TERMS AND CONDITIONS: FOLDED COUPONFLYER; DIRECT MAIL AND DIGITAL COUPONS

THESE TERMS AND CONDITIONS ARE PART OF ALL CONTRACTS BETWEEN ADVERTISERS AND COUPONMEDIA LLC St. Petersburg, FL 33702.

The purchaser named on this agreement, referred to as the ADV, agrees to honor the terms and conditions of the specified literature with each recipient and will not hold COUPONMEDIA LLC of St. Petersburg (referred to as PUB) or its agents and affiliates responsible for any offers made regardless of response to the mailing, whether printed or digital. The ADV authorizes PUB to distribute the specified literature through the United States Postal Service along with other advertisers. This contract cannot be cancelled until after the 2nd mailing. The first mailing will be sent within 4 months of signing the contract and the second mailing will be sent 3 months after the first mailing. The full advertising rate is payable for both mailings. The ADV is responsible for any tax liability and artwork fees.

The PUB will publish a coupon flyer with coupons from various businesses in the area. Each of the coupons will have a digital clone. All the coupons will be grouped together, as on the coupon flyer, in a coupon directory. This directory and the individual coupons will be published on the PUB's partner websites and through various social media channels and groups. The customer is given access to their personal, password-protected coupon account. In addition to viewing statistics and lists of names and email addresses of people who have downloaded and redeemed their coupons, they can also pause, modify, or even delete existing coupons. The price of the advert also includes the possibility of two additional campaigns. These can be additional downloadable coupons, vouchers, or loyalty cards. If the ADV cancels and breaks the agreement, PUB has the right to charge the full advertising rate for the duration of the signed agreement. In addition, if the advertiser has agreed to multiple mailings at a discounted rate, PUB has the right to charge the difference between the discounted rate and the full rate for all months already mailed. ADV warrants that it has the right to publish and grants PUB and its agents the irrevocable right and permission to reproduce all trademarks, trade names, copyrighted material and other images provided by ADV to PUB throughout the United States. ADV is responsible for ensuring that its advertising, business, services, and products comply with all applicable laws. The ADV also agrees to indemnify, defend, and hold harmless PUB from any claim of copyright, trademark or service mark infringement arising from the printing of the ADV's advertisement.

The ADV acknowledges that it has no right or title to any photograph, graphic or other image provided or arranged by PUB for the ADV, including any photograph or image containing the ADV's image. The ADV indemnifies and holds PUB its agents, affiliates, subsidiaries, directors, officers, employees, and applicable third parties harmless from and against any and all claims and liabilities arising out of the publication or production of the ADV's advertisement or promotional product, and any material provided by the ADV to the PUB. ADV agrees that PUB's liability to it shall not exceed the amount paid by ADV to PUB under this Agreement. Any material errors in the production of the ADV's advertisement or promotional product by PUB will be corrected at the next available mailing date and no cash refunds will be made. If necessary, ADV agrees to pay additional costs for attorneys' fees, court costs and collection agency fees associated with the enforcement of this Agreement.

PUB full colour proofs are not guaranteed as to the accuracy of thefinal printed colour, colour saturation, colour placement or density. PUBoffers "pleasing colour" to the consumer and makes no guarantees asto the final colour. All cheques for deposit or payment must be made payable toPUB. A service charge of $25.00 will be assessed for each check returned forany reason and a service charge of $35.00 will be assessed for each subsequentdishonoured check. PUB reserves the right to cancel any ADV and/or mailing(s)and/or product orders and to refund in full any monies paid. PUB willautomatically renew this Agreement unless other arrangements are made inwriting and agreed to at least 30 days prior to the renewal date.

The ADV agree not to disclose PUB Confidential Information without PUB'sprior written consent. "PUB Confidential Information" includeswithout limitation all Program Materials including without limitation all PUB`ssoftware, technology, programming, specifications, materials, payment terms,guidelines and documentation relating to the cross-media coupon project;click-through rates, print rates, redemption rates, or other statisticsrelating to Site performance in the Program provided to the ADV by PUB; allend-user data obtained through the Program; and any other informationdesignated in writing by PUB as "Confidential" or an equivalentdesignation. PUB Confidential Information does not include information that hasbecome publicly known through no breach by the ADV or PUB, or information thathas been independently developed without access to PUB ConfidentialInformation, as evidenced in writing; rightfully received by ADV from a thirdparty without a confidentiality obligation; or required to be disclosed by lawor by a governmental authority.

This is the final agreement between the parties and all prior oral orwritten agreements are deemed incorporated into this agreement. Any changes tothis agreement must be in writing and signed by both parties. If PUB extendscredit to a customer for PUB services, the undersigned personally guaranteesthe payment of all, or any part of the amount owed to PUB or its assigns by thecompany or firm named on the invoice.