PLEASE READ THESE TERMS OF SERVICE AND THE RELATED PRIVACY POLICY CAREFULLY BEFORE USING THESE SERVICES. BY USING THESE SERVICES, YOU AGREE TO THESE TERMS OF USE.

The following Terms of Use applies to your use of all Beachbuds websites, [mobile applications,] [games,] and other products and services owned, controlled, operated, or hosted (whether now or in the future) by [J-Toon Productions, Inc.] and/or its corporate affiliates, parents or subsidiaries (collectively referred to herein, solely for ease of reference as “J-Toon”, “us” or “we”) including but not limited to beachbuds.com and all related applications, services, tools, software, and functionalities (collectively the “J-Toon Services”).

J-Toon LLC is a Delaware limited liability company that creates, produces, and distributes entertainment Content (as defined below) [and allows users to upload User Materials (as defined below) and create, post, share, send, and receive Content through the J-Toon Services.]"Content means and includes, without limitation, photos, images, artwork,graphics, videos, audios, animations, text, editorials, comments, writings, personal information, music, liner notes, lyrics, and other elements and materials, in any media or format now known or hereinafter devised, whether physical, electronic, digital, analog, or

otherwise.

PLEASE READ THESE TERMS OF SERVICE CAREFULLY AS THEY CONTAIN IMPORTANT INFORMATION REGARDING YOUR LEGAL RIGHTS, REMEDIES, AND OBLIGATIONS. THESE INCLUDE VARIOUS LIMITATIONS AND EXCLUSIONS AND AN ARBITRATION CLAUSE THAT GOVERNS HOW DISPUTES WILL BE RESOLVED.

As between you and J-Toon, all of the elements of the J-Toon Services, including the features, activities, content, and software, are the sole property of J-Toon (or its licensors) and may be used by you only for your personal, noncommercial use. We have the right, in our sole discretion, to review content posted on beachbuds.com and remove anything inappropriate, offensive, not pertaining directly to J-Toon and its properties, or otherwise objectionable or not in compliance with this Terms of Use.

PLEASE READ THIS AGREEMENT CAREFULLY BEFORE USING THE ONLINE SERVICES. IT CONTAINS IMPORTANT INFORMATION REGARDING YOUR LEGAL RIGHTS INCLUDING MANDATORY ARBITRATION, NO CLASS RELIEF AND WAIVER OF YOUR RIGHT TO A JURY TRIAL.

1. AGREEMENT. Your use of the J-Toon Services is expressly conditioned on your acceptance of and agreement to these Terms of Use (this "Agreement"). This Agreement, including J-Toon’s Privacy Policy which is incorporated into this Agreement by reference, sets forth the terms and conditions which apply to your use of the J-Toon Services. By using the J-Toon Services, you agree to abide by this Agreement. J-Toon reserves the right to change, amend, or otherwise alter

this Agreement at any time by posting the modified terms and conditions to this "Terms of Use" section which shall become effective immediately. Your continued use of the J-Toon Services following the posting of any modifications to this Agreement means that you accept and agree to abide by such modifications. If you do not comply with this Agreement at all times when using the J-Toon Services, J-Toon reserves the right to remove your posting and/or deny or restrict your access to the J-Toon Services. The terms and conditions of this Agreement shall apply regardless of the means by which the J-Toon Services were accessed, including, but not limited to, through the URL address, electronic mail, or links from other websites. The J-Toon Services are for users who reside in the United States. If you are the parent or legal guardian of a user of the J-Toon Services who is under 18 years old, you consent to such user's use of the Online Services, assume the obligations provided in this Agreement, and assume full responsibility for such user’s use of the J-Toon Service.

2. CHILDREN AND YOUNG PERSONS. Our Services are aimed at users of various ages. There are however no age barriers to those accessing the Services. Users under 18 should only use the J-Toon Services with the permission of a parent or guardian. The parents or guardians of anyone under 18 using the J-Toon Services should review these Terms of Use carefully. Contributions submitted and/or read by minors are subject to the consent of their parent or guardian. We advise parents or guardians who permit minors to use the Services that it is important to communicate with the minors about their safety online. If you permit a child to use a device to access, view or listen to content on the J-Toon Services you are solely responsible for deciding whether or not that content is appropriate for that child.

3. USE OF J-TOON SERVICES. You agree that:

1. Your use of the J-Toon Services, including, without limitation, any of the

   elements or content, is solely for your own noncommercial use and benefit.

2. YouwillnotinterferewithanyotherusersuseandenjoymentoftheJ-Toon Services. You will not use the J-Toon Services or the information contained therein in unsolicited mailings or spam material. In particular, you will not use any of our trademarks, trade names, service marks, copyrights, or logos in unsolicited mailings or spam material. You will not spam or send unsolicited mailings to any person or entity using the J-Toon Services.

3. You will not submit, post, upload, distribute, or otherwise make available any material that contains, in the opinion of J-Toon: (1) personal information about another person; (2) unlawful, harassing, libelous, defamatory, abusive, threatening, harmful, vulgar, obscene, indecent, profane, lewd, lascivious, filthy, excessively violent, offensive, or otherwise objectionable, inappropriate, or unlawful material; (3) material that could harm minors; (4) any material that infringes any intellectual property or other proprietary rights of any person or entity, or any right of any person or entity; or (5) any

information intended to promote and/or generate revenue for any third party business activity.

1. Youwillnotimpersonateanypersonorentity,orfalselystateorotherwise misrepresent your affiliation with a person or entity, including, but not limited to, by using another person's username, password, name, likeness, voice, or photograph. You will not submit any personal information to the J-Toon Services, about yourself or others, that is not accurate and truthful.

2. WhenusingfeaturesontheJ-ToonServicesthatallowyoutocommunicate with others, you will, in the opinion of J-Toon (i) use such features solely to inform others about J-Toon content available on the J-Toon Services; (ii) not upload or send any message that is unlawful, harassing, libelous, slanderous, defamatory, abusive, threatening, harmful, vulgar, obscene, pornographic, hateful, indecent, profane, lewd, lascivious, filthy, excessively violent, offensive, insulting, misleading, deceptive, or racially, ethnically, or otherwise objectionable; (ii) not upload or send any commercial, promotional, or solicitation information; and (iii) remain friendly and treat all recipients with respect. You will immediately cease using the J-Toon Service features to communicate with recipients who have requested not to receive communications from you.

3. You will not use the J-Toon Services for any harmful or unlawful purpose, including engaging in (or attempting to engage in) any criminal activity including, but not limited to, child pornography, stalking, sexual assault, fraud, harassment, and conspiracy to commit any criminal activity. You agree that your use of the J-Toon Services will not harm minors in any way.

4. You will not submit, post, upload, distribute, or otherwise make available any material that may contain a computer virus or other harmful material, or otherwise impair, interrupt, destroy or limit the functionality of any computer software, hardware, or telecommunications equipment.

4. LINKING. You may link to our home page, provided you do so in a way that is fair and legal and does not damage our reputation or take advantage of it. You must not establish a link in such a way as to suggest any form of association, approval or endorsement on our part where none exists. You must not establish a link to our J-Toon Services in any website that is not owned by you. Our J-Toon Services must not be framed on any other site, nor may you create a link to any part of our site other than the home page. We reserve the right to withdraw linking permission without notice.

5. PROPRIETARY RIGHTS. Title and intellectual property rights for the J-Toon Services and content on the J-Toon Services are owned by J-Toon, its agents, suppliers, or affiliates or their licensors or otherwise by the owners of such material and are protected by copyright laws and treaties. Trademarks, trade names,

service marks, copyrights, and logos of J-Toon including, without limitation, "Beachbuds" and the beachbuds.com name, may not be used or copied in any manner without the express prior written consent of J-Toon. The copying, redistribution, reselling, or publication of any part of the J-Toon Services without express prior written consent from J-Toon or other owner of such material is prohibited. J-Toon prohibits the use, copying, distribution, transmission, display, performance, creation of derivative works, or exploitation in any form or manner of any and all content on the J-Toon Services (which includes, without limitation, any and all articles, text, graphics, logos, advertisements, video clips, music clips, still photographs, and software) without J-Toon's express prior written consent.

6. DISCLAIMER. THE ONLINE SERVICES ARE PROVIDED ON AN “AS IS” BASIS WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, CONSTRUCTIVE, OR STATUTORY, INCLUDING, BUT NOT LIMITED TO, WARRANTIES OF TITLE OR IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, OR ANY OTHER IMPLIED WARRANTIES ARISING OUT OF COURSE OF PERFORMANCE, DEALING AND/OR TRADE USAGE. J-TOON DOES NOT GUARANTEE OR WARRANT CONTINUOUS, UNINTERRUPTED OR ERROR- FREE ACCESS OR USAGE, OR THAT DEFECTS WILL BE CORRECTED, OR THAT THE ONLINE SERVICES OR THE SERVER THAT MAKES THEM AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. SOME STATES DO NOT ALLOW THE DISCLAIMER OF IMPLIED WARRANTIES SO THE FOREGOING DISCLAIMER MAY NOT BE APPLICABLE IN FULL. THIS SECTION WILL BE ALLOWABLE TO THE MAXIMUM EXTENT ALLOWED BY APPLICABLE LAW. J-TOON DOES NOT MAKE ANY WARRANTY, WHETHER EXPRESS OR IMPLIED, OR MAKE ANY REPRESENTATIONS REGARDING ANY CONTENT, INFORMATION, SERVICES, OR PRODUCTS OBTAINED OR PROVIDED THROUGH OR IN CONJUNCTION WITH THE J-TOON SERVICES. NEITHER J- TOON NOR ITS AFFILIATES AND THIRD PARTY INFORMATION PROVIDERS, NOR OTHER CONTENT PARTNERS MAKE ANY GUARANTEE REGARDING THE ACCURACY, CORRECTNESS, TIMELINESS, SEQUENCE, RELIABILITY, OR COMPLETENESS OF ANY INFORMATION OR CONTENT PROVIDED BY BEACHBUDS.COM. ADDITIONALLY, THERE ARE NO WARRANTIES AS TO THE RESULTS OBTAINED FROM THE USE OF THE INFORMATION. ANY HEALTH INFORMATION PROVIDED BY BEACHBUDS.COM SHOULD BE USED FOR INFORMATIONAL PURPOSES ONLY. ANY MATERIAL DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THE ONLINE SERVICES IS DOWNLOADED AT THE USER'S OWN RISK. THE USER WILL BE SOLELY RESPONSIBLE FOR, AND ASSUMES THE ENTIRE COST OF, ALL NECESSARY SERVICING, REPAIR, OR CORRECTION IN THE EVENT OF ANY DAMAGE OR LOSS DUE TO CONTENT, DOWNLOADS OR ANY OTHER MATERIAL OR INFORMATION THE USER OBTAINS FROM BEACHBUDS.COM. ANY MATERIAL UPLOADED OR OTHERWISE SUBMITTED THROUGH THE USE OF ONLINE SERVICES IS UPLOADED AT

THE USER'S OWN RISK. THE USER WILL BE SOLELY RESPONSIBLE FOR, AND ASSUMES THE ENTIRE COST OF, ALL NECESSARY SERVICING, REPAIR, OR CORRECTION IN THE EVENT OF ANY DAMAGE OR LOSS DUE TO UPLOADING THROUGH THE USE OF THE ONLINE SERVICES.

7. INDEMNIFICATION. You the user agree to indemnify and hold harmless, and at J-Toon’s request, defend J-Toon and its respective parents, subsidiaries, affiliates, partners, agents, employees, directors, officers, shareholders, members, and other owners, from and against any and all claims, actions, demands, liabilities, losses, damages, judgments, penalties, settlements, costs and expenses (including reasonable attorney's fees and costs) (hereinafter referred to as "Losses") insofar as such Losses (or actions in respect thereof) arise out of, are based on, or relate to: your use of the J-Toon Services; use of the J-Toon Services by anyone using your computer or your account; a violation of this Agreement by you or anyone using your computer, your mobile device, or any unauthorized deletions, additions, insertions or alterations to, or any unauthorized use of, the J- Toon Services by you or someone using your computer, your mobile device, or your account; or any misrepresentation of any information, representation or warranty, or breach of this Agreement or any other covenant or agreement. If any third party brings a claim, lawsuit, or other proceeding(s) against J-Toon based on your conduct or use of the J-Toon Services or that of someone using your computer or account, you agree to compensate J-Toon (including their respective officers, directors, employees and agents) for any and all Losses in connection with any such claim, lawsuit or proceeding.

8. ACCEPTANCE. Your use of the J-Toon Services constitutes acceptance of this Agreement. You hereby waive any and all defenses you may have based on the electronic form of this Agreement and lack of signing or other form of electronic execution by the parties hereto. You agree to abide by the terms and conditions of this Agreement and any additional terms, conditions, rules, or procedures imposed by J-Toon or by third-party content providers in connection with content, software, or services available on, through or in connection with the Online Services.

9. BINDING ARBITRATION WAIVER OF JURY TRIAL.YOU AND J-TOON AGREE THAT THE SOLE AND EXCLUSIVE FORUM AND REMEDY FOR ANY AND ALL DISPUTES AND CLAIMS RELATING IN ANY WAY TO OR ARISING OUT OF THESE TERMS OF SERVICE OR THE SALE OF ANY PRODUCT OR SERVICE BY J-TOON SHALL BE FINAL AND BINDING ARBITRATION, except that: (i) to the extent that either of us has in any manner infringed upon or violated or threatened to infringe upon or violate the other party's patent, copyright, trademark, or trade secret rights, such other party may seek injunctive or other appropriate relief; and (ii) you may assert a claim in a small claims court if your claim qualifies.

In the event of a dispute, you or J-Toon must send to the other party a notice of dispute, which is a written statement that sets forth the name, address and contact information of the party giving the notice, the facts giving rise to the dispute, and

the relief requested. You must send any notice of dispute in writing to us at J-Toon, ATTN: Jose L. Martinez, Jr., 9255 Sunset Blvd., Suite 515, West Hollywood, CA 90069. We will send any notice of dispute to you at the contact information we have for you.

Unless you and J-Toon are able to resolve the dispute through informal negotiation within sixty (60) days from the date a party’s notice of dispute is sent to the other party, either you or J-Toon may commence arbitration before a neutral arbitrator whose decision will be final except for a limited right of appeal under the U.S. Federal Arbitration Act.

By using the J-Toon Services in any way, you unconditionally consent and agree that: (1) any claim, dispute, or controversy (whether in contract, tort, or otherwise) you may have against J-Toon and/or its parent, subsidiaries, affiliates and each of their respective members, officers, directors and employees (all such individuals and entities collectively referred to herein as the “J-Toon Entities”) arising out of, relating to, or connected in any way with the J-Toon Services or the determination of the scope or applicability of this agreement to arbitrate, will be resolved exclusively by final and binding arbitration administered by JAMS and conducted before a sole arbitrator in accordance with the rules of JAMS; (2) this arbitration agreement is made pursuant to a transaction involving interstate commerce, and shall be governed by the Federal Arbitration Act (“FAA”), 9 U.S.C. §§ 1-16; (3) the arbitration shall be held in Los Angeles, California; (4) the arbitrator’s decision shall be controlled by the terms and conditions of these Terms of Service and any of the other agreements referenced herein that the applicable user may have entered into in connection with the J-Toon Services; (5) the arbitrator shall apply Delaware law consistent with the FAA and applicable statutes of limitations, and shall honor claims of privilege recognized at law; (6) there shall be no authority for any claims to be arbitrated on a class or representative basis, arbitration can decide only your and/or the applicable J-Toon Entity’s individual claims; the arbitrator may not consolidate or join the claims of other persons or parties who may be similarly situated; (7) the arbitrator shall not have the power to award punitive damages against you or any J-Toon Entity; (8) in the event that the administrative fees and deposits that must be paid to initiate arbitration against any J-Toon Entity exceed $125 USD, and you are unable (or not required under the rules of JAMS) to pay any fees and deposits that exceed this amount, J-Toon agrees to pay them and/or forward them on your behalf, subject to ultimate allocation by the arbitrator. In addition, if you are able to demonstrate that the costs of arbitration will be prohibitive as compared to the costs of litigation, J-Toon will pay as much of your filing and hearing fees in connection with the arbitration as the arbitrator deems necessary to prevent the arbitration from being cost-prohibitive; and (9) with the exception of subpart (6) above, if any part of this arbitration provision is deemed to be invalid, unenforceable or illegal, or otherwise conflicts with the rules of J- Toon, then the balance of this arbitration provision shall remain in effect and shall be construed in accordance with its terms as if the invalid, unenforceable, illegal or conflicting provision were not contained herein. If, however, subpart (6) is found to be invalid, unenforceable or illegal, then the entirety of this Arbitration Provision

shall be null and void, and neither you nor J-Toon shall be entitled to arbitrate their dispute. For more information on JAMS and/or the rules of JAMS, visit their website at www.jamsadr.com.

10.GOVERNING LAW, VENUE, AND JURISDICTION: You and J-Toon each agree that the laws of the State of Delaware, without regard to principles of conflict of laws, will govern your use and purchase of products and services, these Terms of Service, and any dispute of any sort that might arise between you and J-Toon or any of our affiliates. Without limiting the generality of the preceding sentence, the United States Federal Arbitration Act and federal arbitration law shall apply to these Terms of Service. With respect to any disputes or claims not subject to arbitration (as set forth below), you and J-Toon each agree not to commence or prosecute any action in connection therewith other than in the state and federal courts located in the Los Angeles County, California, and BOTH YOU AND J- TOON IRREVOCABLY consent to, and waive all defenses of, lack of personal jurisdiction and forum non conveniens with respect to venue and jurisdiction in the state and federal courts located in the Los Angeles County, California.

11.AMENDMENTS. J-Toon reserves the right to change, amend, or otherwise alter this Agreement at any time by posting the modified terms and conditions to this "Terms of Use" section of the Website or in the Apps. Such modifications shall become effective immediately upon posting.

12.WAIVER. J-Toon's failure to enforce strict performance of any provision of this Agreement will not constitute a waiver of J-Toon’s right to subsequently enforce such a provision or any other provision of this Agreement, nor will any delay or omission on the part of J-Toon to exercise or take advantage of any right or remedy that J-Toon has or may have hereunder operate as a waiver of any right or remedy.

13.SEVERABILITY. In the event that any of the provisions of this Agreement shall be held by a court or other tribunal of competent jurisdiction to be invalid or unenforceable, the remaining portion hereof shall remain in full force and effect and such provision shall be enforced to the maximum extent possible so as to effect the intent of the parties and shall be reformed to the extent necessary to make such provisions valid and enforceable.

14.ENTIRE AGREEMENT. This Agreement constitutes the entire agreement between you and J-Toon concerning the subject matter contained herein and supersedes all prior or contemporaneous representations, proposals, conditions, communications, and agreements, whether oral or written, between the parties relating to the subject matter herein and all past courses of dealing or industry custom. The subject matter herein may not be modified except by J-Toon.

15.NOTICE FOR CALIFORNIA USERS. Under California Civil Code Section 1789.3, California users of the J-Toon Services are entitled to the following specific consumer rights notice: The Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs may be contacted in writing at 400 R Street, Suite 1080, Sacramento, California 95814, or by telephone at (916) 445-1254 or (800) 952-5210.