Charlie Company Hosting Terms

These Web and Email Hosting Terms of Service (“Terms”), which include the policies
and documents referenced and hereby incorporated in these Terms, govern Charlie Company Media, LLC’s
(“Charlie Company”) relationship with any persons using the Services (as defined below). When you submit an Order
Form or start using the Charlie Company Hosting Services (as applicable), you agree to be bound by these Terms as
updated from time to time in accordance with the amendment provisions herein. If there is any conflict between
these Terms and any the applicable Order Form, then the Order Form will govern your use of the applicable
Charlie Company Hosting Services to the extent of the conflict.These Terms are comprised of and include such further
policies and documents as referenced in each of the General Terms and Billing Terms.

1. GENERAL TERMS
These General Terms apply to all persons using Charlie Company Hosting Services.

1.1 Defined Terms

1.1.1 All other defined terms not listed in this section are defined in their respective sections below and
apply to the Terms as a whole (and not limited to the section the term is defined in).

“Abuse of Services” means Client’s use of the Services (including making any component of the Services
available to Client’s resellers, customers or End Users) in a manner that (a) contravenes applicable laws,
including regulations, policies, and rules thereto, (b) creates legal liability or other actual or potential
material risk or harm to Charlie Company, its Affiliates, Charlie Company’s other clients and end users, or Systems,
(c) is a material violation of these Terms, or (d) is generally considered materially objectionable in the
Internet community, including but not limited to child pornography, racism, or hate speech.

“Affiliate” means any person that directly or indirectly through one or more intermediaries controls, is
controlled by or is under common control with such first person, with “control” meaning the possession,
directly or indirectly, of the power to direct or cause the direction of the management and policies of a
person, and “person” broadly construed to include any natural person or any incorporated or unincorporated
entity or association, trust, joint venture, joint stock company or other entity.

“Billing Cycle” means the recurring period of time for which Service Fees are payable by Client to Charlie Company
as specified in the Order Form, Hosting Portal, or invoice (as applicable).

“Business Day” (or “business day”) means the period from 8:00 A.M. to 5:00 P.M. Eastern Time on a day which
is not a weekend or statutory holiday in New York, New York, USA.

“Claim” means any claim, demand, action, or proceeding (including lawsuits and administrative proceedings).

“Client” or “you” means the person (individual, company, etc.) named in the Order Form as the Client or, in
the absence of Client’s name on such Order Form, the person otherwise using the Services.

“Client Account” means the account set up by Charlie Company, attributed exclusively to Client, identified by the
Client ID, and used for the provisioning and administration of the Charlie Company Hosting Services to Client.

“Client Data” means personal information relating to Client and data owned or controlled by Client, including
(a) names, addresses, and other personally identifiable information pertaining to Client, (b) usage data
collected by Client regarding Client’s own use of Services, (c) Client’s content hosted on Systems,
including Client’s Uniform Resource Locators, Web pages and other website data, software and applications,
and (d) any of the same relating to or owned by an End User.

“Client ID”, or “customer ID” means the combination of alphanumeric characters designated by Charlie Company
Hosting which (a) is unique to Client, and (b) identifies the Client and the Client Account to Charlie Company
Hosting.

“Effective Date” means the date that the executed Order Form is submitted to Charlie Company.

“End User” means any third party who accesses or uses the Services via Client or any Affiliate of Client.

“End User Data” means personal information relating to an End User and data owned or controlled by the End
User, including (a) names, addresses, and other personally identifiable information pertaining to End User,
(b) usage data collected by Client or End User regarding an End User’s own use of the Services, and (c) an
End User’s content hosted on Systems, including End User’s Uniform Resource Locators, Web pages and other
website data, software and applications.

“Hosting Portal” means Charlie Company’s online portal or interface tool (known as “Charlie Company Hosting Portal” or
“Hosting Portal”) for Client to manage the Client Account and associated Services.

“Intellectual Property” means any and all rights, title, interest, and ownership, whether by registration,
statute, common law or other operation of law, in and to: (a) copyrights, (b) patents, (c) trademarks, (d)
trade secrets, (e) all other proprietary, intellectual, or industrial property rights of any kind or nature,
(f) registrations and registration applications of the foregoing in any jurisdiction, (g) in Charlie Company’s
case, Charlie Company Hosting Data and Systems, and (h) in Client’s case, Client Data.

“Late Charges” means the interest, equal to 1.5% monthly and 18% annual (or the maximum permitted by law if
lesser), to be applied to any portion of the Service Fees not paid by Client to Charlie Company on or before the
applicable due date.

“Losses” means any loss, liability, damage, penalty, cost, or expense (including reasonable lawyer fees,
witness compensation, and court fees).

“Minimum Term” means the specific period described in the Order Form, during which time Client may not
terminate the Order Form, any Services ordered thereunder, or the Terms.

“Order Form” means Charlie Company’s online or hard copy form or statement of work, which (a) references,
incorporates, and is an integral part of these Terms, and (b) describes the Services to be provided to
Client.

“Party” means either Charlie Company or Client individually and “Parties” means both Charlie Company and Client
collectively.

“Renewal Term” means the period or successive periods starting from the expiration of the Minimum Term, as
specified in the applicable Order Form for which the Order Form and the Services thereunder are renewed.

“Representatives” means, collectively, a Party’s shareholders, Affiliates, directors, officers, employees,
contractors, agents, and advisors, including lawyers, accountants, consultants, financial advisors, bankers,
and lenders.

“Service Fees” means the money amounts or rates, specified in, as applicable, the Order Form, Hosting Portal,
invoice from Charlie Company, or which Client has otherwise agreed to pay to Charlie Company in consideration of the
Services provided, whether used by Client or not.

“Technical Support” means the assistance and advice Charlie Company’s technical support staff provides to Client,
as part of the Services, via electronic mail, telephone, or other means of communication as designated by
Charlie Company (including Charlie Company’s ticketing system).

“Third Party Products” means the equipment, software, products or services procured from a Third Party Vendor
which Charlie Company, in turn, provides to Client as part of, or in combination with, Charlie Company’s own products
and services which are part of the Services.

“Third Party Vendor” means a third party vendor who provides Charlie Company with Third Party Products to be, in
turn, provided to Client by Charlie Company as part of, or in combination with, the Services.

“Third Party Audit” means an audit performed by either Charlie Company or a Third Party Vendor with respect to the
Third Party Products.

“Charlie Company” means Charlie Company Media, LLC, a Delaware limited liability corporation, or such other
Charlie Company Affiliate as named in the applicable Order Form.

“Charlie Company Hosting Data” means any data relating to Charlie Company, all Services or Systems, including (a)
Internet Protocol addresses, Uniform Resource Locators, (b) user identifications, account access, log-in
information, and passwords, (c) usage data collected by Charlie Company regarding Client’s use of the Services,
and (d) all other data owned or controlled by Charlie Company.

“Charlie Company Hosting Services” (or “Services”) means the products, services, and licenses provided to Client
by Charlie Company, whether or not used or paid for by Client, which may include any combination of the
following:
(a) Web and Apps, including Domain Hosting, Domain names, Email Hosting, all as further defined in the
applicable Order Form;
(b) Add-ons and other related products and services to the above;
(c) Technical Support; and
(d) Any other product or service specified in any applicable Order Forms.

“Charlie Company Hosting Systems” or “Systems” means the technology (including systems, networks, facilities,
infrastructure, computer servers, other hardware, software, online application program interfaces, Internet
Protocol addresses, and other technologies) owned, licensed, controlled, or otherwise used by Charlie Company to
provide Services to Client, and, as applicable, to End Users and Client Affiliates.

1.1.2. References. Section headings and any bolding, underlining, or italicization of words herein are for
convenience only and have no interpretive value. The words “herein”, “hereof”, “hereto”, and “hereunder” and
words of similar meaning will refer to the Terms in its entirety, which includes all Order Forms, and not to
any particular provision of the Terms.

1.1.3 Without Limitation. When used for listing purposes, the terms “including” and “includes” mean
“including, but not limited to” or “includes, but is not limited to,” as applicable. Wherever in the Terms
that the masculine, feminine or neutral gender is used, it includes all applicable genders, and wherever the
singular is used, it includes the plural and vice versa, where the context so requires.

1.2 Term & Renewal

1.2.1 Term. These Terms will continue in full force and effect until all Order Forms and the Client Account
are terminated in their entirety. The term of each Order Form will commence upon the Effective Date and will
continue for the duration of the Minimum Term, and any successive Renewal Terms, until terminated by a Party
in accordance with these Terms. In the event the Minimum Term and Renewal Term are not specified in the
Order Form, the term of each will be one year.

1.2.2 Renewal. Upon expiration of the Minimum Term, the Order Form will automatically renew for successive
Renewal Terms until either Party terminates the Order Form, or the Client Account and these Terms in their
entirety, in accordance with the termination provisions herein and any applicable Order Form.

1.3 Services.

In consideration of Client’s timely payment of all Service Fees, and subject to Client’s compliance with the
Terms, including all applicable Order Forms, Charlie Company will provide to Client the Services as described in
the Order Form. In furtherance of providing the Services to Client, Charlie Company hereby grants to Client a
worldwide, limited, non-exclusive, non-transferable, fully revocable license to use Systems in connection
with the Services as permitted in the Terms. Charlie Company may, at its sole discretion, add to, modify, remove,
or re-price any particular product or service from the Services based on factors including the
unavailability of any relevant Third Party Products. To prevent downtime caused by outdated components or
malfunction of the Systems and to protect the security of the Systems, Client hereby consents to (a)
Charlie Company upgrading, repairing, or replacing the Systems that are hosting Client Data at any time with or
without notice to Client, and (b) Charlie Company migrating Client Data within the Systems at any time with or
without notice to Client. Charlie Company may (at Charlie Company’s sole discretion) provide any of the Services (in
whole or in part) through an Affiliate of Charlie Company, a Third Party Vendor, or other subcontractors. Client
understands and agrees that, as a part of providing the Services, such Affiliates, Third Party Vendors, or
other subcontractors, may require access to Client’s systems or Client Data, either within the Systems or in
another data center or with another service provider, and Client expressly acknowledges and consents to such
access. In the event that Client refuses or fails to permit such access, Client understands and agrees that
Charlie Company is not responsible for any malfunction or delay in the performance of the Services resulting
therefrom. In connection with Technical Support, Charlie Company makes no representation or warranty that
Charlie Company will be able to find the cause of, or resolve, the problem for which Client contacts Charlie Company
for Technical Support. Unless otherwise expressly specified in the Order Form, Charlie Company is not responsible
for providing Technical Support, or any other support (including customer service, billing support, and
sales support), to Client’s resellers, customers, and End Users.

1.4 Connectivity

Except for the Systems specifically licensed to Client hereunder, Client is solely responsible, and
Charlie Company is not responsible, for sourcing and paying for network resources used to connect Client to the
Internet.

1.5 Third Party Products

Client will agree to, be bound by, and comply with the terms of any license or other agreement for Third
Party Products that may be required by the applicable Third Party Vendor. Client acknowledges that Client’s
use of Third Party Products is subject to Client’s agreement to, and compliance with, the terms and
conditions of the Third Party Vendors who provide the respective Third Party Products. The Third Party
Vendors are permitted to perform directly Third Party Audits on the Systems (including any computer server
or other hardware licensed to Client by Charlie Company as part of the Services) with regards to their respective
Third Party Products. All trademarks and other Intellectual Property rights associated with or attached to a
Third Party Product belong solely to the relevant Third Party Vendor and are used by Charlie Company subject to
license from such Third Party Vendor.

1.6 Client Account

Upon Client’s submission or execution of an Order Form, Charlie Company will create a unique Client Account and
Client ID for Client. Once the Client Account and associated Client ID have been set up, Charlie Company will
provide Client with appropriate login credentials and access to the Hosting Portal, if such Hosting Portal
is to be made available.

1.7 Client Account Ownership

The legal owner of the Client Account is the person who is identified as the “Client” in the applicable Order
Form or, in the absence of such name in the Order Form, the person otherwise using the Services. It is
Client’s sole responsibility, and not Charlie Company’s responsibility, to ensure that (a) Client’s correct full
legal name is stated on the Order Form and in the Client Account, (b) Client’s current name and other
contact information is kept up-to-date with Charlie Company, (c) the Client ID and associated password are kept
secure and disclosed only to those with a need to know, and (d) Charlie Company receives all documentation
reasonably requested by Charlie Company to ascertain the correct legal owner of the Client Account in the event
of a dispute or verification of Client’s identification. This includes regularly updating the Client Account
to accurately reflect staff departures or changes in service providers Client may have used to subscribe for
Services (e.g., website design companies or online media management companies) who may have used their name
as the contact person for the Client Account. In the event of a dispute, or in the event of a reorganization
or dissolution of the Client, the business entity whose name was given at the time of account signup (or its
designated successor) will be the legal owner of the Client Account.

1.8 Domain Name Ownership

Client acknowledges that (a) the person listed as the “Registrant” of the domain name in the public Whois
registry is the legal owner of that domain name, (b) the person listed as the “Admin” (or administrative
contact) of the domain name in the Whois registry has access to the username and password, which gives such
person the ability to change the Whois information, (c) ownership and administration (including registration
renewal and billing) of a particular domain name is independent of the ownership and administration of the
Client Account even if the domain name is associated with the Client Account, (d) it is Client’s sole
responsibility, and not the responsibility of Charlie Company, to ensure that the Registrant and Admin
information are up-to-date in the Whois registry, and (e) domain names are subject to the standard terms and
conditions, as amended from time to time, of the ICANN-accredited domain name registrar and applicable
registry, which Client is bound by at the time Client registers the domain name(s).

1.9 Identification Verification

In communicating with Charlie Company Hosting about the Client Account or Client Data, Client will comply with
Charlie Company’s then-current security measures and identification verification processes, including answering
identification verification questions over the phone and submitting a proof of identity form. Charlie Company is
not responsible or obligated to restore access to the Client Account to any person if that person is unable
to meet Charlie Company’s security measures and procedures to Charlie Company’s sole reasonable satisfaction.

1.10 Ownership Disputes

Charlie Company has no responsibility to act as an arbiter, mediator or other authority in the event of a dispute
over the ownership of the Client Account or domain name associated with the Client Account or any other
dispute between Client and a third party (including Client’s current or former employees, contractors,
agents or vendors). Charlie Company may suspend Client’s access to, or place an administrative lock on, the
Client Account and associated domain name(s) pending an investigation into the ownership thereof.

1.11 Charlie Company Access

Charlie Company reserves the right to conduct or perform an audit or report, whether by Charlie Company directly or by
an authorized third party, or pursuant to compliance with any applicable statute, government regulation, or
Third Party Vendor requirement (such as in the course of a Third Party Audit).

1.12 Client Access

Client may access the Client Account through the Hosting Portal using only Client’s own authentication
credentials (username and password).

1.13 Email Accounts

All email accounts, including POP email accounts, which have not been logged into for a period of four (4)
consecutive months or more will be deemed abandoned and Charlie Company may, at its sole discretion, delete the
email account (“Abandoned Mailbox”) and all emails residing in the Abandoned Mailbox (“Abandoned Emails”).

1.14 Client Data

Client represents and warrants that Client is the owner of, or is duly authorized or licensed by the legal
owner to, hold, store, upload, create, destroy, use, run, implement, modify, edit, and otherwise manage the
Client Data. In the event that Client Data includes any software or application that is not provided by
Charlie Company, Client is solely responsible for supporting such software or application including maintaining
the licenses and installing updates and upgrades to such software or application. Charlie Company is in no way
liable for the support of such software or application, including Client’s use or misuse thereof. Client is
solely liable, and Charlie Company will not be liable, for any unpaid licenses installed by Client on Systems
that are reported in the course of a Third Party Audit. Client further warrants that the access by
Charlie Company of any and all materials and data as furnished by Client to Charlie Company in the provision of the
Services will not violate or conflict with any Intellectual Property or privacy rights of any third parties
including copyrights, patents and trademarks, protected health information, or personally identifiable
information. Client warrants that it is authorized to permit Charlie Company to use all relevant code for the
purposes of performing the Services hereunder. In the event that Client requests Charlie Company’s assistance or
participation in any third party audit of the Client Data or of Client’s use of the Services, Charlie Company
will reasonably cooperate with Client (at Client’s expense) to respond to any audit inquiries solely as
related to the Services.

1.15 Protected Health Information

Client will not, in connection with the Services, request or cause Charlie Company to create, receive, maintain,
or transmit any information that is considered “protected health information” under the Health Insurance
Portability and Accountability Act of 1996, as amended, and its implementing rules and regulations
(collectively, “HIPAA”) or any information that is regulated as consumer health information, personally
identifiable health information, or similar information under other applicable laws (collectively,
“Protected Health Information”). In addition to Client’s indemnification obligations under the Terms, Client
will further indemnify Charlie Company (including its officers, directors, employees, agents, and
Representatives) from and against any Claims against Charlie Company or Losses incurred by Charlie Company that result
from: (i) Client’s breach of or misrepresentation with respect to Client’s obligations regarding Protected
Health Information, or (ii) Client’s breach of HIPAA or any other applicable statute or regulation.

1.16 Data Security

Charlie Company will use industry standard measures designed to detect and prevent unauthorized third parties from
accessing the Systems. Notwithstanding anything to the contrary, Client acknowledges that Charlie Company does
not guarantee, and does not represent or warrant, that the Systems cannot or will not be accessed by
unauthorized third parties. Client will review Charlie Company Hosting’s Privacy Policy, as amended from time to
time, posted at https://www.charliecompanymedia.com/privacy-policy/
(or such other redirected webpage or alternate URL as designated by Charlie Company), which is incorporated
herein by reference.

1.17 Data Disclosures

Client hereby consents to Charlie Company disclosing Client’s data required to be disclosed by any (a) law of the
U.S.A., or (b) court order of any jurisdiction in the U.S.A. or other jurisdiction in which either
Charlie Company or Client operates its business. However, if and to the extent allowed by such law or court
order, Charlie Company will promptly notify Client in writing of the legal obligation and, if Client chooses,
Client may seek protective measures against the requirement at Client’s sole expense and reimburse
Charlie Company for any reasonable expenses (including costs for legal advice, staff hours, and disbursements)
incurred by Charlie Company in complying with such requirement.

1.18 Charlie Company’s Intellectual Property

In no way will any license granted by Charlie Company in these Terms be an assignment of rights, title, or
ownership in any of Charlie Company’s Intellectual Property, including any of the Systems. Charlie Company retains
sole and exclusive right, title and ownership in and to all of Charlie Company’s Intellectual Property. As
between Charlie Company and Client, all Internet Protocol addresses provided to Client by Charlie Company belong
exclusively to Charlie Company. Client acknowledges that Client has no right to use such Internet Protocol
addresses except as permitted by Charlie Company in connection with the Services and in accordance with these
Terms. Charlie Company may change or remove Internet Protocol numbers and addresses at its sole discretion.
Except as otherwise expressly permitted in the Terms, Client may not use Charlie Company’s Intellectual Property
without obtaining the prior written consent, in each instance, of Charlie Company. Charlie Company’s Intellectual
Property includes any data relating to Charlie Company, the Services, or Systems, including (a) Internet Protocol
addresses, Uniform Resource Locators, Web pages and other website data, (b) source codes, digital files,
encryption keys, and digital certificates, (c) user identifications, account access, log-in information, and
passwords, (d) usage data collected by Charlie Company regarding Client’s use of the Services, and (e) all other
data owned or controlled by Charlie Company.

1.19 Other Restrictions

1.19.1 Client will not take any action or use any of Charlie Company’s Intellectual Property or any Third Party
Vendor’s Intellectual Property in a manner that (a) acquires, or may reasonably acquire, any rights, title,
or interest in or to Charlie Company’s Intellectual Property or any Third Party Vendor’s Intellectual Property by
Client or a third party, or (b) compromises or diminishes Charlie Company’s rights, title, or interest in or to
Charlie Company’s Intellectual Property or any Third Party Vendor’s rights, title, or interest in or to their
Intellectual Property. If Client does acquire any rights, title, or interest in or to any of Charlie Company’s
Intellectual Property, by operation of law or otherwise, then Client will immediately assign such rights,
title, or interest to Charlie Company at Client’s sole cost. Client will not, and will not permit any third
party, including its resellers, customers or End Users, to copy, use, analyze, reverse engineer, decompile,
disassemble, translate, convert, or apply any procedure or process to any of the Services, Systems, or Third
Party Products to ascertain, derive, or appropriate for any reason or purpose the source code or source
listings thereof or trade secrets contained therein.

1.19.2 Client (including all those acting under its authority or on its behalf) will not use any of the
Services, Systems, Third-Party Products, Charlie Company Hosting Data, or any Charlie Company Intellectual Property:
(i) to engage in fraudulent, deceptive or misleading activities or practices; (ii) by any unauthorized or
automated means, other than through the interface that Charlie Company provides; (iii) to engage in unlawful
activities or in a way that creates legal liability or other actual or potential material risk or harm to
Charlie Company, its Affiliates or their Representatives; (iv) to engage in infringement, misappropriation or
violation of any Intellectual Property or other rights of any person or entity; (v) to engage in spam or
transmission or distribution of unsolicited commercial messages in violation of applicable laws or
regulations; (vi) to offer or promote illegal, unlawful, false, deceptive, misleading, violent, threatening,
harassing, discriminatory, derogatory, defamatory, libelous, pornographic, obscene, sexual, vulgar, or
racially, ethnically or otherwise objectionable or offensive content or activities, or content that
otherwise violates applicable rules of behavior; (vii) to impersonate any person or entity, or make any
false statement pertaining to your identity, employment, agency or affiliation with any person or entity;
(viii) to use or handle any End User Data in violation of the published privacy policy for the applicable
Client website or any applicable law or regulation pertaining to the privacy or security of End User Data;
(ix) to collect or process personal information of End Users without their explicit consent; (x) in
violation of U.S. export control laws or regulations; (xi) in connection with any illegal activities,
including promoting, transmitting, or otherwise making available gambling sites or services or
disseminating, promoting or facilitating child pornography; (xii) to violate the security or integrity of
any network, computer or communications system, software application, or network or computing device
involved in the Services, Systems or Third-Party Products; (xiii) to interfere with the proper functioning
of any system, including deliberate attempt to overload a system by mail bombing, or flooding techniques;
(xiv) to interfere in any manner with the functionality of the Services or Systems or use the Services or
Systems in any way that breaches any code of conduct, policy or other notice applicable to the Services or
Systems; or (xv) in any manner that involves the maintenance, creation, transmission, receipt, use or
processing of Protected Health Information, as defined by HIPAA (nor will Charlie Company be responsible in any
manner to comply with HIPAA in connection with your account). In addition, Client will not: (a) copy,
reproduce, distribute, sell or resell, or prepare derivative works from, any of the Services, Third-Party
Products, or any Charlie Company Intellectual Property; (b) use or introduce any software viruses, trojan horses,
worms, vandals, spyware or any other malicious applications or any other similar software or programs that
may damage the operation of the Services, Systems, or any Third-Party Product; (c) reverse-engineer,
decompile or disassemble the Services, Systems, or any Third-Party Product; (d) alter, modify, remove,
deface or otherwise tamper with any trademark, logo, copyright, or other Intellectual Property notice or any
Charlie Company legal notices that appear on or within the Services, Systems, or any Charlie Company Intellectual
Property; (e) use robots, crawlers and similar applications to collect and compile content from the Services
or Systems; or (f) solicit, induce, cause or authorize others to do any of the above. Client acknowledges
and agrees that, in the event of any breach or violation of this Section 1.19 by Client or anyone acting
under its authority or on its behalf, Charlie Company may immediately, in its sole discretion, remove any such
content, suspend or terminate the Client Account and/or these Terms, and notify the applicable authorities.

1.20 Resellers, Customers & End Users

Client is solely responsible, and Charlie Company is not responsible, for the activities of any End User and for
the activities of Client’s resellers and customers. Client will ensure that the use of Services by Client’s
resellers, customers, and End Users will not be in contravention of these Terms. If Charlie Company Hosting
receives complaints about Client’s resellers, customers or End Users (including complaints about
infringement of a third party’s Intellectual Property), subject to Charlie Company’s rights in these Terms to
suspend Charlie Company Hosting Services, Charlie Company may at its sole discretion (a) send a notice directly to the
reseller, customer or End User requesting them to cease, remedy, and resolve the matter, or (b) forward the
complaint to Client whereupon Client will take immediate action to ensure that the matter is resolved to
Charlie Company’s satisfaction. If the particular activity continues or the complaint is otherwise unresolved,
then Client may be subject to termination or other action as Charlie Company may deem appropriate.

1.21 Domain Name Proxy Services

If the Services provided to Client include domain name registration services where Charlie Company or a third
party provider is named as the Registrant or Admin Contact in Client’s place (“Proxy Services”), Client
agrees that if Charlie Company or the third party provider does not receive a response to a communication sent to
Client within forty-eight (48) hours of such communication being sent, then Charlie Company or the third party
provider, as applicable, may suspend the Proxy Services or terminate all services (including, as applicable,
all Services) at its sole discretion.

1.22 Representations & Warranties

Client represents and warrants to Charlie Company Hosting as follows:

(a) Client has the full authority to execute, deliver, and perform under these Terms;

(b) these Terms are valid, binding, and enforceable against Client, and no provision requiring Client’s
performance is in (i) conflict with Client’s obligations under any other agreement, (ii) violation of any
law applicable to Client, or (iii) contravention of Client’s by-laws or other governing rules, as
applicable;

(c) Client is duly organized, authorized, and in good standing under the laws of the jurisdiction of its
organization and is duly authorized to do business in all other jurisdictions in which Client’s business
makes such authorization necessary or required; and

(d) Client’s purpose for entering into this Agreement, accepting these Terms, and/or and using or delivering
the Services is not to engage in, or be part of, any activity that is, or may reasonably be deemed,
objectionable in the Internet community, unethical, unlawful or illegal.

1.23 Disclaimer

Notwithstanding anything to the contrary in these Terms, Charlie Company (a) makes no representation or warranty
of any kind, either express or implied, regarding the quality, accuracy, reliability, completeness,
non-infringement, or validity of the Services, Systems, or Third Party Products, and (b) provides all
aspects of the Services, Systems, and Third Party Products “as is” and specifically disclaims all warranties
of merchantability and fitness for a particular purpose. Client acknowledges that Client uses the Services,
Systems, and Third Party Products at Client’s sole risk. No verbal advice or written information given by
Charlie Company, its employees, licensors or the like, will create a warranty and Client will not rely on any
such advice or information as a warranty.

1.24 Force Majeure

Charlie Company will not be liable for delays in its performance hereunder caused by circumstances beyond
Charlie Company’s reasonable control including, without limitation, third-party network or system outage,
hacking, virus attack or other form of sabotage, Acts of God, acts of government, strikes, lockouts, riots,
insurrection, civil commotion, pandemic, natural disaster, war or terrorist attacks (“Force Majeure”). If
Charlie Company Hosting is affected by a Force Majeure, Charlie Company Hosting will (a) promptly give written notice
to Client, and (b) make reasonable efforts to reduce to a minimum and mitigate the effect of the Force
Majeure.

1.25 Limitation of Liability

1.25.1 No Consequential Damages. IN NO EVENT WILL Charlie Company BE LIABLE HEREUNDER TO CLIENT FOR ANY SPECIAL,
INDIRECT, INCIDENTAL, PUNITIVE OR CONSEQUENTIAL DAMAGES OF ANY KIND, INCLUDING, WITHOUT LIMITATION, LOST
REVENUE, LOST PROFITS, LOSS OF BUSINESS OR OPPORTUNITY, OR LOSS OF USE OR DATA, EVEN IF Charlie Company HAS BEEN
ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, WHETHER UNDER THEORY OF CONTRACT, TORT (INCLUDING NEGLIGENCE),
STRICT LIABILITY OR OTHERWISE.

1.25.2 Maximum Liability. IN NO EVENT WILL THE TOTAL AGGREGATE LIABILITY OF Charlie Company HEREUNDER TO CLIENT,
REGARDLESS OF THE FORM OF CLAIM OR ACTION, EXCEED A SUM EQUAL TO THE TOTAL AMOUNT OF FEES ACTUALLY PAID BY
CLIENT TO Charlie Company DURING THE THREE (3) MONTH PERIOD IMMEDIATELY PRECEDING THE ARISING OF THE APPLICABLE
CLAIM OR ACTION. No Claim by Client against Charlie Company, relating to these Terms or the Services, will be
effective after one (1) calendar year (twelve calendar months) from the time the event or cause of action
comprising the basis of the Claim first occurred regardless of any statutory limitation period allowing for
a longer period.

1.26 Indemnification

Client will indemnify, defend and hold harmless Charlie Company and its Affiliates and its and their
Representatives from and against all Claims and Losses which result from or are caused by (a) breach of
these Terms (including a breach of any representations or warranties made by Client herein), (b) gross
negligence or willful misconduct, (c) misrepresentation, (d) alleged or actual infringement of the
Intellectual Property rights of any third party by Client or any Client Data, (e) the acts or omissions of
any of Client’s resellers, customers, or End Users, or (f) the alleged or actual violations by Client of any
law, regulation or rule, then Client will indemnify, reimburse, and compensate Charlie Company Hosting and, as
applicable, Charlie Company’s Representatives, for all Losses, as they accrue and become payable by Charlie Company
Hosting, and defend, hold harmless, and protect Charlie Company Hosting, including Charlie Company’s Representatives,
from and against all Claims. Charlie Company will give prompt written notice to Client of the Losses and the
Claim for which indemnification is sought, and Client will have the right to control the defense and
settlement of any Claim at the sole expense of Client using counsel of its choosing reasonable acceptable to
Charlie Company. Charlie Company will cooperate in the defense or settlement of any Claim at the sole expense of
Client. Notwithstanding the foregoing, the failure of Charlie Company Hosting to give prompt notice, cooperate,
or timely mitigate will not affect Charlie Company’s rights to indemnification, except (and only to the extent)
that Client’s ability to provide indemnification is materially prejudiced. Client will not agree to any
settlement without the prior written agreement of Charlie Company.

1.27 Abuse of Services

Client will use the Services, and access the Systems, only in a manner that is legal, lawful, ethical, and
generally acceptable in the Internet community. Client will not engage in, and will ensure that Client’s
resellers, customers, and End Users do not engage in any Abuse of Services. Without limiting the generality
and scope of the definition of Abuse of Services, Abuse of Services includes (i) infringement of a person’s
Intellectual Property or other rights, (ii) publishing or transmitting material which is offensive, hateful,
threatening, obscene, or defamatory, (iii) non-compliance with applicable anti-spam legislation, including
the U.S. Controlling the Assault of Non-Solicited Pornography And Marketing Act of 2003 (CAN-SPAM Act), as
amended, and Canada’s Anti-Spam Legislation (CASL), as amended, (iv) violation of applicable laws,
regulations, or policies, and (v) system or network security violations. System or network security
violations include the following: (A) unauthorized access to or use of data, systems or networks, including
any attempt to ping, probe, scan or test the vulnerability of a system or network or to breach security or
authentication measures without express authorization of the owner of the system or network); (B)
interference with service to any user, host or network, including mail bombing, flooding, deliberate
attempts to overload a system, denial of service attacks, and broadcast attacks; (C) forging any TCP-IP
packet header or any part of the header information in an email or a newsgroup posting; (D) creating or
sending Internet viruses, worms or Trojan horses; (E) engaging in any other activity which is intended to
disrupt or interfere with, or that results in the disruption of or interference with, the ability of others
to effectively use the Services and Systems (or any connected network, system, service or equipment) or
conduct their business over the Internet. Client represents and warrants that Client (or any person employed
or contracted by Client or otherwise acting on Client’s behalf in connection with the Terms or the Services)
is not engaged in any activity which is, or may reasonably be deemed, an Abuse of Services.

1.28 Executive Order 13224

Client will not use the Services, in whole or in part, to do business with any person who has been determined
to have committed or supported, or who poses a risk of committing or supporting, acts of terrorism or who
otherwise is subject to the prohibitions of Executive Order 13224. Client represents and warrants that
Client (or any person employed or contracted by Client or otherwise acting on Client’s behalf in connection
with the Terms or the Services) is not, and has not been designated, (a) a “suspected terrorist” as defined
in Executive Order 13224, (b) owned or controlled by a “suspected terrorist” as defined in Executive Order
13224, or (c) a member of, related to, associated with, or controlled by any organizations on the list
contained in the Annex to Executive Order 13224 and all amendments thereto.

1.29 Sanctions

Client will not use the Services, in whole or in part, to do business with any country, person or group
sanctioned by the United Nations, U.S.A., or Canada, including those identified by the Office of Foreign
Assets Control, as updated from time to time. Client will not export the Services, in whole or in part, to
any country, person or group sanctioned by the United Nations, U.S.A., or Canada. Client represents and
warrants that Client (or any person employed or contracted by Client or otherwise acting on Client’s behalf
in connection with the Terms or the Services) is not, and has not been designated, (a) a resident of a
country sanctioned by the United Nations, U.S.A., or Canada, or (b) a person or member of a group sanctioned
by the United Nations, U.S.A., or Canada. Client further represents and warrants that Client (or any person
employed or contracted by Client or otherwise acting on Client’s behalf in connection with the Terms or the
Services) is not engaged in any activity which is, or may reasonably be deemed, in contravention of any of
the abovementioned sanctions.

1.30 Suspension

Charlie Company may, at its sole discretion and without prior notice, immediately suspend the Services and the
Client Account if Charlie Company determines that Client is engaging, or has engaged, in any Abuse of Services or
if the Client Account is involved in any way, whether directly or indirectly, in an attack on another
person’s server or system (“Third Party Server”) or the Systems. Charlie Company will promptly notify Client upon
suspending Services pursuant to an Abuse of Services. A suspension based on an Abuse of Services or an
attack on a Third Party Server may be implemented until the Abuse of Services or threat has been remedied to
Charlie Company’s sole reasonable satisfaction. Service Fees will continue to accrue during the suspension and
Client will ensure timely payment of all Service Fees due. If Client engages in or the Client Account is
involved in any Abuse of Services, Client will be responsible for all costs, including labor and other
resources, to remedy any damage done to Systems or attend to complaints received by Charlie Company.

1.31 Revocation of Domain Name

If Client purchases a domain through Charlie Company, Charlie Company may exercise its suspension and termination
rights in these Terms against such domain name registration for reasons including (a) Client’s Abuse of
Services or other breach of the Terms, or (b) Charlie Company’s receipt of an arbitration award or order from a
court of competent jurisdiction instructing the suspension, termination or transfer of ownership of the
domain name. Client acknowledges that Client will not receive any refund whatsoever for any such suspension,
termination, transfer, or modification to Client’s domain name registration.

1.32 Survival Clauses

The provisions of these Terms which by their nature continue beyond termination will survive such
termination, including the provisions of these Terms relating to ownership, Intellectual Property,
representations and warranties, disclaimer, limitation of liability, indemnification, and governing law and
jurisdiction.

1.33 Minimum Age Requirement

Client must be at least 18 years of age or the age of majority in the state, province, or country of Client’s
residence in order to agree to these Terms and submit an Order Form.

1.34 Assignment

Client may not assign or otherwise transfer any of its rights or obligations under these Terms without the
prior written consent of Charlie Company, which will not be unreasonably withheld. Without requiring Client’s
prior consent, Charlie Company may assign or otherwise transfer these Terms, and Charlie Company’s rights and
obligations hereunder. Any assignment or transfer in violation of these Terms will not have any effect
against Charlie Company. This MSA will be binding and have effect upon Charlie Company and Client and their respective
successors and permitted assigns. Nothing herein, express or implied, is intended to confer upon any person,
other than Charlie Company and Client and their respective successors and permitted assigns, any rights,
remedies, obligations or liabilities in connection with these Terms. Notwithstanding the foregoing, Client
acknowledges that Charlie Company may, at its sole option, perform any of its duties or obligations hereunder, by
itself or with or through any of Charlie Company’s Affiliates, which will not be deemed an assignment of these
Terms.

1.35 Waiver; Severability; Cumulative Rights

No waiver by Charlie Company of a breach of any provision of these Terms will take effect or be binding upon
Charlie Company unless expressly waived in writing, and such waiver will extend and apply only to the particular
breach so waived and will not limit or affect the rights of Charlie Company in respect of any future breach or in
respect of a breach of any other provision hereof. If any portion of the Terms is held by a court of
competent jurisdiction to be illegal, invalid or unenforceable for any reason, such illegality, invalidity
or unenforceability will not affect the validity of the remainder of these Terms. Except as may be otherwise
specified herein, rights and remedies of the parties are not exclusive but will be cumulative of all other
rights and remedies.

1.36 Relationship of Parties.

Nothing in these Terms will be construed as creating a relationship of employer and employee, principal and
agent, franchisee and franchisor, partnership or joint venture between Charlie Company and Client. Client will
not, and has no authority to, bind Charlie Company to any commitments or hold itself out as a representative of
Charlie Company.

1.37 Non-Exclusivity

Charlie Company and Client each acknowledge that the relationship between them in connection with the Services,
and these Terms are non-exclusive and that Charlie Company may grant a license to use, market, sublicense, or
distribute the Services, including providing access to the Systems, to other parties who may engage in the
same or similar activities as Client, or who may compete with Client or Client’s goods or services.

1.38 No Third Party Beneficiary

These Terms are for the sole benefit of the Parties and do not create any rights on the part of any third
party, including Client’s resellers, customers, and End Users. Client acknowledges that Charlie Company’s
obligations under these Terms are to Client only. Client is solely responsible, and Charlie Company is not
responsible, for ensuring Client satisfies all of Client’s obligations to Client’s resellers, customers, and
End Users.

1.39 Governing Law

These Terms, including all disputes and controversies between the Parties arising from or connected to these
Terms, will be governed by and construed in accordance with the laws of the State of New York, without
giving effect to its conflict of laws rules. Any dispute or claim relating in any way to your use of any
Service will be adjudicated in the state or federal courts in New York County, New York, and you consent to
exclusive jurisdiction and venue in these courts. Client and Charlie Company each waive any right to a jury
trial.

1.40 Notices

Except with respect to the cancellation notices set forth in Section 2.7, any notices and other
communications required or permitted under these Terms will be in writing and sent by courier or via e-mail
or facsimile. Such notice will be deemed to have been given upon the expiration of 48 hours after posting or
12 hours after sending by email. Client may give notice to Charlie Company at any time by email addressed to clients@charliecompanymedia.com. Charlie Company
reserves the right to publish (including on any Charlie Company website) any communications with Client, as long
as Client’s personal details are not revealed without Client’s prior consent.

1.41 Amendments

Charlie Company may amend these Terms from time to time upon notice. Your continued use of the Services will
constitute your agreement to the changes. If you do not agree to any changes, you must cancel and stop using
all Services.

1.42 Complete Agreement

These Terms, which include the Order Forms and all other policies and documents referenced herein, constitute
the entire agreement between the Parties with respect to the subject matter hereof and supersedes all prior
understandings, communications and agreements, written or oral, between them with respect thereto.

2. Billing Terms

These Billing Terms apply to all persons using the Services.

2.1 Service Fees

Client will pay to Charlie Company all Service Fees on or before each due date as specified in the Hosting Portal
or invoice (as applicable). Client acknowledges that Service Fees will start accruing from the time the
Client Account is created and Services are made available to Client, whether or not Client uses the
Services.

2.2 Billing

Client’s Billing Cycle will start on the Effective Date (as defined herein). The Billing Cycle will
automatically renew for the same successive period until Client cancels the Client Account or terminates
these Terms in accordance with the cancellation provisions and termination provisions herein and in the
applicable Order Form. Charlie Company will provide a renewal notice and invoice, and Client is solely
responsibility for ensuring payment for applicable Service(s) before the Due Date. Add-on features to
Services added to the Client Account may be charged monthly or according to the Billing Cycle or otherwise
based on an alternate payment schedule as agreed by Charlie Company when Client orders such features. Add-on
features are non-refundable.

2.3 Past Due Amounts

If Client fails to pay the Service Fees on or before the Due Date, then Charlie Company may charge Client
applicable Late Charges which shall be applied to any portion of the Services Fees unpaid past the Due Date.
If the Client Account has Service Fees unpaid past the Due Date, then Charlie Company may, at Charlie Company’s sole
discretion, suspend the Client Account (and the Services associated with it) upon notice at any time.
Charlie Company may also terminate these Terms and cancel the Client Account in its entirety if the Service Fees
remain past due following reasonable notification from Charlie Company to the contact person listed in the Client
Account. Client is solely responsible, and Charlie Company is not responsible, for keeping Client’s contact
information up to date and for any failure to receive such notification of Client Account cancellation.

2.4 Payment Methods

Client will pay the Service Fees via the credit card indicated in the Order Form, which will be selected from
one of the following:
(a) Visa
(b) MasterCard
(c) American Express
(d) Discover

Client will provide Charlie Company with a valid credit card number, associated full name on the credit card,
expiration date, and card verification number. Client will notify Charlie Company in writing of all changes to
Client’s credit card, including card number, expiration date, and billing address. For credit card payments,
Client hereby authorizes Charlie Company to automatically charge Client’s credit card each Billing Cycle for
Service Fees. Client hereby also consents to Charlie Company charging Client any chargeback fee assessed against
Charlie Company from the credit card company for each credit card chargeback received by Charlie Company. Client
acknowledges that recurring Service Fees will be charged to Client’s credit card each Billing Cycle until
Client cancels the Client Account or otherwise terminates the Order Form or these Terms in accordance with
the cancellation provisions and termination provisions of these Terms and the applicable Order Form.

2.5 Taxes.

2.5.1 Chargeable Tax. The Service Fees quoted by Charlie Company, whether on Charlie Company’s website, these Terms,
any Order Form, quotation, or sales proposal provided to Client, or in Client’s customer portal or on
Client’s invoice, do not include sales or any other taxes which may be applicable. If any federal, state,
provincial or other goods and services tax (excluding any tax levied on property or income) is applicable to
Client’s purchase of the Services (“Tax”) and is required by law to be collected from Client by Charlie Company,
then (a) Charlie Company will charge Client for such Tax in addition to the Service Fees, (b) Client consents to
such Tax being charged to Client, and (c) Charlie Company will remit such collected Tax to the applicable tax
authority.

2.5.2 Audit Cooperation. If Charlie Company Hosting is audited by a tax authority or other governmental entity
with legal authority over the matter, Client agrees to reasonably cooperate with Charlie Company (at Charlie Company’s
expense) in order to respond to any audit inquiries in a proper and timely manner so that the audit, and any
resulting controversy, may be resolved expeditiously.

2.5.3 Tax Exemption. If a Tax exemption is available and Client complies with the exemption procedures
thereto, including submitting to Charlie Company all documentation evidencing the exemption, then Charlie Company will
not charge or collect such Tax during the effective period of such exemption.

2.5.4 Withholding Tax. If any applicable tax authority requires withholding taxes to be paid on money amounts
payable by Client to Charlie Company pursuant to these Terms (“Withholding Tax”), then Client will (i) be
entitled to deduct such Withholding Tax from the money amounts payable to Charlie Company hereunder, (ii) remit
such amounts to the appropriate tax authority, and (iii) provide to Charlie Company, on a quarterly (every 3
calendar months) basis, the statements of the Withholding Taxes paid.

2.6 Reactivation
If Client wishes to reactivate a closed Client Account, then Charlie Company may charge Client a reactivation fee
which Charlie Company will communicate to Client upon the reactivation request. Charlie Company may also charge Client
a fee for certain changes to the Client Account (“Account Change Requests”), including requests to:

(a) change to a lower priced hosting plan on the same platform; or
(b) separate one or more hosting plans contained under one Client Account into separate Client Accounts (the
fee for this Account Change Request is charged to each new Client Account). There is no upgrade fee for
upgrading to a higher priced hosting plan, but Client may be charged any difference between the setup fees
applicable to Client’s new and former hosting plans. For Account Change Requests, contact techsupport@charliecompanymedia.com.

2.7 Termination and Account Cancellation

2.7.1 Unless and until terminated in accordance with these Terms, the Terms will continue through the Minimum
Term and any Renewal Term stated in an Order Form. Client may terminate the Terms, a particular Order Form,
or the Client Account in its entirety, upon at least 30 days’ written notice prior to the end of any Renewal
Term. Charlie Company may terminate the Terms or a particular Order Form for convenience upon 30 calendar days’
written notice to Client. Without limiting Charlie Company’s rights under Abuse of Services and Suspension above,
Charlie Company Hosting may also terminate the Terms or a particular Order Form for Client’s material breach upon
2 business days’ written notice to Client if such material breach is uncured within such time. To cancel the
Client Account or particular Services after the expiration of the Minimum Term or during a Renewal Term,
Client must contact Charlie Company’s customer service department on a Business Day (Monday through Friday,
excluding holidays) at(210) 480-6345 or email techsupport@charliecompanymedia.com, and must specify the exact
Services, or domain name, that Client is cancelling. The cancellation process is not complete or effective
until Charlie Company Hosting confirms the closure of the Client Account by providing Client a confirmation
number either over the phone or through email at Client’s contact information recorded on the Client
Account. Client acknowledges that there are no pro-rated refunds if Client cancels before the end of any
Renewal Term. Cancellation requests must be received at least 30 calendar days before the end of Client’s
Billing Cycle or Client’s Billing Cycle will automatically renew for a successive Billing Cycle. Charlie Company
does not monitor, and will not automatically cancel, plans for any problems arising out of or related to
domain name transfers, non-usage, InterNIC, Client’s ISP, or any other secondary issues not directly related
to the Services. Cancellation of Services does not relieve Client from paying all outstanding balances owed
on the Client Account.

2.7.2. Upon any termination of these Terms or the Client Account, Charlie Company Hosting may delete all Client
Data residing on Systems. It is Client’s sole responsibility, and not the responsibility of Charlie Company, to
transfer Client’s domain to another provider, and ensure that all Client Data is either retrieved prior to
termination or cancellation or otherwise backed up on systems other than Systems or using Services, in each
case by the date you communicate to Charlie Company your cancellation or termination notice. Client acknowledges
that (a) termination of these Terms or a particular Order Form does not automatically cancel the
registration of any of the domain names associated with the Client Account, and (b) the cancellation or
expiration of Client’s domain names associated with the Client Account does not automatically terminate
these Terms or the other Services.

2.7.3 These Terms and all Order Forms will automatically terminate if (i) Client makes a general assignment
for the benefit of Client’s creditors; (ii) Client appoints or has appointed on its behalf a receiver,
trustee in bankruptcy or similar officer to take charge of all or part of its assets; (iii) Client files or
has a petition filed against Client for bankruptcy; or (iv) Client is otherwise adjudicated insolvent or
bankrupt.

2.8 Billing Disputes

Charlie Company will maintain records of the Services provided to Client and the billing thereof. If there is an
inconsistency between Charlie Company’s records as stated in the Hosting Portal and Client’s records, then
Charlie Company’s records will be deemed the controlling records. If Client wants to dispute the amounts, Client
must contact Charlie Company’s customer service department on a Business Day (Monday through Friday, excluding
holidays) at(210) 480-6345 or email techsupport@charliecompanymedia.com. Disputes Client may have
over any portion of Service Fees will not exempt Client’s payment obligations for undisputed Service Fees
whether such non-disputed amounts pre-date, post-date, or are concurrently dated with the disputed amounts.
If Client fails to provide Charlie Company with written notice of a disputed amount of Service Fees within seven
(7) calendar days after the Service Fees are made available through the Hosting Portal, then Client will be
deemed to have accepted the amounts owed and will be obligated to pay such amounts.

2.9 Price Changes

Charlie Company may, at its reasonable discretion, add to, modify, or discontinue any particular product or
Service upon notice.

2.10 Collections

Client Accounts in arrears with past due and unpaid Service Fees are subject to collections. In the event of
collection, Client will be liable for Late Charges and all costs of collection, including attorney’s fees,
court costs, and collection agency fees.

2.11 Currency

Unless stated otherwise, all money amounts stated by Charlie Company, including on Charlie Company’s website, the
Terms, any Order Form, quotation, or sales proposal provided to Client, the Hosting Portal, and any invoice
issued by Charlie Company are in U.S. Dollars.

3. Privacy Policy

These Terms includes Charlie Company’s Privacy Policy, as amended from time to time, posted at https://www.charliecompanymedia.com/privacy-policy/
(or such other redirected webpage or alternate URL as designated by Charlie Company), which is incorporated
herein by reference (“Privacy Policy”).

4. Refund Policy

Charlie Company does not issue refunds for Services.