Moras Subscription and Partner Revenue Terms

1. Subscription Plans and Fees

K2 summit offers a subscription-based plan granting access to the AI-powered Services, including credit consumption for generating videos, images, or other content.

• The standard subscription fee for the Services is USD $20 per month.
• Subscription fees are billed on a recurring monthly basis unless otherwise specified. K2 summit reserves the right to modify subscription pricing for future billing cycles. Any price changes will not affect the current active billing period.
• Subscriptions automatically renew at the end of each billing cycle unless canceled prior to the start of the next billing cycle.
• Users may cancel subscriptions at any time through their account settings. Upon cancellation, users retain access to paid features until the end of the current billing period.

2. Credit System

Certain Services operate on a credit system. Credits may be consumed when generating AI content. Expiration and rollover rules are determined by the specific subscription plan or purchase terms.

• Top-up credits purchased separately may have different expiration or usage rules.
• Users are responsible for managing credit balances and understanding applicable rules.

3. Payment Processing

Payments are processed through third-party payment processors, including but not limited to Stripe and PayPal.

• By providing payment information, you authorize K2 summit to charge the applicable subscription fee and any additional service fees to your designated payment method.
• Users represent that they have the legal right to use the payment method provided and agree to comply with the terms of the third-party payment processor.

4. Refund Policy

All sales are final and non-refundable, except where local law mandates a refund or in cases of documented technical failure that prevents content generation despite credits being consumed.

• K2 summit may, at its sole discretion, provide account credits (not cash refunds) as compensation for technical issues.

5. Revenue from User-Generated Content on TikTok

Users may choose to share content generated through the Services on third-party platforms, including TikTok.

• All gross revenue, commissions, referral fees, or other income generated from TikTok videos or similar third-party content that incorporate, are derived from, or are produced using K2 summit-generated materials (collectively, "Gross Revenue") shall be the sole and exclusive property of K2 summit.
• By participating, users irrevocably assign all rights, title, and interest in such Gross Revenue to K2 summit and agree to direct all payments and income to K2 summit-designated accounts.
• For the avoidance of doubt, revenue generated exclusively from content that does not incorporate or utilize any K2 summit-generated materials shall not constitute Gross Revenue and shall be subject to the Non-K2 summit Revenue provisions set forth in Section 8 of this Agreement.

6. User Incentives and Rewards

In consideration of user participation and assignment of Gross Revenue, K2 summit provide users with rewards and promotional incentives.

• These incentives may include fixed rewards, such as predetermined payments or credits for participation in promotional activities, as well as variable rewards calculated based on the performance of user-generated content.
• Variable rewards be calculated as a proportion of the Gross Revenue generated through third-party platforms. The structure of such incentives may fluctuate depending on K2 summit' overall revenue performance and promotional policies.

As a general guideline, variable rewards are expected to represent no less than fifty percent (50%) of the Gross Revenue attributable to the User's content; provided, however, that this figure is indicative only and does not constitute a guaranteed minimum. Actual reward amounts may vary based on K2 Summit's revenue performance, platform costs, and applicable promotional policies.

7. Independent Contractor Status

Users participating in revenue-generating activities are considered independent contractors. Nothing in this Agreement creates an employment, partnership, or joint venture relationship.

• Users are responsible for all taxes, social security, or other legal obligations arising from any rewards or incentives received.

8. MCN Partner Non-K2 summit Revenue Settlement Terms

This Section applies exclusively to Users who are affiliated with multi-channel network ("MCN") agencies that have entered into a separate cooperation agreement with K2 summit ("MCN Partners") and who operate personal TikTok accounts under such cooperation agreements.

8.1 Definitions

For purposes of this Section, the following definitions shall apply:

"Non-K2 summit Revenue" means any commission income, sales proceeds, or other monetary consideration generated through an MCN Partner's personal TikTok account that is directly and exclusively attributable to:

1. live streaming activities conducted independently by the MCN Partner and not utilizing any content generated through the K2 summit platform; or
2. shoppable or affiliate-linked videos independently published by the MCN Partner that do not incorporate any K2 summit-generated materials, including but not limited to TikTok Shop affiliate commissions and brand-sponsored product promotion videos produced entirely without use of the K2 summit platform.

"K2 summit Platform Records" means the internal technical records, logs, and data generated and maintained by K2 summit' platform systems that identify and track which TikTok content was created using K2 summit-generated materials.

"Settlement Period" means five (5) business days following K2 summit' actual receipt of cleared funds from TikTok's platform settlement payment.

"Business Day" means Monday through Friday, excluding U.S. federal public holidays and any day on which commercial banks in the State of Delaware are authorized or required by law to be closed.

8.2 Collection Agency Relationship

With respect to Non-K2 summit Revenue only, K2 summit acts solely as a collection agent on behalf of the MCN Partner. Non-K2 summit Revenue received by K2 summit does not constitute revenue of K2 summit and shall be held separately pending disbursement to the applicable MCN Partner pursuant to this Section. This agency relationship applies exclusively to Non-K2 summit Revenue and does not affect K2 summit' ownership of Gross Revenue as defined in Section 5 of this Agreement.

8.3 Revenue Attribution - Platform Records as Conclusive Authority

The allocation between Gross Revenue (K2 summit-owned) and Non-K2 summit Revenue (MCN Partner-owned) shall be determined solely based on K2 summit Platform Records, which identify content created using K2 summit-generated materials and cross-reference such content with TikTok's official settlement data.

In the event of any discrepancy or dispute regarding revenue attribution:

• K2 summit Platform Records shall be deemed conclusive and binding for all attribution determinations;
• K2 summit shall provide MCN Partners with a written settlement statement itemizing Gross Revenue and Non-K2 summit Revenue allocations within the Settlement Period;
• MCN Partners may submit a written objection to the attribution within fifteen (15) calendar days of receiving such statement. Failure to object within this period constitutes acceptance of the allocation.

K2 summit shall maintain its platform records and settlement data for a minimum period of seven (7) years following the applicable settlement date to support audit and dispute resolution purposes.

8.4 Settlement of Non-K2 summit Revenue

Upon K2 summit' receipt of TikTok's platform settlement payment that includes Non-K2 summit Revenue attributable to an MCN Partner, K2 summit shall remit the corresponding Non-K2 summit Revenue amount to the MCN Partner within the Settlement Period, subject to the deductions set forth in Section 8.5 below.

Settlement payments shall be made via the payment method designated by the MCN Partner in their K2 summit account settings or as otherwise agreed in writing between the parties.

K2 summit shall not be liable for settlement delays caused by any of the following:

• incorrect or outdated payment information provided by the MCN Partner;
• third-party payment processor processing times or technical failures;
• TikTok platform payment delays, adjustments, chargebacks, or withholdings;
• MCN Partner's failure to provide required tax documentation pursuant to Section 8.6; or
• circumstances beyond K2 summit' reasonable control, including acts of God, government action, or force majeure events.

8.5 Offset and Deduction Rights

K2 summit expressly reserves the right to deduct from any Non-K2 summit Revenue settlement payment, prior to disbursement, any of the following amounts:

• any outstanding, unpaid subscription fees owed by the MCN Partner pursuant to the Supplementary Subscription Payment Terms of this Agreement;
• any platform service fees, transaction fees, or third-party payment processing charges attributable to the settlement disbursement; and
• any amounts otherwise owed by the MCN Partner to K2 summit pursuant to any provision of this Agreement or any separate written agreement between the parties.

The MCN Partner expressly authorizes K2 summit to perform such deductions and acknowledges that this mechanism constitutes valid and lawful settlement of corresponding obligations. K2 summit shall itemize all deductions in the written settlement statement provided to the MCN Partner.

8.6 Tax Compliance and Documentation Requirements

Non-K2 summit Revenue remitted to MCN Partners constitutes income of the MCN Partner for applicable tax purposes. MCN Partners are solely responsible for all federal, state, and local tax reporting and payment obligations arising from Non-K2 summit Revenue settlements. K2 summit assumes no tax liability with respect to Non-K2 summit Revenue.

Prior to the disbursement of any Non-K2 summit Revenue settlement, MCN Partners must provide K2 summit with valid tax documentation as follows:

K2 summit reserves the right to withhold settlement payments until compliant tax documentation is received. K2 summit shall not be liable for any tax liabilities, penalties, or interest incurred by MCN Partners arising from their failure to comply with applicable tax obligations.

8.7 Annual Tax Reporting

To the extent required by applicable law, K2 summit shall issue the appropriate tax reporting forms (including IRS Form 1099-NEC for U.S. persons and IRS Form 1042-S for non-U.S. persons) no later than January 31 of the calendar year following the year in which Non-K2 summit Revenue settlements were disbursed. MCN Partners are responsible for ensuring their tax documentation on file with K2 summit remains current and accurate.

8.8 Recordkeeping

K2 summit shall maintain reasonable records of Non-K2 summit Revenue received, attribution determinations, and settlements disbursed for a minimum period of seven (7) years following the applicable settlement date. MCN Partners may submit a written request for a detailed settlement statement within thirty (30) calendar days of any settlement disbursement.

9. User Responsibilities

Users remain responsible for all content uploaded or shared through the Services, including compliance with applicable intellectual property, privacy, and publicity laws.

• Users shall not infringe third-party rights or post illegal or harmful content.
• Users agree to cooperate with K2 summit in providing any necessary information or documentation related to Gross Revenue tracking, Non-K2 summit Revenue attribution, payment distribution, or compliance purposes.

10. Termination

K2 summit may suspend or terminate a subscription or participation in incentive programs for any reason, including violation of this Agreement, fraudulent activity, or operational requirements.

• Termination of the subscription or program may result in forfeiture of unused credits or pending rewards unless expressly stated otherwise by K2 summit.
• Upon termination, any outstanding Non-K2 summit Revenue attributable to the MCN Partner prior to the effective date of termination shall be settled within the Settlement Period, subject to applicable deductions under Section 8.5.

11. Governing Law and Dispute Resolution

This Agreement is governed by the laws of the State of Delaware, USA, without regard to conflict of law principles.

• Any disputes arising under this Agreement shall be resolved through binding arbitration in accordance with the rules of the American Arbitration Association.
• Users waive the right to participate in class-action lawsuits or class-wide arbitration.

12. Miscellaneous

This Agreement, together with the Terms of Service and Privacy Policy, constitutes the entire agreement between the parties regarding subscriptions and user-generated revenue.

• If any provision is found to be invalid or unenforceable, the remaining provisions shall remain in full force.
• K2 summit may assign its rights and obligations under this Agreement without consent, but users may not assign their rights without K2 summit' written consent.
• This Agreement may be amended by K2 summit upon thirty (30) days' prior written notice to Users. Continued use of the Services following such notice constitutes acceptance of the amended terms.

SUPPLEMENTARY SUBSCRIPTION PAYMENT TERMS

Free Trial, Payment Schedule, and Incentive Offset

This Supplementary Payment Agreement forms an integral part of the K2 summit Subscription and Partner Revenue Terms and governs the payment timing, billing structure, and settlement mechanism for subscription fees.

S-1. Free Trial Period

Upon acceptance of the Subscription Agreement, the User may access the Services for an initial period of thirty (30) days before the first subscription payment becomes due. This initial period functions as a limited access evaluation period during which Users may explore and utilize the Services.

S-2. Subscription Fee

Following acceptance of the Agreement, the User agrees to pay a subscription fee of USD $20 per month for continued access to the Services.

• The first subscription payment becomes due within thirty (30) days from the date the User accepts the Agreement.
• After the initial payment, subscription fees shall continue to be billed on a recurring monthly basis unless the subscription is canceled in accordance with the Agreement.

S-3. Late Payment

If the User fails to pay the subscription fee by the applicable due date, K2 summit reserves the right to:

• temporarily restrict or suspend access to certain Services;
• delay the distribution of any rewards or incentive payments; and
• apply outstanding balances against any rewards payable to the User.

S-4. Incentive Offset Right

To simplify payment settlement and reduce administrative costs, the User agrees that K2 summit may deduct or offset any unpaid subscription fees from rewards, promotional incentives, or other amounts payable to the User through the platform.

• If the User participates in promotional programs or receives Creator Incentives, K2 summit may automatically deduct the monthly subscription fee of USD $20 from such incentive payments before distributing the remaining balance to the User.
• The User expressly authorizes K2 summit to perform such deductions and acknowledges that this mechanism constitutes a valid settlement of outstanding subscription obligations.
• For MCN Partners, K2 summit may similarly deduct unpaid subscription fees from Non-K2 summit Revenue settlement payments pursuant to Section 8.5 of this Agreement before remitting the remaining balance.

S-5. Continued Access

If neither payment nor sufficient incentive or Non-K2 summit Revenue balance is available to offset the subscription fee, K2 summit may suspend the User's access to the Services until the outstanding balance has been resolved.

ACKNOWLEDGMENT AND ACCEPTANCE

By subscribing to the Services, accessing the K2 summit platform, or participating in any promotional or revenue-generating activity, you acknowledge that you have read, understood, and agree to be bound by this Agreement in its entirety, including all supplementary terms incorporated herein.