MSA Subscription

Preamble

This Master Subscription Agreement ("MSA") is incorporated in and forms an integral part of the applicable Service Order entered between LetsTok Technologies Ltd. that provides the applicable Services (as defined below) ("LetsTok", "we") and the entity / person that uses such service, all as set forth in the applicable Service Order ("Customer", "you") that was entered between the parties (each a "Party" and together the "Parties").

The following documents are included in this MSA as appendixes and form an integral part hereof, which together with the Service Order, form the agreement between Customer and LetsTok with respect to the Services provided by LetsTok to Customer under and in accordance with the terms of the applicable Service Order (the "Agreement"):

• The Data Protection Addendum ("DPA") attached hereto as Appendix B.
• Any guidelines, including content policies and/or guidelines referenced hereto.

By accessing the Platform and/or using the Services described in your Service Order with LetsTok ("Services"), you hereby agree and accept the Agreement in full. We recommend that you print out or save a local copy of the Agreement for your records. Capitalized terms used but not defined elsewhere in the Agreement will have the meaning ascribed to them in Appendix A attached hereto.

If you do not accept this Agreement in its entirety, you may not access or use the Platform or any Services therein. If you are an individual who consents to this Agreement on behalf of a business, you represent and warrant that you have the authority to bind that business to this Agreement and your consent to this Agreement will be treated as the consent of the business. In that event, "business", "you" or "your" will refer and apply to that business. You also consent to the use of: (a) electronic means to consent to and complete this agreement and to provide you with any notices given pursuant to this Agreement; and (b) electronic records to store information related to this Agreement and your use of any Services.

From time to time we may change this Agreement. LetsTok will make reasonable commercial efforts to notify you of any updates to this Agreement by making such updates available on the Platform. Notwithstanding the foregoing, your continued use of the Platform or any Services therein will be deemed acceptance to any amended or updated Agreement.

1. General

1.1 Scope. Subject to the terms and conditions of the Agreement (including Customer's payment obligations under Section 5 below), LetsTok will provide the Customer with the Services through the Platform, in accordance with the Customer's applicable Subscription purchased by the Customer, as detailed in the respective Service Order.

1.2 Conflict resolution clause. In the event of a conflict between a provision of this MSA and a provision of the applicable Service Order, the provision of the Service Order shall prevail.

2. Registration & Set Up

2.1 Account Registration. In order to access the Platform and the Services therein, Customer shall be required to register for an Account. In registering an Account with LetsTok, Customer shall: (i) provide accurate, truthful, current and complete information; (ii) maintain and promptly update its Account information; (iii) maintain the security of its Account by not sharing Account access data, including any log-ins and passwords, and restricting access to its Accounts and devices; (iv) promptly notify LetsTok if it discovers or otherwise suspects any security breaches related to the Account; and (v) take sole responsibility for all activities that occur under its Account and accept all risks of unauthorized access.

2.2 Business Credit Score Check. LetsTok may run a business credit score check on the Customer. Further to the result of such check, LetsTok will have the right to require Customer to prepay or to suspend Customer's Account until such prepayment is made.

2.3 Login Data. Customer agrees to keep access information strictly confidential and will not disclose such information to any Third Party without LetsTok's prior written approval.

3. Licenses and Proprietary Rights

3.1 License to use the Services. During the applicable Subscription Term, LetsTok will provide Customer with a limited, non-exclusive, royalty-free, non-transferable, non-sub-licensable, revocable license to access and use the Platform and the Services therein in accordance with this Agreement, solely for Customer's internal business purposes.

3.2 Customer's License to LetsTok. Customer hereby grants to LetsTok, its Affiliates and third party providers, a non-exclusive, irrevocable, unlimited, worldwide and royalty-free right and license to use the scripts and Customer Data for providing the Service.

4. Deliverables

All of the Deliverables generated as part of the Services through the Platform, including the Intellectual Property Rights embedded therein, shall be the sole and exclusive property of Letstok. Without derogating from the aforesaid, Customer hereby receives, for a period of one (1) month from the date of creation or as long as the Customer holds a valid subscription, a non-exclusive, revocable, worldwide, and royalty-free right and license to upload, distribute, disseminate, make publicly available, and otherwise fully promote the Deliverables on any social media platform, provided that such use complies with the content guidelines set forth in Appendix C.

5. Use of Deliverables

The Deliverables are intended solely for the Customer's internal business use. The Customer is strictly prohibited from selling and/or reselling the Deliverables to any third parties and/or making any modifications or alterations of any kind to the Deliverables. The Customer acknowledges that any Deliverables provided by Letstok are offered on a non-exclusive basis.

5.1 License limitation. Customer may not translate, modify, copy, reverse engineer, decompile, create derivative works, assign, sublicense, or otherwise exploit the Platform or Services except as expressly permitted. Breach of this Section shall be deemed a material breach of the Agreement.

5.5 LetsTok shall not be responsible for any degradation, downtime, or inoperability of the Platform and/or the Services if caused due to: Customer's misuse; failures of Customer's internet connectivity; Customer's failure to meet minimum requirements; scheduled downtimes; unauthorized changes by Customer; or failure or delays caused by third party providers.

6. Representations and Warranties

6.1 Each Party represents and warrants that it has all requisite power and authority to execute and enter into the Agreement. LetsTok represents that the Services shall operate as set out in the Service Order and that the Platform complies with applicable laws.

6.2 Customer represents and warrants that: its use of the Deliverables and any content provided do not infringe any Intellectual Property Right or right of publicity or privacy; its use will be in full compliance with this Agreement; it shall not provide any Prohibited Content; and it will comply with COPPA, GDPR, CCPA, LGPD and other data protection laws.

6.3 Letstok reserves the right to request the immediate removal of any Deliverables in case of any suspected violation of this Agreement. You must abide by Letstok's request and remove such Deliverables within 72 hours of receiving notice.

6.4 LetsTok disclaims all liability for the use or misuse of the Services, Platform, and Deliverables, any content featured on the Platform, and any decision Customer takes based on such use.

6.5 LetsTok's services may be subject to limitations, delays, and other problems inherent in the use of the internet and electronic communications or third party hosting. LetsTok is not responsible for any delays, delivery failures, or other damage resulting from such problems.

7. Payment Terms

7.1 LetsTok will charge the Customer fees in accordance with the Service Order and will issue an invoice. Following successful full payment, LetsTok will credit the Customer Account and/or allow access to certain features. LETSTOK WILL PROCESS NO REFUNDS AND/OR CHARGEBACKS, FOR ANY REASON.

7.2 Any undisputed late payment shall bear interest at a monthly interest rate of 1.5% until payment date.

7.3 Customer will pay all fees in US Dollars via wire transfer to LetsTok's bank account, as specified in the Service Order.

7.4 Each Party shall bear its own taxes. VAT may be added where applicable.

7.5 LetsTok reserves the right to suspend Customer's access to the Services without notice in the event that payment was not received in full or if LetsTok has reasonable basis to suspect violation of this Agreement.

8. Customer Data, Security and Data Privacy

8.1 Customer shall have the responsibility for the accuracy, quality, integrity, legality, reliability, and appropriateness of the Customer Data and its use.

8.2 Customer hereby consents to LetsTok's collection of Customer Data.

8.3 Customer acknowledges that LetsTok requires the ability to share Customer Data with relevant third parties in order to provide its Services. If LetsTok shares Personal Data with third parties, it shall do so only if required to provide the Services and after the third party has entered into an appropriate data processing agreement.

8.4 In the event of any breach that compromises the security of Personal Data, LetsTok will notify Customer as soon as practicable but no later than seventy two (72) hours.

8.5 To the extent that Customer Data includes Personal Data, Customer declares that the Personal Data was lawfully collected and that all required consents have been obtained. LetsTok will process Personal Data only for the purpose of providing Services and will maintain confidentiality and appropriate security.

9. Intellectual Property Ownership

LetsTok shall exclusively own all right, title and interest, including all related Intellectual Property Rights, in and to the Platform, the Services, the Deliverables generated therein, the Creators Content featured on the Platform, any technology used to provide the Services and any feedback provided by Customer. This Agreement shall not constitute a sale and does not convey to Customer any rights of ownership other than the right to access and use the Services during the Subscription Term.

10. Modification of Services and/or the Platform

The Services and/or Platform may be updated and developed continuously over time. LetsTok may modify the Services and/or Platform without prior notice but only with effect for the future, provided that the modification is reasonable for the Customer. If a modification is not reasonably acceptable for Customer, Customer has the right to cease using the Platform.

11. Disclaimers; Limitation of Liability

11.1 Services Disclaimer. LetsTok provides the Services, Platform, Deliverables and content "as is" and "as available" without representations and warranties of any kind, express or implied. LetsTok does not warrant that Customer's use will be uninterrupted, error-free, or virus-free. LetsTok is not responsible for any errors, omissions, or inaccuracies contained in any Deliverables or content.

11.2 Limitation of Liability. Except for breach of confidentiality, willful misconduct, and/or gross negligence, to the maximum extent permitted by applicable law, neither Party will be liable for indirect, special, incidental, exemplary, punitive, or consequential damages. For all claims related to this Agreement neither Party's total aggregate liability shall exceed the amount of ten thousand US dollars (US$10,000).

12. Indemnification

12.1 By Customer. Customer shall indemnify, defend and hold harmless LetsTok against any liability, damage, loss or expense incurred as a result of any third-party claim alleging: (a) any infringement of Intellectual Property Right or any illegal act in connection with Customer's use of the Services, Platform, or Deliverables; (b) a breach by Customer of its representations or warranties; or (c) a claim arising from Customer's breach of this Agreement.

12.2 By LetsTok. LetsTok shall indemnify, defend and hold harmless Customer against any Claims alleging: (a) that the Platform infringes any Intellectual Property Right of any third party or is otherwise illegal; or (b) a breach by LetsTok of its representations or warranties.

13. Confidentiality

Neither Party shall disclose any Confidential Information of the other Party to any Third Party, except as permitted by the Agreement. Each Party agrees to take reasonable precautions to prevent any unauthorized use or disclosure of Confidential Information. Notwithstanding the foregoing, LetsTok may identify Customer as a customer of LetsTok to Third Parties by name and logo.

14. Term & Termination

14.1 The Agreement will enter into effect upon LetsTok accepting Customer's Account registration or the signing of a Service Order. The Agreement shall continue until the expiration of the Subscription Term or unless terminated as provided herein. No refund will be processed as a result of termination.

14.2 LetsTok may suspend or terminate Customer's access immediately if LetsTok believes in good faith that Customer materially breached any part of this Agreement. For curable breach, Customer has five (5) business days to cure after receiving written notice.

14.3 Upon termination, all rights and licenses shall immediately terminate. Customer shall discontinue all access and use of the Services.

14.4 The rights and duties under Sections 5.1, 9, 10, 11, 12, 13 and all Appendixes will survive termination.

15. Miscellaneous

15.1 The Agreement supersedes all previous agreements between the Parties. No provision will be deemed amended unless made in writing and signed by both Parties. If any provision is found unenforceable, the remaining provisions will not be affected.

15.2 LetsTok's failure to act with respect to a breach does not waive LetsTok's right to act with respect to that breach or subsequent breaches.

15.4 Customer will not assign this Agreement without prior written consent of LetsTok, except pursuant to a merger or sale of substantially all assets. LetsTok may assign this Agreement without consent.

15.5 Neither Party will be liable for failure or delay due to causes beyond its reasonable control, including acts of God, terrorism, war, or failure of third-party networks.

15.6 Customer agrees that LetsTok may identify Customer as a customer of LetsTok in marketing materials.

15.7 Governing Law and Jurisdiction. This Agreement is governed by the laws of the State of Israel. The courts located in Tel Aviv, Israel shall have exclusive jurisdiction over any dispute arising out of or relating to this Agreement.

15.10 Notice. Notices must be in writing. If sent by email from Customer to LetsTok, copy support@letstok.com. The email must include "LEGAL NOTICE" in the subject line.

Appendix A — Definitions

"Creators Content"

Promotional content and creatives provided by LetsTok as part of the Services for the generation of the Deliverables.

"Account"

An online, password-protected account allowing Customer to access and use the Services.

"Platform"

A smart AI SaaS based platform owned and developed by LetsTok, which provides various functions including UGC Services and enabling the generation of Deliverables.

"Subscription"

The applicable subscription plan that the Customer is registered for, in accordance with its Service Order.

"Deliverables"

All documents and creatives including text, graphics, video or rich media derived from use of the Platform and the Service.

"Prohibited Content"

Any content that: violates applicable law; infringes Third Party rights; is obscene, sexually explicit or defamatory; encourages violence or is threatening; contains viruses or harmful code; is false or misleading; includes references to gambling, alcohol, tobacco, drugs, or firearms; endorses discrimination; or promotes products/services in the foregoing categories.

"Service Order"

Any service order or quote signed by LetsTok and the Customer for the purchase of subscription to the LetsTok Platform.

Appendix B — Data Processing Agreement (DPA)

This Data Processing Agreement forms part of the Contract for Services between the Company (Data Controller) and Letstok Technologies LTD (Data Processor). The Parties seek to implement a data processing agreement that complies with the GDPR and current legal framework.

Processor shall: comply with all applicable Data Protection Laws; not Process Company Personal Data other than on the Company's documented instructions; implement appropriate technical and organizational security measures; notify Company of any Personal Data Breach without undue delay; assist with Data Subject rights; and not transfer Data outside the EEA without prior written consent. This Agreement is governed by the laws of Israel. Any dispute shall be submitted to the exclusive jurisdiction of the courts of Tel-Aviv, Israel.

Appendix C: Letstok Content Guidelines for Video Ads

1. Purpose. These Content Guidelines outline the acceptable use of Letstok's platform for creating and distributing video advertisements.

2. Prohibited Content. Users are strictly prohibited from creating, publishing, or distributing video advertisements that contain or promote: Illegal Activities; Hate Speech & Discrimination; Misinformation & Deceptive Practices; Violence & Harmful Content; Adult & Sexual Content; Harmful or Dangerous Products; Intellectual Property Violations; Privacy Violations; Political & Election Misinformation.

3. Brand Representation & Ethical Advertising. Users must ensure that all video advertisements accurately represent the products, services, or individuals they claim to endorse. Advertisements must comply with industry standards for truthful advertising. All sponsorships and paid promotions must be clearly disclosed.

4. Compliance. Users are responsible for ensuring that their content complies with applicable local, national, and international laws; GDPR, CCPA, FTC guidelines; and platform-specific ad policies.

5. Enforcement. Letstok reserves the right to remove or restrict content, suspend or terminate accounts, and report illegal activity to authorities.

6. Reporting Violations. Report violations to support@letstok.com.

By using Letstok's platform, you acknowledge and agree to comply with these Content Guidelines as part of the Master Service Agreement.