Terms and Conditions

Last Updated: December 23rd, 2025

This Services Agreement (the “Agreement”) is entered into on the date the first electronic payment was completed (the “Effective Date”) between an authorized agent of the company that completed the electronic form of payment (“Customer”), and The Media Corp Media, LLC (the “Service Provider”) located at 233 Shenandoah Trail, Warner Robins, GA 31088. Customer and Service Provider may be referred to individually as a “Party” and collectively as the “Parties.”

WHEREAS Customer has requested that the Service Provider furnish certain marketing material, promotional, and business development training services to the Customer, and Service Provider has agreed to provide the services set forth in this Agreement;

NOW, THEREFORE, in consideration of the undertakings of the Parties set forth herein, and other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, and intending to be legally bound, the Parties agree as follows:

1. Services

Subject to the terms and conditions in this Agreement, the Service Provider hereby agrees to provide to Customer the services and deliverables set forth in Exhibit A attached hereto (the “Services”).

2. Fees

The Customer shall pay the Service Provider a weekly retainer in the amount established by the Customer’s first electronic payment (the “Weekly Retainer or Monthly Retainer”). The Weekly/Monthly Retainer shall be due on the same day of the week in which the Customer contracted services and/or completed the first electronic payment.

a. Method of Payment.
The Customer shall remit payment of the Weekly Retainer or Monthly Retainer and any other fees or invoices in the form of electronic payment.

b. Late Fee.
Unless otherwise specified in writing, invoices or other fees not paid within fourteen (14) business days of the invoice date will accrue interest at 1.5% per month.

3. Term; Cancellation or Pause Notice Requirement

This Agreement begins on the Effective Date and continues on an ongoing basis unless and until properly cancelled or paused in accordance with this Agreement.

Cancellation or Pause (30-Day Notice Required).
Customer may cancel or pause Services only by submitting a written request through the Service Provider’s official cancellation form located at:

https://www.adboost.org/cancel

Customer must provide thirty (30) days’ notice prior to the requested cancellation or pause effective date.

Notice is deemed received only when the cancellation form is successfully submitted and confirmed by the Service Provider’s system. Requests made by email, text message, social media message, phone call, voicemail, or verbally do not constitute valid notice and will not trigger cancellation or pausing of Services.

During the 30-day notice period, Services will continue and all Weekly Retainers and any other amounts due under this Agreement remain payable.

4. Software; Third-Party Expenses

The Service Provider does not provide any proprietary software and no software is included in the Weekly Retainer.

If the Customer chooses to subscribe to a third-party service through the Service Provider:

a. Third-Party Fees.
At the end of each month, the Service Provider shall invoice the Customer for all out-of-pocket and pass-through expenses directly incurred in connection with performance of the Services including any third-party expenses such as advertising fees, software use fees, printing, etc. The Customer shall remit payment within fourteen (14) business days of receipt. Service Provider will use best efforts to apprise Customer of anticipated third-party fees in advance; however, such fees are subject to change and Customer agrees not to unreasonably withhold payment.

b. Disputed Invoices.
If the Customer in good faith disputes the accuracy of the amount invoiced, the Customer shall pay such amount as it in good faith believes to be correct and provide written notice stating the reasons why the remaining disputed amount is incorrect, along with supporting documentation. If the Parties cannot resolve the dispute, the matter shall be handled in accordance with Section 14.

5. Cooperation Between the Parties

Each Party shall fully cooperate with the other Party with respect to the Services. Each Party shall provide or make available to the other Party any information that may reasonably be required to efficiently perform the Services.

6. Limited Warranty

a. Service Provider Warranties.
Service Provider represents and warrants the following: (i) to its knowledge and belief, it did not use or incorporate any proprietary subcontractor or third-party intellectual property into the deliverables generated under this Agreement; (ii) Customer has the freedom to practice the deliverables generated under this Agreement with respect to Service Provider’s pre-existing intellectual property and any intellectual property Service Provider developed under this Agreement; and (iii) Service Provider will perform the Services and use commercially reasonable best efforts to perform Services in a professional and timely manner.

b. Customer Warranties.
Customer represents and warrants: (i) Customer has the right and legal authority to execute this Agreement; (ii) Customer is the sole owner of materials delivered to Service Provider for use; (iii) such material and use thereof is not defamatory and does not infringe any copyright, trademark, patent, intellectual property right, or other rights of any person or entity.

7. Proprietary Rights

Unless otherwise specified in this Agreement, Services are not performed on a “work for hire” basis. All intellectual property rights related to the Services, including ideas, concepts, plans, techniques, designs, models, inventions, processes, methodologies, software (other than third-party software), documentation, programming aids, and trade secrets developed by Service Provider (collectively “Intellectual Property”), shall remain the property of Service Provider; provided that Customer is granted a non-exclusive, non-transferable license to use the Services solely for internal business purposes, subject to restrictions in this Agreement.

Any intellectual property developed solely by Customer and incorporated into the Services remains the property of Customer. Service Provider shall not appropriate Customer’s code, specifications, or proprietary information without Customer’s knowledge and consent.

The original design file of any project remains the intellectual property of the Service Provider unless otherwise stated. At the discretion of the Service Provider, the Customer may purchase original files at a cost decided on by the Service Provider.

8. Confidential Information

Except as otherwise specified herein, Service Provider and Customer each undertake to retain in confidence all proprietary and confidential information disclosed by the other Party (“Confidential Information”). Each Party agrees to take reasonable measures to protect the secrecy of and avoid unauthorized disclosure or use of Confidential Information.

Confidential Information does not include information that is publicly known, independently developed, lawfully received from a third party, already in possession of the receiving party, or required by law to be disclosed (with prior notice where legally permitted). Confidentiality obligations are perpetual and survive termination.

9. Collections

Customer acknowledges that if there is an outstanding invoice payable and Customer has not made satisfactory payment arrangements, Customer’s account may be placed with an external collection agency. Customer shall be responsible for reimbursement of any collection fees. Customer authorizes contact by telephone and email provided, including prerecorded/artificial voice messages and/or automatic dialing service, where not prohibited by law.

10. Indemnification

Each Party (“Indemnifying Party”) agrees to indemnify and hold harmless the other Party and its affiliates, officers, directors, managers, personnel, successors, and assigns (“Indemnified Party”) from third-party suits, claims, losses, expenses, damages, and liabilities (including reasonable attorneys’ fees) arising from breach, negligence, or infringement by the Indemnifying Party.

11. Limitation of Liability

Service Provider’s liability for any and all claims shall not exceed the amounts paid and payable by Customer for the Services giving rise to the claim. IN NO EVENT SHALL SERVICE PROVIDER BE LIABLE FOR ANY INCIDENTAL, SPECIAL, OR CONSEQUENTIAL DAMAGES, INCLUDING LOSS OF USE, LOSS OF DATA, LOSS OF BUSINESS, OR LOSS OF PROFITS.

12. No Guarantee of Success

Customer acknowledges and agrees that Service Provider cannot guarantee results or effectiveness of any services. Service Provider will conduct Services professionally and in accordance with good industry practice and does not promise results.

13. Relationship of the Parties

Service Provider and its personnel are independent contractors, not employees of Customer. Neither Party is the agent of the other.

14. Dispute Resolution

The Parties agree to attempt initially to solve all claims through good faith negotiations. If unresolved, disputes shall proceed to mediation and, if necessary, binding arbitration under the rules of the American Arbitration Association. Arbitration shall be held in Atlanta, Georgia. The prevailing party shall be entitled to recover reasonable costs and attorneys’ fees.

15. (Intentionally Reserved)

16. Termination; Effect of Cancellation or Pause

a. Termination by Customer (Form + 30-Day Notice Required).
Customer may cancel or pause Services only by submitting the request at https://www.adboost.org/cancel and providing at least thirty (30) days’ notice. Notice is deemed received only upon successful submission and confirmation as described in Section 3.

b. Financial Obligations During Notice Period.
All Weekly Retainers and any outstanding invoices remain due and payable through the end of the 30-day notice period.

c. Effect of Termination.
Upon the effective cancellation/termination date, Service Provider may revoke access to ad campaigns, creatives, systems, and deliverables created by Service Provider and/or under Service Provider accounts. Notwithstanding the foregoing, Customer shall be allowed to retain possession of any videos created specifically for Customer by Service Provider, unless otherwise stated in Exhibit A.

17. Non-Solicitation

For a two (2) year period following termination of this Agreement, Customer shall not directly or indirectly hire or solicit Service Provider employees, contractors, or agents who worked with Customer during the term of this Agreement.

18. Miscellaneous

a. Notices.
All notices, requests, and other communications required or permitted hereunder shall be in writing and shall be deemed delivered when sent by email to the address commonly used by each Party for communication with the other Party, except that cancellation or pause notices must comply with Sections 3 and 16.

b. Binding.
This Agreement is binding upon completion of electronic payment and/or electronic signature.

c. Exhibits.
Exhibits are incorporated by reference. If there is a conflict between this Agreement and an Exhibit, the Exhibit controls only as to the conflicting term.

d. No Assignment.
Neither Party may assign this Agreement without prior written consent of the other Party.

e. Survival.
Any provisions that would logically survive termination shall survive.

f. Governing Law & Venue.
This Agreement shall be governed by the laws of the State of Georgia. Any dispute shall be brought in a State or Federal court situated in Georgia, unless Georgia courts lack jurisdiction.

g. Waiver.
No waiver is effective unless in writing and signed by the waiving Party.

h. Merger.
This Agreement supersedes all prior agreements related to the subject matter.

i. Modification.
This Agreement may be modified only in writing signed by both Parties.

j. Severability.
If any provision is found unenforceable, the remainder remains in effect.

k. Headings.
Headings are for convenience and do not affect interpretation.

l. Attorneys’ Fees & Costs of Collection.
Customer shall be responsible for Service Provider’s costs of collection and reasonable attorneys’ fees if Service Provider must enforce this Agreement.

m. Counterparts & Signatures.
Electronic signatures and electronic payment shall be deemed original and binding.

n. Construction.
No presumption shall apply against the drafting Party.

o. No Third-Party Beneficiaries.
There are no third-party beneficiaries.

p. Business Day.
Business day means Monday–Friday, 9:00 a.m.–5:00 p.m. Eastern, excluding federal holidays and days banks in Georgia are closed.

q. Electronic Delivery.
The Parties consent to electronic business, notices, and signatures.

r. Satisfaction.
By completing electronic payment, the Parties acknowledge they have read and understand this Agreement and agree to be bound by it.