the daily cost of the unit for the number of days affected. Such credit shall be exclusively for the CLIENT’s use in Billboard Services and may not be applied to other Infomedia services or products.
4.9 Obsolescence of locations. If any selected location becomes inoperative or obsolete, or the Service is interrupted, due to loss of the lease of the location, permanent obstruction of visibility, government regulation, inclement weather or other similar causes, the Agreement shall be partially revised according to the value of the specific billboard under the current rate schedule. If obsolescence results from changes in direction or traffic patterns, or visual obstruction in the selected area, Infomedia shall provide alternative locations in order to maintain the Agreement without changes until its expiration.
5. CLIENT Materials, Artwork and Artwork Proofs.
5.1 Delivery. Infomedia reserves the right to require final artwork ready for publication. All content, logo, illustration or special artwork material for the publication of content on social media, websites or digital advertising must be provided by the CLIENT within fifteen (15) days from (i) execution of the Agreement, (ii) the telephone recording through which the Services were contracted, or (iii) Infomedia’s request, whichever occurs first. If it is necessary to prepare or create any illustration, logo or special artwork material, the CLIENT shall pay its cost separately, as agreed with Infomedia.
5.2 Failure to deliver. It is the CLIENT’s sole responsibility to deliver the information, elements and materials necessary within the stipulated period, and Infomedia shall not be responsible for failure to deliver them. If they are not received, Infomedia may, in its sole discretion, publish the Social Page, Website or Advertisement with the information available —including logo, address, telephone number, email address, domain name (URL) and “stock” images— or under the heading “Under Construction,” if necessary, and proceed to bill for the Service. Infomedia shall notify such publication by email. The CLIENT may provide the remaining material at any later time through the Infomedia Representative.
5.3 Changes. Websites created by Infomedia include a limited number of changes. Additional changes beyond those stipulated in the definition of the Website shall result in an additional cost to the CLIENT.
5.4 Artwork submitted through advertising agencies. The CLIENT that processes its Agreement through an advertising agency shall provide final artwork, ready for printing, before the closing date of the corresponding sales campaign. Any error in the final artwork provided by the agency shall be the agency’s sole responsibility; Infomedia is released from all present and future liability for such error, and the CLIENT shall have no right to make a claim or receive a credit for such Advertisement.
5.5 Artwork proofs. Infomedia reserves the right to send an artwork proof before the closing date of the sales campaign; proofs are not sent for free listings or informational advertisements (“in-column”). If a proof is sent and no response is received from the CLIENT by the deadline indicated therein, it shall be deemed correct and accepted with the text and illustrations included, and the CLIENT may not claim damages or any credit. Changes to the artwork after such deadline shall not be recognized, nor shall Infomedia be responsible for errors resulting from proofs returned after the deadline. The artwork proof does not constitute a condition of sale.
5.6 Materials for Billboards. When the CLIENT provides the materials or creative assets, they must be delivered to the Infomedia Representative by email, in the required format, no less than forty-eight (48) hours prior to the start date of the Campaign. If delivered with less notice, the CLIENT authorizes Infomedia to publish them in the next available space, selected at Infomedia’s sole discretion. Failure to deliver the materials by the start date of the Campaign, or the CLIENT’s failure to timely approve materials prepared by Infomedia, shall not affect billing, and any display time lost for such reason shall be the CLIENT’s sole responsibility.
6. Domain Name Registration and Administration.
6.1 Registration. Infomedia shall register one domain name (URL) selected by the CLIENT from among the three (3) options provided and/or suggested by Infomedia in the Form. If the CLIENT already has a registered domain and wishes Infomedia to use it, it shall be the CLIENT’s sole responsibility to timely provide the necessary “username” and “password”; if it fails to do so, Infomedia shall activate and publish the Website under one of the three options, with the information provided or under the heading “Under Construction,” and shall proceed to bill for the Service.
6.2 Changes and additional domains. If the CLIENT requests a domain change after its purchase by Infomedia, the CLIENT must acquire the desired domain and send the credentials to servicioalcliente@infomediapr.com in order to proceed with configuration changes in the registration. Infomedia may assist the CLIENT in acquiring an additional domain, subject to direct payment to Infomedia’s Finance Department.
6.3 Renewal and cancellation. Domain name registration is for a limited duration and is subject to renewal charges imposed by registrars. Infomedia may cancel or refrain from renewing any domain name —without an obligation to pay renewal charges— if the CLIENT (a) fails to timely pay for the Internet advertisement, (b) fails to renew it before the expiration date of the Order under which it was provided, or (c) fails to affirmatively and in writing notify Infomedia of its desire to cancel or renew the domain before expiration of the initial registration or any renewal. If Infomedia renews the domain for an additional year and the CLIENT notifies its interest in canceling after the Agreement anniversary date, Infomedia shall cancel the Service and bill the CLIENT for the registration cost corresponding to the additional year.
6.4 Transfer. Upon completion of advertising with Infomedia and payment in full of all outstanding balances, the CLIENT may request retention or transfer of the domain name by email to servicioalcliente@infomediapr.com, subject to payment of a one-time fee. Infomedia shall make commercially reasonable efforts to complete the transfer, without this constituting a guarantee of preservation of any particular domain name or continuity of its registration in favor of the CLIENT. The CLIENT waives any claim against Infomedia, whether known or unknown, present or future, for losses, damages, claims or expenses arising from assistance provided by Infomedia in the acquisition, evaluation, registration, administration, transfer or use of domain names.
7. Payment, Billing, Credit and Interest.
7.1 Payment obligation. The CLIENT agrees to pay the amount agreed upon on the face of the Agreement, in addition to any applicable tax, levy or withholding, now or in the future, including sales and use tax. Unless otherwise indicated, payment obligations become effective upon publication of the Advertisement or on the date the Service was provided, it being understood that electronic publication may occur before printed publication. Likewise, Infomedia may, in its sole discretion, establish the billing commencement date. In the case of Billboard Services, payment obligations become effective upon execution and/or approval of the Agreement, and billing shall begin on the start date provided in Section 3.7.
7.2 Billing. At Infomedia’s option, billing may be (i) directly from Infomedia, (ii) included in the CLIENT’s monthly telephone bill, (iii) performed by a third party, or any combination of the foregoing. A change in telephone service provider may vary the method and entity responsible for billing. When Infomedia bills through the telephone company, any claim made by the CLIENT against such company —for telephone provider services or Infomedia Services— may result in the corresponding charges being transferred to Infomedia, in which case the CLIENT shall pay the entire outstanding balance at the time of transfer.
7.3 Payment method and date. All payments shall be made on or before the date indicated on the invoice, by any method previously authorized by Infomedia, including electronic transfer, direct debit, credit card, telephone payment, check or postal or bank money order. The payment date shall be (i) the date on which payment is received at the location established by Infomedia, or (ii) the date determined by the agreement with the telephone company or third-party billing provider. It shall be the CLIENT’s responsibility to timely notify any change to its bank account, line of credit or expiration date, and to request in writing a refund of any amount paid in excess or by mistake, which shall not accrue interest. Infomedia reserves the right to impose, up to the maximum permitted by law, a penalty for each check, money order or payment returned for any reason, including insufficient funds.
7.4 Interest on overdue balances. Overdue balances shall accrue monthly interest from the due date of the payment obligation, calculated at an annual rate of seven point five percent (7.5%).
7.5 Default and acceleration. If the CLIENT fails to pay charges owed by the due date, breaches any other obligation under the Agreement, makes a false representation or warranty, ceases to operate the advertised business, or disconnects, modifies or transfers the service or telephone numbers associated with the Advertisement, Infomedia may, in addition to its other rights and remedies, suspend, terminate or discontinue any Advertisement or Service and require immediate payment of the full amount owed through the conclusion of the agreed Term or contracted edition, plus the overdue interest under Section 7.4. The CLIENT assumes the risk that such changes may result in omission or cancellation of the Advertisement.
7.6 Independence from telephone service. The amount of the Advertisements constitutes a separate and distinct obligation from that of telephone service; therefore, lack of telephone service shall not result in any credit for the publication.
7.7 Credit. The CLIENT authorizes Infomedia to periodically examine its credit history to determine whether to extend credit to it, as well as to disclose information about the CLIENT or its account to third parties and credit reporting agencies, and authorizes such third parties to provide such information to Infomedia. Infomedia reserves the right to grant or deny any extension of credit or payment plan.
8. Collection, Expenses, Attorney’s Fees and Submission to Court.
The CLIENT shall be responsible for expenses, costs, attorney’s fees equal to 25% of the amount claimed, and collection agency fees incurred by Infomedia to enforce the Agreement or collect amounts owed, including overdue interest under Section 7.4, legal interest, costs and attorney’s fees equal to 25% of the outstanding balance in the event of judicial proceedings. For any controversy arising from the Agreement, including collection of overdue amounts and any other breach, the parties voluntarily submit to the jurisdiction of the Court of First Instance of Puerto Rico, Superior Court of San Juan.
9. Advertisement Content, Intellectual Property Rights and Artificial Intelligence.
9.1 Ownership. All Advertisements shall be the exclusive property of Infomedia, except for CLIENT Content and Third-Party Content. With respect to Advertisements that Infomedia develops and designs for the CLIENT, in whole or in part, the CLIENT acknowledges that Infomedia is the author and sole owner, irrevocably assigns to Infomedia any copyrightable contribution it may have made, and acknowledges that Infomedia retains all right, title and interest in such Advertisement and that it does not constitute a joint work.
9.2 License to CLIENT Content. The CLIENT grants Infomedia a perpetual, worldwide, non-exclusive, transferable, sublicensable, unrestricted and royalty-free right to: (i) use, copy, record, modify, display, publish and distribute CLIENT Content in any format or medium in connection with any Advertisement or Service; (ii) grant third parties a sublicense and authority to exercise any of such rights, under such terms as Infomedia deems appropriate; and (iii) establish the links contained in the Advertisement, direct users to designated Internet pages, open new search windows and publish such pages within them. Use of Third-Party Content shall be subject to the terms imposed by the provider of such content.
9.3 Limitations on the CLIENT. The CLIENT agrees that: (i) it shall have no rights in the Advertisement; (ii) it shall have no right to use it except in connection with the Order; (iii) it shall have no right to authorize third parties to use it; and (iv) it must obtain Infomedia’s prior written authorization to reproduce the Advertisement, request that others reproduce it, or use Infomedia’s name, trademarks or Advertisement in any other manner. Responsibility for registering and protecting copyrights and other intellectual property rights in CLIENT Content rests exclusively with the CLIENT.
9.4 Usage and effectiveness data. The CLIENT authorizes Infomedia to collect information related to the use or effectiveness of any Advertisement or Service, including call monitoring, website visits, search engine clicks, social media monitoring and evaluation, and email counts; acknowledges that such information is the property of Infomedia; and consents to Infomedia’s use of such information for any lawful purpose. Infomedia assumes no obligation to monitor the content of Internet pages.
9.5 Use of artificial intelligence in the Services and/or products. By subscribing to and/or accepting this Agreement, the CLIENT expressly acknowledges and authorizes CMI to use artificial intelligence (“AI”) tools and systems as an integral part of its internal processes in providing the contracted Services and/or products, including, without limitation, the creation of advertising and creative content, graphic design, creative writing (copywriting), development and optimization of digital advertising strategies, audience segmentation, data analysis, production of artwork for printed media and billboards, and the management, scheduling and publication of content on social media and third-party platforms (including, without limitation, Google, YouTube, Meta, TikTok, Spotify and X). The CLIENT acknowledges that the use of AI constitutes an industry-standard practice in advertising, consistent with the nature and scope of the Services.
(a) Professional supervision and methodology confidentiality. All content, strategy or material generated with AI assistance shall be subject to CMI’s review, editorial judgment and validation before delivery and/or publication; the use of AI complements, and does not replace, CMI’s professional, creative and strategic judgment. The specific AI tools, as well as the prompts, workflows and configurations used, form part of CMI’s proprietary methodology and know-how, which CMI shall not be required to disclose and whose confidential and exclusive-use nature the CLIENT expressly acknowledges.
(b) Ownership of the final product. The materials, advertising pieces, strategies and content delivered constitute CMI’s work product, regardless of the tools or AI used in their creation. CMI does not guarantee exclusive intellectual property rights over content generated through AI, and the CLIENT assumes sole responsibility for the use made of such materials once received and approved. CMI shall not be responsible for results, claims, damages or losses that may arise from the use of AI in the processes of creating and delivering the Services and/or products, provided that such materials have undergone the professional review process described in subsection (a) of this Section. Likewise, CMI shall not assume responsibility for future changes in regulations applicable to the use of artificial intelligence that may affect materials delivered prior to such regulation.
10. CLIENT Representations and Warranties.
The CLIENT represents and warrants that:
(i) it possesses all rights and authorizations and is in a position to sell the products and services depicted in the Advertisement and on every digital platform where they are published;
(ii) it has the right to use —and to authorize Infomedia to use— all copyrights, trademarks, trade names, logos, artwork, images, links, URLs and other intellectual property contained in the Advertisement;
(iii) it is the author of all CLIENT Content, or is authorized by its author to reproduce it, prepare derivative works and distribute copies, and authorizes Infomedia to perform such acts;
(iv) the Advertisement, its publication and the CLIENT’s use thereof do not infringe any trademark, trade name, copyright, right of publicity, right of privacy, patent or other intellectual property of any third party, do not constitute deceptive advertising or unfair practice, and do not violate any right under applicable laws;
(v) the Advertisement complies with all federal, state and local laws, rules and regulations;
(vi) it holds all licenses, degrees or professional specialties represented in the Advertisement, and is duly authorized to practice the profession or engage in the business described in the classification under which it requests its Advertisement to appear;
(vii) if its business or profession is regulated by the Government of Puerto Rico and requires a license or permit, it shall provide Infomedia with the corresponding number for inclusion in the Advertisement, pursuant to Law No. 77 of July 26, 1996, as amended;
(viii) it shall not use the Services for mass or unsolicited email (“spam”), or for illegal or abusive activities; and
(ix) it shall honor the prices, discounts and promotions appearing in the Advertisement, being solely responsible for any failure to do so. The CLIENT is advised to include in the Advertisement the effective or expiration date of the offer, since circulation cycles may be subject to change.
Responsibility for the content of the Advertisement rests solely with the CLIENT, who shall produce and deliver all Advertisements in accordance with Infomedia’s policies, procedures and technical requirements, which Infomedia may modify at its discretion.
11. Disclaimer of Warranties and Limitation of Liability.
11.1 Services provided “as is.” Except as expressly provided in the Agreement, all Services are provided “as is” and as available. Infomedia makes no warranty, express or implied, in fact or by operation of law, statutory or otherwise, including warranties of merchantability, fitness for a particular purpose or non-infringement, nor does it warrant that communication networks or those of its providers will operate uninterrupted or error-free, which may change without prior notice.
11.2 Limitation of liability. In consideration of the manner in which Infomedia facilitates the Advertisements and Services, the CLIENT agrees that Infomedia’s liability for errors or omissions in the Advertisement, for the provision of the Services or for any other claim related to the Order shall not exceed the amount of charges incurred for the affected Advertisement or Service, calculated from the time Infomedia was notified of the error or omission until its correction. Such liability shall be discharged by waiving such charges for the CLIENT or, if the error or omission was partial, by reducing them in proportion to the decrease in value of the Advertisement or Service, as determined by Infomedia. Once a printed edition has been published, correction is prohibitively expensive, and therefore the CLIENT expressly waives any right to republication. Liability for errors or omissions in free Advertisements or Services shall be discharged through correction thereof and, where applicable, the corresponding reduction of charges.
11.3 Exclusion of damages. Infomedia shall not be liable for loss of revenue, lost profits, loss of goodwill, loss of anticipated savings, loss of information, cost of substitute services, or any indirect, incidental, special, punitive or consequential damages caused by performance or non-performance of obligations under the Agreement or any Order.
11.4 Scope. The limitations of this Section benefit Infomedia, its authorized sellers and other representatives, its service providers, telephone companies and the affiliates, directors, officers and employees of all of them.
12. Claims, Credits and Adjustments for Errors or Omissions.
12.1 Claim period. Any claim related to the Advertisement must be submitted within the first sixty (60) days of the effective date of the directory edition or Service, in writing to the Customer Service Department, by email to servicioalcliente@infomediapr.com or to PO Box 192819, San Juan, PR 00919-2819. Only contracts entered into by telephone shall be eligible for telephone claims at (787) 625-0555, without prejudice to Infomedia’s right to process by telephone claims regarding contracts entered into in writing or by other means. The CLIENT agrees and acknowledges that after such 60-day period expires, the CLIENT shall have no right to any credit, adjustment or refund for a claim related to the Advertisement.
12.2 Adjustments for printed directories. Upon verification that the error or omission is the responsibility of Infomedia, the following adjustments may apply, calculated solely on the cost of the affected portion of the Advertisement and never on the entire Agreement: (i) single incorrect or omitted telephone number, up to 100%; (ii) one of two telephone numbers incorrect or omitted, up to 50%; (iii) incorrect or omitted classification or category of the advertisement or listing, up to 50%; (iv) one of three telephone numbers incorrect or omitted, up to 30%; (v) incorrect or omitted address, up to 25%; and (vi) incorrectly written or omitted name, according to the severity of the error, in the credit exclusively determined by Infomedia.
12.3 Credit substitution. Infomedia may, in its sole discretion, offer advertising through other services or products in substitution for the value awarded as credit, the value of which shall be determined exclusively by Infomedia.
12.4 Free Advertisements and listings. No claim, credit or adjustment shall be available for errors, omissions or failure to publish free Advertisements or listings.
13. Indemnification.
The CLIENT agrees to indemnify, hold harmless and defend Infomedia, its authorized sellers and other representatives, any telephone company on whose behalf Infomedia publishes directories, its service providers, and the affiliates, directors, officers and employees of all of them, against any claim or cause of action —including attorney’s fees, expenses and costs— resulting from: (i) the CLIENT’s breach, or alleged breach, of the representations, warranties or obligations assumed under the Agreement, including Law No. 77, supra; (ii) any act, omission or negligence of the CLIENT or its employees, agents or contractors in connection with the Order; (iii) any claim that the Advertisement, information provided by the CLIENT or use of the Service infringes intellectual property or proprietary rights of a third party, or violates any law, including deceptive advertising or defamation; (iv) the collection or use of information obtained through the Advertisement, Service or any website to which the Advertisement links, as well as transactions initiated through such websites; (v) any virus or other harmful code included by the CLIENT in the Advertisement or in connection with the Order; and (vi) any administrative, civil or criminal investigation or proceeding arising from publication of the Advertisement.
14. Force Majeure and Causes Beyond Infomedia’s Control.
14.1 Infomedia shall not be liable for any delay or failure to perform to the extent caused by fire, flood, explosion, hurricane, tornado, earthquake, strike, vandalism, war, embargo, pandemic, governmental requirements, acts of terrorism, civil or military authority, act of God or other similar causes beyond its control (the “Condition”). If a Condition occurs, Infomedia shall notify the delay or failure and may elect to: (i) terminate the Agreement, in whole or in part, with respect to the Service not provided or received; or (ii) suspend the term of the Agreement, in whole or in part, while the Condition persists, and resume performance once it ceases, with the option to extend the Term for the period during which the Condition existed. Option (ii) shall be deemed selected unless Infomedia provides otherwise in writing within thirty (30) days following the effective date of the Condition.
14.2 Likewise, Infomedia shall not be liable for any damage or loss resulting from failure of operation, error, omission, delay in transmission, computer virus, unauthorized intrusion (“hacker intrusion”), failure of communication, theft, destruction, unauthorized access or misuse of information, or inability of domestic or international users to access the portal on which the Advertisement is published, when caused by an act of God or causes attributable exclusively to third parties or beyond Infomedia’s control.
14.3 Infomedia shall likewise not be responsible for loss, destruction or damage caused by third parties to Billboards or Advertisements displayed thereon, nor for that resulting from any of the causes described in Section 14.1.
15. Assignment.
The Agreement shall be valid and enforceable against the successors and assigns of the CLIENT. However, the CLIENT may not assign its rights or obligations under the Agreement without Infomedia’s prior written authorization.
16. General Provisions.
16.1 Identity of the contracting party. Infomedia, together with its services and products, constitutes a business, brand, company and product of the limited liability company CMI Digital Media, LLC. All contracts include CMI Digital Media, LLC d/b/a Infomedia PR and/or Infomedia.
16.2 Governing law. The rights, obligations and remedies of the parties under the Agreement shall be governed by the laws of Puerto Rico.
16.3 Authority of representatives. Infomedia sales representatives are not authorized to modify or amend the Agreement executed and/or agreed upon between the parties without prior authorization from Infomedia.
16.4 Recording of communications. The CLIENT authorizes telephone conversations it conducts with Infomedia in connection with Advertisements or Services to be monitored or recorded.
16.5 Electronic means. When available, the CLIENT consents to conducting its transactions with Infomedia by electronic means, in accordance with the format approved by Infomedia. The CLIENT shall be responsible for maintaining and ensuring the security of all passwords obtained. Connections through interconnected networks and hosting shall not be secure connections unless Infomedia indicates otherwise in writing.
16.6 Promotional communications. The CLIENT consents to receiving promotions, offers and surveys from Infomedia by text message, email and postal mail at the contact information provided, and represents that such information belongs to the CLIENT or that the CLIENT is authorized to provide it, agreeing to notify any changes. This consent is voluntary and is not a condition of contracting or receiving the Services. The CLIENT may withdraw it at any time by any reasonable means —including replying STOP or another equivalent expression to a promotional text message, using the unsubscribe link in an email, or contacting servicioalcliente@infomediapr.com or (787) 625-0555— and Infomedia shall process the request within a period not exceeding ten (10) business days. Withdrawal applies only to promotional communications; operational communications under the Agreement, including billing and publication and renewal notices, shall continue while the Agreement remains in effect.
16.7 Severability. If any provision of the Agreement is declared invalid, illegal or unenforceable: (i) the remaining provisions shall not be affected; (ii) the provision shall be deemed deleted; (iii) a similar provision that is valid, legal and enforceable shall automatically be added to the Agreement; and (iv) Infomedia’s rights shall be interpreted and enforced accordingly.
16.8 Customer Service. A copy of these Terms and Conditions is available at www.infomediapr.com.
The CLIENT acknowledges that it has read, understands and freely and voluntarily accepts, without reservation of any kind, these Terms and Conditions, as well as the other provisions of the advertising agreement with Infomedia.
Rev. 5-Oct-26