Terms of Service

Welcome to Monitorea. By accessing or using our service, you agree to be bound by these Terms of Service. Please read them carefully.

Your contracting party and the operator of Monitorea is Monitorea LLC, a Puerto Rico limited liability company ("Company," "we," "us," or "our"). Our principal place of business is in San Juan, Puerto Rico.

1. Acceptance of Terms

By creating an account or using Monitorea, you agree to these Terms of Service and our Privacy Policy. If you accept on behalf of an organization, you represent that you have authority to bind that organization. If you do not agree, you may not use our service.

A separately signed Enterprise Services Agreement governs the service purchased under it instead of these Terms. If you sign an Order Form without an Enterprise Services Agreement, that Order Form controls over these Terms to the extent of a conflict. Under an Enterprise Services Agreement, an Order Form overrides that agreement only where it expressly identifies the provision being changed and is signed by both parties. Public website updates do not amend a signed agreement or Order Form.

2. Description of Service

Monitorea provides AI-powered media monitoring across radio, TV, podcasts, web news, print, and supported public social-media sources. Features include transcription, search, alerts, clips, briefs, reports, and media analysis. Available sources, markets, archives, and features depend on your plan or Order Form and source availability. Coverage is not exhaustive; we do not promise access to every source or detection of every mention.

3. Account Registration

You must provide accurate and complete information when creating an account. You are responsible for maintaining the confidentiality of your account credentials and for all activities that occur under your account.

4. Subscription and Payment

Self-service subscriptions are billed in advance on the monthly or annual billing cycle selected at checkout and renew on that cycle until canceled, subject to applicable law. Payments are non-refundable except as required by law or expressly provided in these Terms, a signed agreement, or an Order Form. Self-service price changes apply at the next renewal after at least 30 days' notice. A signed agreement or Order Form controls its committed term, billing schedule, payment deadlines, renewal, fee changes, and refund rights; monthly invoicing does not make an Enterprise commitment month-to-month.

5. Acceptable Use

You agree not to use our service to: violate any laws; infringe on intellectual property rights; distribute malware; attempt to gain unauthorized access; or interfere with the proper functioning of our service.

6. Intellectual Property

Monitorea retains its rights in the service and underlying software and technology. Third-party media and material derived from it, including transcripts, clips, summaries, and analyses ("Monitored Content"), remain subject to their respective owners' rights. Access to the service does not grant ownership of or a redistribution license for third-party content. You are responsible for your use, public sharing, and redistribution of Monitored Content and for obtaining any required permissions, including when using share links or distributing material to clients. Monitorea does not warrant ownership of or written licenses for all Monitored Content.

7. Privacy

Your use of Monitorea is subject to our Privacy Policy, which describes how we collect, use, and protect your information.

As between you and Monitorea, you own the configurations, queries, uploads, and other data you submit ("Customer Data"). Customer Data does not include Monitored Content obtained independently by Monitorea or the underlying service technology. You authorize us and our service providers to process Customer Data to provide, operate, support, and secure the service and comply with law. We may use aggregated or de-identified telemetry, diagnostics, security data, and service-performance data to operate and improve the service, provided it does not identify you or any individual or disclose your confidential information. This permission does not transfer ownership of Customer Data.

8. Disclaimer of Warranties

To the maximum extent permitted by law, our service is provided "as is" and "as available," without express or implied warranties, including merchantability, fitness for a particular purpose, and non-infringement. We do not guarantee uninterrupted or error-free service or complete or accurate content. AI-generated transcripts, summaries, sentiment, classifications, and other outputs are probabilistic and may contain errors or omissions. You must independently verify outputs before relying on, acting on, or republishing them; they do not replace human review or professional judgment.

9. Limitation of Liability

To the maximum extent permitted by law, neither party is liable for indirect, incidental, special, consequential, or punitive damages, or lost profits or revenue, arising out of or relating to these Terms or the service. This exclusion does not exclude amounts payable to third parties and reasonable defense costs under Section 12, which remain subject to the monetary limits below.

"Fee Base" means the fees paid or payable by you for the service in the 12 months immediately preceding the first event giving rise to liability under these Terms. Fees are counted once; if the service has been provided for less than 12 months, only fees for that shorter period count, without annualization or future unaccrued fees. Each party's total aggregate liability for all ordinary claims is limited to one times the Fee Base. For claims involving breach of confidentiality, breach of data-protection or security obligations, or indemnification obligations, the limit is two times the Fee Base.

These limits are shared, not cumulative: ordinary claims remain subject to the one-times limit, and all capped claims together cannot exceed two times the Fee Base for each party. The limits apply across all legal theories, claims, incidents, and renewals, including defense costs and settlements, and do not reset for each claim. They do not limit your obligation to pay fees and applicable taxes, Monitorea's express refund obligations, or liability that cannot lawfully be excluded or limited. Nothing in these Terms waives non-waivable rights or remedies under applicable law.

10. Termination

For a self-service subscription, you may cancel renewal at any time through your account settings; cancellation takes effect at the end of the current paid billing period. Cancellation, disabling renewal, deleting an account, or ceasing use does not shorten a committed term or release payment obligations under an Order Form or Enterprise Services Agreement. Its notice, non-renewal, suspension, termination, and refund provisions govern.

Where these Terms govern, either party may terminate for a material breach that remains uncured 30 days after written notice. We may suspend access as reasonably necessary to address unlawful use, a security threat, or overdue payment, with notice when practicable. If you terminate for our uncured material breach, we will refund prepaid subscription fees allocable to the period after termination within 30 days, and you owe no service fees for that post-termination period. The refund equals the prepaid fee for each affected billing period multiplied by the unused days after termination divided by the total days in that billing period. Otherwise, no refund is due except as required by law. Accrued obligations and provisions that by their nature survive remain effective after termination.

11. Confidentiality

Each party will protect the other's non-public information designated confidential or reasonably understood to be confidential with at least reasonable care, use it only to perform under these Terms, and disclose it only to representatives and service providers who need to know and are bound by confidentiality obligations. This includes Customer Data, business strategies, customer lists, and monitoring configurations. It excludes information public through no fault of the recipient, already lawfully known, independently developed, or lawfully received without restriction. Legally required disclosure is permitted, with notice where lawful and disclosure limited to what is required. These duties survive termination and are subject to Section 9.

12. Indemnification

Subject to Section 9, you will defend and indemnify Monitorea and its officers, directors, employees, and agents against third-party claims to the extent caused by your or your authorized users' unlawful use of the service, material violation of these Terms, infringement of third-party rights through Customer Data, or unauthorized use or redistribution of Monitored Content. This covers reasonable defense costs, damages finally awarded, and settlements you approve, excluding claims to the extent caused by Monitorea's breach or misconduct. Monitorea will promptly notify you (delay excuses your obligations only to the extent materially prejudiced), allow you to control the defense with qualified counsel, and reasonably cooperate at your expense. You may not admit fault or impose non-monetary obligations on a protected party without its written consent. All protected parties share the same applicable cap. These Terms do not provide an indemnity by Monitorea.

13. Force Majeure

Neither party shall be liable for any failure or delay in performing their obligations under these Terms due to circumstances beyond their reasonable control, including but not limited to natural disasters, acts of war or terrorism, labor disputes, government actions, power failures, internet or telecommunications failures, or pandemics. This does not excuse payment obligations already accrued.

14. Service Level

Monitorea targets 99.5% monthly uptime for the hosted platform. Uptime is measured as available minutes divided by total minutes in the calendar month, excluding scheduled maintenance, emergency maintenance, circumstances beyond Monitorea's reasonable control, and interruptions caused by the customer or its systems. Scheduled maintenance will have at least 48 hours' notice and take place outside peak news windows. Emergency maintenance may occur without advance notice; Monitorea will give notice as soon as practicable. Platform availability does not measure completeness, accuracy, or timeliness of third-party media coverage. This is a service target, not a warranty or automatic service-credit commitment. Any separately signed SLA controls its expressly agreed service levels and remedies.

15. Governing Law and Courts

These Terms 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. Any legal action or proceeding arising under these Terms shall be brought exclusively in the federal or state courts located in San Juan, Puerto Rico, and the parties hereby consent to personal jurisdiction and venue therein. This does not restrict rights or regulatory jurisdiction that cannot be waived by agreement.

16. Changes to Terms

We may update these Terms prospectively and will notify you of material changes by email or through the service before they take effect. The notice will identify the effective date and any acceptance steps required by law. Changes do not retroactively alter accrued rights or claims and do not amend a signed agreement or Order Form. Continued use after the effective date constitutes acceptance only to the extent permitted by law.

17. Contact

For questions about these Terms of Service, please contact us at legal@monitorea.ai