MASTER TERMS OF SERVICE

Advertise Like a Franchise

Effective Date: October 7, 2026

These Master Terms of Service (“Agreement”) constitute a legally binding agreement between Arteria Publicidad Inc., a corporation organized under the laws of the Commonwealth of Puerto Rico, doing business as Advertise Like a Franchise™ (“ALF”) and Marketing Fork, with ALF marketed as “ALF by Marketing Fork” (“ALF,” “Company,” “we,” “us,” or “our”), and the individual or legal entity (“Customer,” “you,” or “your”) accessing or using the Services.

By creating an Account, accepting this Agreement, clicking “I Agree,” commencing a Free Trial, purchasing a Subscription, or otherwise accessing or using the Services, Customer acknowledges that it has read, understood, and agrees to be bound by this Agreement.

If Customer is accepting this Agreement on behalf of a corporation, limited liability company, partnership, nonprofit organization, governmental entity, or other legal entity, Customer represents and warrants that it has full authority to bind such entity to this Agreement.

ARTICLE 1

DEFINITIONS

Capitalized terms not defined in this Agreement shall have the meanings set forth in Schedule A hereto (“Definitions Schedule).

ARTICLE 2

ELIGIBILITY, ACCEPTANCE, AND SCOPE OF THE SERVICES

2.1 Eligibility

The Services are intended solely for use by businesses and other commercial organizations. By accepting this Agreement, Customer represents and warrants that:

1. (a) Customer is at least eighteen (18) years of age;

2. (b) Customer has the legal capacity to enter into binding contracts;

3. (c) if Customer is acting on behalf of a legal entity, Customer has full authority to bind that entity to this Agreement;

4. (d) Customer will use the Services solely for lawful business purposes; and

5. (e) all information provided to the Company is accurate, complete, and current.

The Services are not intended for personal, family, or household use.

2.2 Acceptance of this Agreement

Customer accepts this Agreement by:

1. (a) clicking an “I Agree,” “Accept,” or similar button;

2. (b) creating an Account;

3. (c) beginning a Free Trial;

4. (d) purchasing a Subscription;

5. (e) connecting a Third-Party Platform to the Services; or

6. (f) otherwise accessing or using any portion of the Services.

Such acceptance constitutes Customer’s electronic signature and has the same legal effect as a handwritten signature.

2.3 Modifications to the Agreement

The Company may modify this Agreement from time to time to reflect changes in law, technology, business practices, or the Services. For material changes, the Company will provide reasonable notice through the Services, by electronic mail, or by another reasonable method. Unless otherwise stated, modifications become effective upon the commencement of Customer’s next Subscription Term following notice.

Customer’s continued use of the Services after the effective date constitutes acceptance of the revised Agreement. If Customer does not agree to the revised Agreement, Customer’s sole remedy is to discontinue use of the Services before the renewal of the Subscription.

2.4 Scope of the Services

Subject to this Agreement and payment of all applicable Subscription Fees, the Company grants Customer a limited, revocable, non-exclusive, non-transferable right to access and use the Services during the applicable Subscription Term.

The Services may include, among other functionality:

(a) AI-generated marketing recommendations;

(b) advertising campaign creation;

(c) promotional content generation;

(d) restaurant sales analytics;

(e) product and menu performance analysis and recommendations;

(f) customer behavior and demand insights;

(g) reservation and demand analytics;

(h) review, rating, and reputation insights;

(i) campaign and cross-platform marketing performance reporting;

(j) marketing planning, calendar, and promotional activity management;

(k) identification of local marketing opportunities;

(l) marketing impact, performance, and return-on-investment analysis;

(m) integrations with approved Third-Party Platforms;

(n) AI-powered conversational assistance relating to Customer marketing and business data; and

(o) other features offered by the Company from time to time.

The Company reserves the right to add, modify, discontinue, or replace features at any time, provided such changes do not materially reduce the core functionality of an active Subscription without reasonable notice.

2.5 No Guarantee of Business Results

Customer acknowledges that marketing performance depends upon numerous factors outside the Company’s control. Accordingly, the Company does not guarantee:

1. (a) increased sales;

2. (b) increased revenue;

3. (c) increased profitability;

4. (d) increased customer traffic;

5. (e) improved return on advertising spend (ROAS);

6. (f) improved search rankings;

7. (g) increased or improved social media engagement;

8. (h) approval of advertisements, campaigns, content, or other materials by Meta, Google, or any other Third-Party Platform;

9. (i) the accuracy, completeness, availability, or timeliness of data provided by Customer or any Third-Party Platform;

10. (j) uninterrupted availability or continued compatibility of any Third-Party Platform, API, integration, or data connection;

11. (k) increased reservations, bookings, customer acquisition, reviews, ratings, or other customer engagement metrics; or

12. (l) any specific business, marketing, operational, or financial outcome.

All AI-generated recommendations, forecasts, analyses, and insights are advisory only. Customer remains solely responsible for evaluating and implementing any recommendation and for all business decisions.

All AI-generated recommendations are advisory only. Customer remains solely responsible for evaluating and implementing any recommendation.

2.6 Beta Features

From time to time the Company may designate certain functionality as “Beta,” “Preview,” “Early Access,” or similar (collectively, “Beta Features”).

Beta Features are provided solely for evaluation purposes and may:

1. (a) contain errors;

2. (b) change substantially;

3. (c) be discontinued without notice;

4. (d) be unavailable at any time.

Beta Features are provided “AS IS” without warranties of any kind. The Company shall have no liability arising from Customer’s use of Beta Features.

2.7 Support

The Company will use commercially reasonable efforts to provide customer support during normal business hours. Support may be provided through:

• email;
• online chat;
• knowledge base articles;
• Documentation;
• tutorials; or
• other methods designated by the Company.

The Company does not guarantee any specific response or resolution times unless separately agreed in writing.

ARTICLE 3

ACCOUNTS, ACCESS, AND SECURITY

3.1 Account Registration

Customer must establish an Account before using the Services. Customer agrees to provide complete, accurate, and current registration information. The Company may reject any registration request in its sole discretion.

3.2 Authorized Users

Customer is responsible for all activities conducted through its Account, including those of Authorized Users. Customer shall cause that Authorized Users comply with this Agreement.

3.3 Account Credentials

Customer is responsible for maintaining the confidentiality of all usernames, passwords, authentication credentials, API tokens, and access devices.

Customer shall promptly notify the Company of any:

• unauthorized access;
• suspected compromise;
• lost credentials; or
• security incident involving the Account.

3.4 Security Measures

Customer shall implement reasonable administrative, technical, and organizational safeguards to protect access to its Account, including maintaining the confidentiality of login credentials and restricting Account access to authorized personnel.

The Company will maintain commercially reasonable administrative, technical, and organizational safeguards designed to protect the Services and Customer Data against unauthorized access, use, alteration, or disclosure. The Company may provide portions of the Services through third-party hosting, cloud infrastructure, authentication, artificial intelligence, data processing, and other service providers, and may rely on security controls maintained by such providers.

The Company may require multi-factor authentication or additional verification procedures at its discretion.

3.5 Suspension for Security Reasons

The Company may immediately suspend access to the Services if it reasonably believes that:

1. (a) Customer’s Account has been compromised;

2. (b) unauthorized activity has occurred;

3. (c) continued access presents a security risk;

4. (d) Customer is violating this Agreement; or

5. (e) suspension is necessary to protect the Services or other Customers.

Whenever reasonably practicable, the Company will notify Customer promptly of such suspension.

ARTICLE 4

SUBSCRIPTIONS, FREE TRIAL, BILLING, AUTOMATIC RENEWAL, AND REFUNDS

4.1 Subscription Plans

The Company offers subscription plans on a recurring basis. Available plans, pricing, features, usage limitations, and billing cycles shall be published on the Company’s website or otherwise communicated to Customer. The Company may introduce additional plans or discontinue plans prospectively.

4.2 Fifteen-Day Free Trial

Eligible Customers may receive one (1) Free Trial lasting fifteen (15) consecutive calendar days. The Company reserves the right to determine eligibility for a Free Trial and to deny, limit, or revoke a Free Trial where it reasonably believes the offer is being abused.

No payment method is required to begin the Free Trial, and Customer will not be automatically charged when the Free Trial expires. Upon expiration of the Free Trial, Customer’s access to some or all of the Services may be suspended or restricted unless Customer purchases a paid Subscription and provides a valid payment method.

4.3 Automatic Renewal

Each paid Subscription automatically renews for successive billing periods unless Customer cancels before the end of the then-current Subscription Term. Customer authorizes the Company and its Authorized Payment Processor to charge the applicable Subscription Fees upon each renewal without additional notice, except as required by applicable law.

4.4 Payment Authorization

Customer authorizes the Company and/or its Authorized Payment Processor to charge all Subscription Fees, applicable taxes, and other authorized charges to Customer’s designated payment method. Customer represents that it is authorized to use the designated payment method.

4.5 Payment Processor

Payments may be processed through one or more independent third-party payment processors selected by the Company (each, an “Authorized Payment Processor”). The Company may change its Authorized Payment Processor from time to time without requiring an amendment to this Agreement.

Customer’s payment relationship with such processor shall be governed by the processor’s applicable terms and privacy policies. The Company does not store complete payment card information unless expressly stated.

Customer acknowledges that the Authorized Payment Processor may act as merchant of record and, in that capacity, may be the contracting party of record for billing, invoicing, sales tax collection and remittance, payment method disputes, and chargebacks, notwithstanding that the Company is the contracting party for the Services under this Agreement. To the extent the Authorized Payment Processor’s terms of sale conflict with the billing, refund, or cancellation mechanics described in this Article 4, the Authorized Payment Processor’s terms shall govern the payment transaction itself, and this Article 4 shall govern Customer’s right to access and use the Services.

4.6 Failed Payments

If any payment is declined or cannot be processed, the Company or its Authorized Payment Processor may:

1. (a) retry the payment;

2. (b) suspend Customer’s access to the Services;

3. (c) downgrade functionality;

4. (d) assess any lawful late charges disclosed at the time of purchase; or

5. (e) terminate the Subscription following reasonable notice.

Customer remains responsible for all outstanding amounts due.

4.7 Price Changes

The Company may modify Subscription Fees prospectively. Price increases shall not become effective until the commencement of Customer’s next Subscription Term following reasonable notice. Renewal of the Subscription after the effective date of the price change constitutes acceptance of the new pricing.

4.8 Cancellation

Customer may cancel a Subscription at any time through the Account management portal or by following the cancellation procedures designated by the Company. Cancellation will take effect at the end of the then-current Subscription Term and will prevent the Subscription from automatically renewing for an additional term. Cancellation does not entitle Customer to a refund of amounts previously paid. Customer may continue to access the Services through the end of the then-current paid Subscription Term, unless the Agreement is terminated earlier pursuant to its terms.

4.9 No Refund Policy

The fifteen (15)-day Free Trial provides Customer with an opportunity to evaluate the Services before purchasing a paid Subscription. No payment method is required to begin the Free Trial, and Customer will not be automatically charged when the Free Trial expires.

Upon expiration of the Free Trial, Customer’s access to some or all of the Services may be suspended or restricted unless Customer selects a paid Subscription and provides a valid payment method.

Once Customer purchases a paid Subscription, all Subscription Fees are final, fully earned when paid, and non-refundable, except as required by applicable law or expressly provided in this Agreement.

Except where prohibited by applicable law, the Company does not provide:

1. (a) refunds for partial Subscription Terms;

2. (b) prorated refunds;

3. (c) credits for unused Services;

4. (d) refunds due to Customer’s dissatisfaction with the Services; or

5. (e) refunds following cancellation before the expiration of a Subscription Term.

Nothing in this Section limits any non-waivable rights that Customer may have under applicable law.

4.10 Taxes

Customer is responsible for all applicable taxes, duties, assessments, and governmental charges arising from the purchase or use of the Services, excluding taxes based on the Company’s net income.

ARTICLE 5

CUSTOMER DATA, RESTAURANT DATA AND CUSTOMER CONTENT

5.1 Ownership of Customer Data

As between the Company and Customer, Customer retains all right, title, and interest, including all Intellectual Property Rights, that Customer owns or otherwise lawfully holds in Customer Data and Customer Content. Nothing in this Agreement transfers ownership of Customer Data or Customer Content to the Company.

Customer acknowledges that certain data made available through Third-Party Platforms may be owned by, licensed from, or otherwise subject to the rights and terms of such Third-Party Platforms or other third parties. Nothing in this Agreement grants Customer ownership rights in data that Customer does not otherwise own.

5.2 Limited License to the Company

Customer grants the Company a worldwide, non-exclusive, royalty-free license during the Subscription Term to host, reproduce, process, transmit, analyze, display, modify (solely for technical formatting or interoperability), and otherwise use Customer Data and Customer Content as reasonably necessary to:

1. (a) provide the Services;

2. (b) generate AI-driven analyses, recommendations, and marketing content;

3. (c) maintain, secure, monitor, and support the Services;

4. (d) create backups and disaster recovery copies;

5. (e) comply with legal obligations; and

6. (f) perform the Company’s obligations under this Agreement.

This license terminates upon expiration or termination of this Agreement, except to the extent retention is required by law or permitted under Section 5.7 (Aggregated and De-Identified Data).

5.3 Customer Responsibility for Customer Data and Connected Accounts

Customer represents and warrants that:

1. (a) it owns, controls, or has all necessary rights, licenses, permissions, and authority to provide Customer Data to the Company or authorize the Company to access such data through any Third-Party Platform;

2. (b) its provision of Customer Data, and its authorization of any Third-Party Platform integration, does not violate any applicable law, regulation, contract, or third-party right;

3. (c) it has obtained all legally required consents, notices, and authorizations relating to any personal information included in Customer Data;

4. (d) it is authorized to connect, grant access to, and obtain data from any account, location, business profile, advertising account, reservation platform, point-of-sale system, or other Third-Party Platform connected to the Services; and

5. (e) Customer Data supplied directly by Customer is accurate to the best of Customer’s knowledge. Customer is responsible for the legality, accuracy, completeness, and quality of Customer Data supplied directly by Customer.

The Company does not warrant the accuracy, completeness, or availability of data supplied by Third-Party Platforms.

5.4 Restaurant Data

Customer acknowledges that the Services rely upon Restaurant Data to generate meaningful analyses and recommendations. As between the Company and Customer, Customer retains all rights it owns or lawfully holds in Restaurant Data uploaded to, provided to, or synchronized with the Services. Restaurant Data obtained through Third-Party Platforms may remain subject to the rights and terms of the applicable Third-Party Platform or other third parties.

The Company shall use Restaurant Data solely:

1. (a) to provide the Services;

2. (b) to generate reports and recommendations;

3. (c) to improve the Services for Customer, and to improve the platform generally only through Aggregated and De-Identified Data as permitted under Section 5.7;to maintain security;

4. (d) to comply with applicable law; and

5. (e) as otherwise authorized by Customer.

The Company shall not sell Customer’s identifiable Restaurant Data to third parties.

5.5 Customer Content

Customer is responsible for reviewing and approving any AI-generated or AI-assisted content before publishing, distributing, or otherwise using such content, including verifying factual claims, pricing, offers, product information, legal disclosures, and compliance with applicable advertising laws and Third-Party Platform requirements. Customer represents that Customer Content:

1. (a) is not defamatory;

2. (b) is not unlawful;

3. (c) does not infringe Intellectual Property Rights;

4. (d) does not contain malicious code;

5. (e) complies with applicable advertising laws; and

6. (f) complies with this Agreement.

The Company has no obligation to monitor Customer Content but reserves the right to remove or disable access to Customer Content that reasonably appears to violate this Agreement or applicable law.

5.6 Data Security

The Company shall implement commercially reasonable administrative, technical, and organizational safeguards designed to protect Customer Data against unauthorized access, use, alteration, or disclosure. Customer acknowledges that no method of electronic transmission or storage is completely secure and that absolute security cannot be guaranteed.

5.7 Aggregated and De-Identified Data

Notwithstanding any other provision of this Agreement, the Company may collect, generate, compile, and use Aggregated and De-Identified Data (as defined in the Definitions Schedule) derived from Customer Data, provided that such information:

1. (a) cannot reasonably identify Customer or any individual;

2. (b) does not disclose Customer’s Confidential Information; and

3. (c) is used only for lawful business purposes, including:

   1. (d)

      (a) improving the Services;

   2. (e)

      (b) developing new products and features;

   3. (f)

      (c) benchmarking;

   4. (g)

      (d) statistical reporting; and

   5. (h)

      (e) academic, research, or industry analysis.

Aggregated and De-Identified Data shall be owned exclusively by the Company. The Company will not attempt to re-identify Aggregated and De-Identified Data or associate it with Customer or any individual.

5.8 Data Retention and Deletion

Upon termination of the Subscription, the Company may retain Customer Data for a reasonable period to facilitate Account restoration, comply with legal obligations, resolve disputes, enforce this Agreement, or maintain backup archives. Thereafter, Customer Data shall be deleted or anonymized in accordance with the Company’s data retention practices, except where retention is required by law.

ARTICLE 6

AI SERVICES AND GENERATED CONTENT

6.1 Nature of AI Services

The Services utilize artificial intelligence and machine learning technologies, including technologies and models provided by third-party service providers, together with the Company’s proprietary software, methodologies, workflows, and business logic, to generate recommendations, analyses, advertising content, campaign strategies, forecasts, insights, and other Generated Content.

Customer acknowledges that artificial intelligence systems produce probabilistic outputs and may occasionally generate inaccurate, incomplete, outdated, inconsistent, or unsuitable results.

6.2 No Professional Advice

Generated Content is provided solely as a decision-support tool. The Company does not provide legal, accounting, tax, financial, operational, advertising compliance, investment, or other professional advice. Customer remains solely responsible for obtaining any professional advice it considers appropriate.

6.3 Customer Review Required

Customer shall review all Generated Content before publication, distribution, or implementation. Customer is solely responsible for determining whether Generated Content is appropriate for its business, advertising objectives, legal obligations, and brand standards.

6.4 No Guarantee of AI Accuracy

The Company does not warrant that AI-generated recommendations will be:

1. (a) accurate;

2. (b) complete;

3. (c) current;

4. (d) error-free;

5. (e) suitable for a particular purpose; or

6. (f) legally compliant in every jurisdiction.

Customer assumes all responsibility for decisions made in reliance upon Generated Content.

6.5 Marketing Performance

Customer acknowledges that advertising effectiveness depends upon numerous factors beyond the Company’s control, including market conditions, competition, consumer behavior, seasonality, pricing, menu changes, advertising budgets, platform algorithms, and Customer implementation. Accordingly, the Company makes no representation or warranty that use of the Services will increase sales, profitability, customer traffic, or return on advertising spend. Any performance metrics, attribution analyses, return-on-investment calculations, return-on-advertising-spend calculations, comparisons, forecasts, or estimates generated by the Services are provided for informational and decision-support purposes only and may be based on incomplete, delayed, estimated, or third-party data. Such analyses do not establish that any particular marketing activity caused a specific business result.

6.6 AI and Technology Improvements

The Company may continuously improve, configure, evaluate, update, replace, or modify the artificial intelligence systems, third-party AI models, algorithms, prompts, recommendation engines, workflows, integrations, and related technologies used to provide the Services, without prior notice.

The Company may change the third-party providers, models, technologies, or methodologies used in connection with the Services, provided that such changes do not materially reduce the core functionality of an active Subscription without reasonable notice.

Nothing in this Agreement obligates the Company to maintain any particular AI model, third-party provider, output format, algorithm, recommendation methodology, or underlying technology.

ARTICLE 7

THIRD-PARTY PLATFORMS AND ADVERTISING ACCOUNTS

7.1 Third-Party Integrations

The Services may interoperate with third-party platforms, services, applications, and data providers, including social media, advertising, search, business profile, review, reservation, point-of-sale, analytics, payment, and other platforms (collectively, “Third-Party Platforms”). Customer acknowledges that Third-Party Platforms are independent of the Company and are subject to their own terms, policies, availability, and technical requirements.

7.2 Authorization

By connecting an Connected Account, Customer authorizes the Company to access and interact with such Advertising Account solely to provide the Services requested by Customer. Customer may revoke such authorization by disconnecting the applicable integration, subject to any processing already underway.

7.3 Customer Responsibility

Customer is solely responsible for:

1. (a) maintaining its Connected Accounts;

2. (b) ensuring that it is authorized to connect and provide access to such accounts;

3. (c) complying with the terms and policies of each Third-Party Platform;

4. (d) reviewing and approving any content, campaigns, offers, or other materials before publication or implementation;

5. (e) all advertising content published through its Advertising Accounts;

6. (f) all advertising expenditures, platform charges, reservation fees, transaction fees, or other third-party charges incurred through Customer’s accounts; and

7. (g) the accuracy and legality of information supplied directly by Customer.

8. (h) all charges imposed by Third-Party Platforms.

7.4 Advertising Budgets

Subscription Fees paid to the Company are separate from Customer’s Advertising Budgets. Advertising Budgets are paid directly to the applicable Third-Party Platform unless otherwise expressly agreed in writing. The Company is not responsible for refunds, credits, billing disputes, or adjustments relating to advertising expenditures charged by Third-Party Platforms.

7.5 Third-Party Changes

The Company does not control Third-Party Platforms and does not guarantee their continued availability, functionality, accuracy, compatibility, or access. Third-Party Platforms may modify or discontinue APIs, permissions, data fields, services, policies, pricing, or functionality at any time.

The Company shall not be liable for interruptions, limitations, loss of functionality, delayed or unavailable data, or other impacts caused by a Third-Party Platform, except to the extent required by applicable law.

The Company may modify, suspend, or discontinue an integration if necessary due to changes imposed by a Third-Party Platform.

ARTICLE 8

INTELLECTUAL PROPERTY RIGHTS

8.1 Company Ownership

The Services, ALF Content, software, source code, object code, databases, algorithms, workflows, prompts, AI models, Documentation, user interfaces, graphics, trademarks, service marks, trade names, logos, trade dress, and all related Intellectual Property Rights are and shall remain the exclusive property of the Company and its licensors. No ownership rights are transferred to Customer.

8.2 Customer Ownership

Customer retains ownership of Customer Data, Customer Content, trademarks, logos, restaurant branding, menus, recipes, and other proprietary materials supplied by Customer.

8.3 Generated Content License

Subject to Customer’s compliance with this Agreement and payment of all applicable Subscription Fees, the Company grants Customer a perpetual, worldwide, non-exclusive license to use, reproduce, publish, display, modify, and distribute Generated Content created specifically for Customer through the Services for Customer’s internal business operations and marketing activities. Nothing in this Section transfers ownership of the Company’s underlying software, AI models, prompts, algorithms, or other proprietary technology.

8.4 Feedback

If Customer provides suggestions, ideas, recommendations, enhancement requests, or other feedback regarding the Services, Customer grants the Company a perpetual, irrevocable, worldwide, royalty-free, transferable license to use, modify, commercialize, and incorporate such feedback without restriction or compensation.

ARTICLE 9

CONFIDENTIALITY

9.1 Confidentiality Obligations

Each party (“Receiving Party”) shall protect the Confidential Information of the other party (“Disclosing Party”) using at least the same degree of care it uses to protect its own confidential information of a similar nature, and in no event less than a commercially reasonable degree of care.

The Receiving Party shall not disclose Confidential Information except:

1. (a) to its employees, officers, directors, contractors, professional advisors, auditors, insurers, financing sources, authorized service providers and sub processors, who have a legitimate need to know such information in connection with the Services and who are bound by confidentiality and data-protection obligations no less protective than those contained herein;

2. (b) with the prior written consent of the Disclosing Party; or

3. (c) as required by applicable law, regulation, subpoena, court order, or governmental authority, provided that, where legally permissible, the Receiving Party gives prompt notice to the Disclosing Party to permit it to seek a protective order or other appropriate relief.

9.2 Permitted Use

Confidential Information shall be used solely for the performance or exercise of rights under this Agreement and for no other purpose. Confidential Information may be processed by authorized service providers and sub processors solely as necessary to provide, secure, maintain, support, and improve the Services in accordance with this Agreement and the Privacy Policy.

9.3 Exclusions

The confidentiality obligations set forth herein shall not apply to information that falls within the exclusions set forth in the definition of Confidential Information contained in the Definitions Schedule.

9.4 Injunctive Relief

The parties acknowledge that unauthorized disclosure of Confidential Information may cause irreparable harm for which monetary damages alone would be an inadequate remedy. Accordingly, either party may seek temporary, preliminary, or permanent injunctive or equitable relief to prevent or remedy an actual or threatened breach of this Article, without waiving any other rights or remedies.

ARTICLE 10

ACCEPTABLE USE

10.1 Lawful Use

Customer shall use the Services only for lawful business purposes and in compliance with all applicable laws, regulations, and governmental requirements.

10.2 Prohibited Conduct

Customer shall not, directly or indirectly:

1. (a) use the Services for unlawful, fraudulent, deceptive, misleading, or unethical purposes;

2. (b) transmit malware, ransomware, spyware, viruses, or other harmful code;

3. (c) interfere with or disrupt the integrity, security, or operation of the Services;

4. (d) attempt to gain unauthorized access to the Services or related systems;

5. (e) probe, scan, or test the vulnerability of the Services without authorization;

6. (f) reverse engineer, decompile, disassemble, translate, or otherwise attempt to derive the source code, prompts, model architecture, or underlying technology of the Services, except to the extent such restriction is prohibited by applicable law;

7. (g) use automated bots, crawlers, scrapers, or similar technologies to extract data from the Services except as expressly authorized by the Company;

8. (h) remove or obscure proprietary notices or branding;

9. (i) impersonate another person or entity;

10. (j) upload content that infringes the intellectual property or privacy rights of others;

11. (k) use the Services to transmit spam or other unsolicited commercial communications in violation of applicable law;

12. (l) attempt to circumvent Subscription limits, usage restrictions, or security controls;

13. (m) use the Services to create, publish, or distribute advertisements, promotions, or marketing content that is false, deceptive, or misleading, including fabricated customer testimonials, reviews, or endorsements, or content that fails to disclose a material connection where required by applicable law;

14. (n) use the Services, including any audience-targeting or segmentation functionality, to advertise in a manner that unlawfully discriminates against individuals on the basis of a protected characteristic under applicable law; or

15. (o) use the Services in any manner that could reasonably damage the reputation, security, or integrity of the Company or the Services.

10.3 Compliance with Advertising Laws

Customer is solely responsible for ensuring that all advertisements, promotions, offers, discounts, loyalty programs, pricing claims, and other marketing materials created, modified, approved, or published by Customer comply with all applicable laws and the policies of any applicable Third-Party Platform. The Company does not warrant that Generated Content complies with every legal or regulatory requirement in every jurisdiction.

ARTICLE 11

SUSPENSION, TERMINATION, AND EFFECT OF TERMINATION

11.1 Suspension

Without limiting any other rights or remedies, The Company may suspend access to all or part of the Services immediately upon notice, or without prior notice where reasonably necessary due to security, fraud, legal compliance, nonpayment, or protection of the Services immediately upon notice, or without prior notice where reasonably necessary, if the Company determines that:

1. (a) Customer has materially breached this Agreement;

2. (b) Customer’s use of the Advertise Like a Franchise™ software-as-a-service platform presents a security risk;

3. (c) Customer has failed to pay Subscription Fees when due;

4. (d) suspension is reasonably necessary to protect the Services, Customer Data, other Customers, the Company, or any Third-Party Platform or service provider used in connection with the Services;

5. (e) a Third-Party Platform, infrastructure provider, authentication provider, hosting provider, or other service provider requires or causes a temporary suspension or limitation of functionality;

6. (f) the Company reasonably believes that Customer is engaging in unlawful or fraudulent conduct.

11.2 Termination by Customer

Customer may terminate this Agreement by cancelling its paid Subscription. Termination shall become effective at the end of the then-current paid Subscription Term unless the parties agree otherwise in writing. Cancellation will prevent future renewal charges but will not entitle Customer to a refund of amounts previously paid, except as required by applicable law or expressly provided in this Agreement.

11.3 Termination by the Company

In an addition to any other rights or remedies available to the Company under this Agreement or under applicable law, the Company may terminate this Agreement immediately upon written notice if:

1. (a) Customer materially breaches this Agreement and fails to cure such breach within thirty (30) days after receiving notice, if the breach is capable of cure;

2. (b) Customer becomes insolvent, enters bankruptcy or receivership, or makes an assignment for the benefit of creditors; or

3. (c) Customer repeatedly violates this Agreement in a manner demonstrating an unwillingness or inability to comply.

The Company may also discontinue the Services generally upon reasonable advance notice.

11.4 Effect of Termination

Upon termination:

1. (d) Customer’s right to access the Services shall cease, except to the extent otherwise provided herein;

2. (e) all unpaid amounts become immediately due and payable;

3. (f) each party shall comply with its obligations regarding Confidential Information; and

4. (g) those provisions which by their nature should survive termination shall remain in effect, including provisions relating to payment obligations, intellectual property, confidentiality, disclaimers, limitations of liability, indemnification, dispute resolution, and governing law.

ARTICLE 12

WARRANTIES AND DISCLAIMERS

12.1 Limited Operational Commitment

The Company will use commercially reasonable efforts to make the Services available and to correct material defects identified by Customer within a reasonable period, considering the nature and severity of the issue. Except as expressly stated in this Agreement, no additional warranties are provided.

12.2 DISCLAIMER OF WARRANTIES

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE SERVICES, AI SERVICES, GENERATED CONTENT, DOCUMENTATION, INTEGRATIONS, AND ALL RELATED MATERIALS ARE PROVIDED “AS IS,” “AS AVAILABLE,” AND “WITH ALL FAULTS.”

THE COMPANY DISCLAIMS ALL WARRANTIES, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, QUIET ENJOYMENT, ACCURACY, OR THAT THE SERVICES WILL BE UNINTERRUPTED, SECURE, OR ERROR-FREE.

WITHOUT LIMITING THE FOREGOING, THE COMPANY DOES NOT WARRANT THAT THE SERVICES WILL RESULT IN ANY PARTICULAR LEVEL OF SALES, PROFITS, CUSTOMER TRAFFIC, RETURN ON ADVERTISING SPEND, OR OTHER BUSINESS PERFORMANCE.

ARTICLE 13

LIMITATION OF LIABILITY

13.1 Exclusion of Certain Damages

TO THE MAXIMUM EXTENT PERMITTED BY LAW, IN NO EVENT SHALL THE COMPANY OR ITS AFFILIATES, OFFICERS, DIRECTORS, EMPLOYEES, LICENSORS, OR AGENTS BE LIABLE FOR ANY INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, EXEMPLARY, OR PUNITIVE DAMAGES, OR FOR ANY LOSS OF PROFITS, REVENUE, GOODWILL, BUSINESS OPPORTUNITY, DATA, OR BUSINESS INTERRUPTION, ARISING OUT OF OR RELATING TO THIS AGREEMENT OR THE SERVICES, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

13.2 Liability Cap

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE AGGREGATE LIABILITY OF THE COMPANY ARISING OUT OF OR RELATING TO THIS AGREEMENT OR THE SERVICES SHALL NOT EXCEED THE TOTAL SUBSCRIPTION FEES ACTUALLY PAID BY CUSTOMER TO THE COMPANY DURING THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CLAIM.

THIS LIMITATION APPLIES REGARDLESS OF THE FORM OF ACTION, WHETHER IN CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, OR OTHERWISE.

13.3 Essential Basis of the Bargain

The parties acknowledge that the pricing of the Services reflects the allocation of risk contained in this Agreement and that the limitations set forth in this Article constitute an essential basis of the bargain between the parties.

ARTICLE 14

INDEMNIFICATION

Customer shall defend, indemnify, and hold harmless the Company, its affiliates, officers, directors, employees, contractors, licensors, successors, and assigns from and against any third-party claims, demands, actions, liabilities, damages, judgments, settlements, penalties, costs, and reasonable attorneys’ fees arising out of or relating to:

1. (a) Customer’s breach of this Agreement;

2. (b) Customer Data or Customer Content;

3. (c) Customer’s advertisements or marketing campaigns;

4. (d) Customer’s use, publication, or distribution of Generated Content;

5. (e) Customer’s violation of applicable law or the rights of any third party; or

6. (f) Customer’s negligent or wrongful acts or omissions.

The Company shall promptly notify Customer of any claim for which indemnification is sought and shall reasonably cooperate, at Customer’s expense, in the defense of such claim.

ARTICLE 15

DISPUTE RESOLUTION, BINDING ARBITRATION, AND CLASS ACTION WAIVER

15.1 Good Faith Negotiation

Before commencing arbitration, either party shall provide the other party with written notice describing the nature of the dispute and the relief requested. The parties shall use good faith efforts to resolve the dispute through informal negotiations for a period of thirty (30) days following receipt of such notice. Nothing in this Section shall prevent either party from seeking temporary or preliminary injunctive relief where necessary to prevent imminent and irreparable harm.

15.2 Agreement to Arbitrate

Except as expressly provided in this Agreement, any dispute, controversy, or claim arising out of or relating to:

1. (a) this Agreement;

2. (b) the Services;

3. (c) the relationship between the parties; or

4. (d) any use of the Services,

shall be resolved exclusively through final and binding arbitration. The parties knowingly and voluntarily waive any right to have such disputes decided by a judge or jury, except as expressly provided herein.

15.3 Arbitration Rules

The arbitration shall be administered under the Commercial Arbitration Rules of the American Arbitration Association (“AAA Rules”) then in effect, except as modified by this Agreement. To the extent this Agreement conflicts with the AAA Rules, this Agreement shall control to the maximum extent permitted by applicable law.

15.4 Seat and Venue

The legal seat of arbitration shall be San Juan, Puerto Rico. Unless the parties agree otherwise, hearings shall take place in San Juan, Puerto Rico, or may be conducted remotely if permitted by the arbitrator.

15.5 Governing Law

This Agreement, and any dispute arising from or relating to it, shall be governed by and construed in accordance with the laws of the Commonwealth of Puerto Rico, without regard to its conflict-of-law principles. The Federal Arbitration Act, 9 U.S.C. §§ 1-16, shall govern the interpretation and enforcement of this Article to the fullest extent permitted by law.

15.6 Arbitrator

The arbitration shall be conducted before one (1) neutral arbitrator with substantial experience in commercial technology or software disputes. The arbitrator shall have authority to award all remedies available under applicable law except where limited by this Agreement.

15.7 Delegation of Arbitrability

The arbitrator, and not any court, shall have the exclusive authority to determine the existence, scope, enforceability, interpretation, formation, or validity of this arbitration agreement, including any claim that all or part of this Agreement is void or voidable, except to the extent applicable law provides otherwise.

15.8 Confidentiality of Proceedings

Unless disclosure is required by law, all arbitration proceedings, filings, testimony, evidence, awards, and settlement discussions shall remain confidential.

15.9 Costs

Each party shall bear its own attorneys’ fees and costs except as otherwise awarded by the arbitrator or required by applicable law. The arbitrator may allocate arbitration costs in the final award.

15.10 Injunctive Relief

Nothing in this Agreement prevents either party from seeking temporary restraining orders, preliminary injunctions, or other equitable relief from a court of competent jurisdiction to protect Confidential Information, Intellectual Property Rights, or other rights for which immediate judicial intervention is appropriate. Seeking such relief shall not waive the obligation to arbitrate the underlying dispute.

ARTICLE 16

CLASS ACTION WAIVER

16.1 Individual Proceedings Only

To the fullest extent permitted by applicable law, all disputes shall be brought solely on an individual basis. Neither party shall participate as a plaintiff, claimant, class representative, class member, private attorney general, or representative in any class action, collective action, consolidated action, coordinated proceeding, or representative action arising out of or relating to this Agreement.

16.2 No Consolidation

Unless all parties expressly agree in writing, no arbitration shall be consolidated with another arbitration involving any other Customer.

16.3 Severability of Class Action Waiver

If the class action waiver contained in this Article is determined by a court of competent jurisdiction to be unenforceable with respect to a particular claim or request for relief, then only that claim or request for relief shall proceed in court, and all remaining claims shall continue to be resolved through arbitration to the fullest extent permitted by applicable law.

ARTICLE 17

NOTICES

17.1 Notices to Customer

The Company may provide notices by:

1. (a) electronic mail;

2. (b) posting within the Services;

3. (c) the Customer dashboard;

4. (d) text message, where authorized; or

5. (e) any other reasonable electronic means.

Notices shall be deemed received on the date transmitted.

17.2 Notices to the Company

Customer shall provide legal notices to the Company at:

Arteria Publicidad Inc. d/b/a Advertise Like a Franchise

Address:PO BOX 194919, San Juan, PR 00919-4919

Email: info@themarketingfork.com

The Company may update its notice information by posting revised contact information on its website.

ARTICLE 18

ELECTRONIC COMMUNICATIONS

Customer consents to receive electronically all agreements, disclosures, invoices, notices, amendments, renewals, receipts, and other communications relating to the Services. Electronic communications satisfy any legal requirement that such communications be in writing.

ARTICLE 19

FORCE MAJEURE

Neither party shall be liable for delays or failures in performance caused by events beyond its reasonable control, including acts of God, natural disasters, epidemics, pandemics, war, terrorism, civil unrest, labor disputes, governmental actions, power failures, internet outages, failures of telecommunications providers, failures of Third-Party Platforms, or other events beyond the reasonable control of the affected party. The affected party shall use commercially reasonable efforts to resume performance as soon as reasonably practicable.

ARTICLE 20

ASSIGNMENT

Customer may not assign or transfer this Agreement, whether voluntarily, by operation of law, merger, or otherwise, without the Company’s prior written consent.

The Company may assign this Agreement without Customer’s consent in connection with:

1. (a) a merger;

2. (b) acquisition;

3. (c) corporate reorganization;

4. (d) financing transaction;

5. (e) sale of substantially all assets; or

6. (f) other change in control.

This Agreement shall bind and benefit the parties and their respective permitted successors and assigns.

ARTICLE 21

MISCELLANEOUS

21.1 Entire Agreement

This Agreement, together with the Definitions Schedule, Privacy Policy, Cookie Policy, AI Use & Responsible AI Policy, Data Processing Addendum, Website Disclaimer, Copyright (DMCA) Policy, and any incorporated documents, constitutes the entire agreement between the parties concerning the Services and supersedes all prior or contemporaneous understandings relating to its subject matter. Subscription, billing, and acceptable-use terms are set forth directly in this Agreement and are not the subject of separate policies.

21.2 No Waiver

No waiver of any provision shall be effective unless in writing and signed by the party granting the waiver. Failure to enforce any provision shall not constitute a waiver of future enforcement.

21.3 Severability

If any provision of this Agreement is held invalid, illegal, or unenforceable, the remaining provisions shall remain in full force and effect. The invalid provision shall be modified or interpreted, if possible, to accomplish its intended purpose while remaining enforceable.

21.4 Independent Contractors

The parties are independent contractors. Nothing in this Agreement creates a partnership, joint venture, franchise, agency, fiduciary relationship, employment relationship, or other similar relationship between the parties.

21.5 No Third-Party Beneficiaries

Except as expressly provided herein, this Agreement is intended solely for the benefit of the parties and their permitted successors and assigns. No third party shall have any rights under this Agreement.

21.6 Survival

The provisions concerning payment obligations, confidentiality, intellectual property, feedback, data ownership, indemnification, disclaimers, limitation of liability, dispute resolution, arbitration, governing law, and any other provisions that by their nature should survive termination shall survive any expiration or termination of this Agreement.

21.7 Headings

Section headings are provided solely for convenience and shall not affect the interpretation of this Agreement.

21.8 Counterparts and Electronic Acceptance

This Agreement may be accepted electronically. Customer’s electronic acceptance, including by clicking an acceptance button, creating an Account, commencing a Free Trial, purchasing a Subscription, or otherwise accessing the Services, shall constitute a legally binding electronic signature.

21.9 Contact Information

Arteria Publicidad Inc. d/b/a Advertise Like a Franchise

Website: advertiselikeafranchise.com

Business Address:

PO BOX 194919, San Juan, PR 00919-4919

Support Email:

Info@themarketingfork.com

SCHEDULE A

DEFINITIONS & RULES OF INTERPRETATION

Advertise Like a Franchise^TM

Definitions Schedule is incorporated by reference into each of the following documents published by Arteria Publicidad Inc., doing business as Advertise Like a Franchise ("ALF"), as amended from time to time:

• Master Terms of Service
• Privacy Policy
• AI Use & Responsible AI Policy
• Cookie Policy
• Data Processing Addendum
• Website Disclaimer
• Copyright (DMCA) Policy
• Any applicable Order Form, Enterprise Subscription Agreement, or other agreement expressly incorporating this Schedule.

Unless expressly defined otherwise in a particular document, all capitalized terms shall have the meanings set forth below.

ARTICLE 1

DEFINED TERMS

1.1 Account

The electronic account established by a Customer to access the Services.

1.2 Aggregated and De-Identified Data

Data derived from Customer Data that the Company has processed such that it either: (i) has been combined or aggregated with data from a minimum of five (5) Customers, such that no individual Customer’s contribution can reasonably be discerned; or (ii) if derived from, or presented at the level of, a single Customer, has had direct and indirect identifiers of that Customer and of any individual removed, altered, or obscured using a recognized de-identification methodology such that the resulting data cannot reasonably be used to identify, or be attributed back to, that Customer or any individual. The Company will not attempt to re-identify Aggregated and De-Identified Data or to associate it with a specific Customer or individual.

1.3 Advertising Account

Any third-party advertising account connected by the Customer to the Services, including Meta Ads Manager, Facebook, Instagram, Google Ads, YouTube, or any successor advertising platform.

1.4 Advertising Budget

Amounts designated by the Customer for advertising through Third-Party Platforms. Advertising Budgets are separate from Subscription Fees and are paid directly by the Customer to the applicable advertising platform unless expressly agreed otherwise in writing.

1.5 AI Services

The artificial intelligence, machine learning, automation, predictive analytics, recommendation engines, prompts, algorithms, workflows, and related technologies made available by the Company through the Services.

1.6 ALF Content

All software, source code, object code, databases, documentation, dashboards, reports, interfaces, workflows, prompts, AI models, algorithms, graphics, trademarks, service marks, logos, text, audiovisual materials, and other proprietary materials owned or licensed by the Company, excluding Customer Content and Customer Data.

1.7 Authorized Payment Processor

Paddle, or any successor payment processor designated by the Company from time to time.

1.8 Authorized User

An individual authorized by the Customer to access or use the Services under the Customer’s Account.

1.9 Company

Arteria Publicidad Inc., a corporation organized under the laws of the Commonwealth of Puerto Rico, doing business as Advertise Like a Franchise^TM, together with its successors and permitted assigns.

1.10 Confidential Information

All non-public business, technical, commercial, financial, operational, security, or proprietary information disclosed by either party, whether written, oral, electronic, visual, or otherwise, including Restaurant Data, Customer Data, source code, AI models, pricing, business plans, software, trade secrets, any other proprietary information designated as confidential or that reasonably should be understood to be confidential. Confidential Information does not include information that:

(i) becomes publicly available through no breach of this Agreement;

(ii) was lawfully known before disclosure;

(iii) is independently developed without use of Confidential Information; or

(iv) is lawfully obtained from a third party without a duty of confidentiality.

1.11 Customer

The individual or legal entity entering into an agreement with the Company for access to the Services.

1.12 Customer Content

Any text, images, menus, logos, pricing, recipes, promotional materials, advertisements, graphics, files, reports, or other content uploaded or provided by the Customer.

1.13 Customer Data

All information uploaded, transmitted, imported, synchronized, generated, or otherwise processed by or on behalf of the Customer through the Services, including Customer Content and Restaurant Data.

1.14 Documentation

User manuals, implementation guides, online help materials, tutorials, FAQs, and other documentation made available by the Company in connection with the Services.

1.15 Enterprise Customer

A Customer that has entered into a separately executed Enterprise Services Agreement with the Company.

1.16 Enterprise Services Agreement

A written agreement executed by the Company and an Enterprise Customer that supplements and, where expressly stated, modifies the Master Terms of Service.

1.17 Free Trial

The complimentary fifteen (15) consecutive calendar-day evaluation period offered to eligible new Customers before commencement of a paid Subscription.

1.18 Generated Content

Advertisements, promotional materials, reports, recommendations, marketing copy, graphics, campaign strategies, audience suggestions, analyses, forecasts, and other materials generated in whole or in part through the AI Services.

1.19 Hosting Provider

Any third-party cloud hosting, infrastructure, storage, networking, backup, computing, or platform provider engaged by the Company to operate, maintain, secure, support, or improve the Services.

1.20 Intellectual Property Rights

All worldwide rights arising under copyright, patent, trademark, trade secret, database, moral rights, and other proprietary rights recognized under applicable law.

1.21 Order Form

Any ordering document, electronic checkout page, proposal, quote, statement of work, or other commercial document accepted by the Customer that specifies subscription pricing, features, or commercial terms.

1.22 Restaurant Data

Business information relating to a restaurant operation, including:

• point-of-sale transactions;
• menu items;
• pricing;
• inventory;
• product mix;
• promotions;
• sales volumes;
• customer purchasing trends;
• loyalty information;
• operating hours;
• locations; and
• other commercial operational information.

Restaurant Data does not include personal information except to the extent separately identified and processed in accordance with applicable privacy laws.

1.23 Services

The Advertise Like a Franchise^TM software-as-a-service platform, website, applications, AI Services, analytics, reporting tools, integrations, support services, Documentation, updates, upgrades, enhancements, and related functionality provided by the Company.

1.24 Subscription

The limited contractual right to access and use the Services during the applicable Subscription Term.

1.25 Subscription Fees

Recurring fees payable for access to the Services. Subscription Fees do not include Advertising Budgets.

1.26 Subscription Term

The recurring monthly, annual, or other subscription period purchased by the Customer, including any automatic renewal period.

1.27 Third-Party Platform

Any website, application, advertising platform, API, cloud provider, payment processor, analytics provider, or other technology not owned or controlled by the Company.

ARTICLE 2

RULES OF INTERPRETATION

Unless the context clearly requires otherwise:

1. Singular includes the plural and vice versa.
2. References to one gender include all genders.
3. References to “including” or “includes” mean “including without limitation.”
4. References to statutes include amendments and successor legislation.
5. Headings are for convenience only and shall not affect interpretation.
6. References to “writing” or “written” include electronic communications.
7. The word “may” is permissive.
8. The word “shall” is mandatory.
9. References to “business days” mean days other than Saturdays, Sundays, and official holidays observed in the Commonwealth of Puerto Rico.
10. In the event of any conflict among the Company’s legal documents, the following order of precedence shall apply:
    • (a) Enterprise Services Agreement
    • (b) Executed Order Form
    • (c) Master Terms of Service
    • (d) Privacy Policy
    • (e) AI Use & Responsible AI Policy
    • (f) Cookie Policy
    • (g) Website Disclaimer
    • (h) Copyright (DMCA) Policy

Notwithstanding the foregoing order of precedence, and notwithstanding that it is not separately listed above, the Data Processing Addendum shall control over every other document listed in this Article 2, including the Master Terms of Service, solely with respect to matters concerning the processing, security, sub-processing, or protection of personal data.

Unless expressly stated otherwise, the higher-ranking document shall control solely to the extent of the inconsistency.

ARTICLE 3

AMENDMENTS

This Definitions Schedule may be amended by the Company in accordance with the amendment provisions contained in the Master Terms of Service. Any amendment shall automatically apply to every document that incorporates this Schedule by reference unless expressly stated otherwise.