Terms of Service

TERMS & CONDITIONS OF FOR ALL ONLYWRESTLERS USERS

BY USING OUR WEBSITE/PLATFORM YOU AGREE TO THESE TERMS – PLEASE READ

1. Introduction: These Terms & Conditions for all Users govern the use of OnlyWrestlersand all the agreements with us.

2. Interpretation: In the Terms & Conditions of Service:

a. We refer to our website as "OnlyWrestlers", including when accessed via the URLwww.OnlyWrestlers.com;

b. References to "we", "our", "us" are references to UWW Equity Holdings Inc., the operatorof OnlyWrestlers;

c. "Content" means any material uploaded to OnlyWrestlers by any User (whether a TalentCreator or a Member), including any photos, videos, audio (for example music and othersounds), livestream material, data, text (such as comments and hashtags), metadata,images, interactive features, emojis, GIFs, memes, and any other material whatsoever;

d. "Talent Creator" means a User who has set up their OnlyWrestlers account as a TalentCreator account to post Content on OnlyWrestlers to be viewed by other Users;

e. "Member" means a User who follows a Talent Creator and is able to view the TalentCreator's Content;

f. "Member/Talent Creator Transaction" means any transaction between a Member and aTalent Creator on OnlyWrestlers by which access is granted to the Talent Creator'sContent including in any of the following ways: (i) a Subscription, (ii) payments made by aMember to view a Talent Creator's pay-per-view Content (pay-per-view media and payper-view live stream), and (iii) use by the Member of the Member interaction function on aTalent Creator's account;

g. "Member Payment" means any and all payments made by a Member to a Talent Creator(i) in connection with a Member/Talent Creator Transaction, or (ii) by way of a tip for aTalent Creator;

h. "Referring User" means a User who participates in the OnlyWrestlers Referral Program;

i. "Standard Contract between Member and Talent Creator" means the terms whichgovern each Member/Talent Creator Transaction, which can be found here;

j. "Subscription" means a Member's subscription to a Talent Creator's account (whetherpaid or unpaid, and whether for one month or as part of a bundle comprising asubscription for more than one month);

k. "Terms of Service" (also called "your agreement with us") means the legally bindingagreement between you and us which consists of: (i) these Terms of Use for all Users,(ii) Terms of Use for Members, (iii) Terms of Use for Talent Creators, (iv) Privacy Policy,(v) Acceptable Use Policy, (vi) Referral Program Terms, (vii) Complaints Policy,(viii) Platform to Business Regulation Terms; and (ix) Community Guidelines;

l. "United Kingdom" means the United Kingdom of Great Britain and Northern Ireland; and

m."User" means any user of OnlyWrestlers, whether a Talent Creator or a Member or both(also referred to as "you" or "your").

3. Who we are and how to contact us: OnlyWrestlers is operated by UWW EquityHoldings Inc.. We are a limited company registered in United States, with companyregistration number E35783162023-1 and we have our registered office address atNorthwest Registered Agent, LLC.401 Ryland Street Suite 200-A, Reno, NV 89502, USATo contact us with any questions about OnlyWrestlers, please email our support teamat support@OnlyWrestlers.com. If you are unable to contact us by email, please write tous at the following address: 401 Ryland Street Suite 200-A, Reno, NV 89502, USA.

4. How we may change the Terms of Service: We may change any part of the Terms ofService without telling you beforehand in the following circumstances:

a. To reflect changes in laws and regulatory requirements which apply to OnlyWrestlers andthe services, features and programs of OnlyWrestlers where such changes requireOnlyWrestlers to change its terms and conditions in a manner which does not allow us togive reasonable notice to you; and

b. To address an unforeseen and imminent danger related to defending OnlyWrestlers,Members or Talent Creators from fraud, malware, spam, data breaches or othercybersecurity risks.We may also make other changes to any part of the Terms of Service, and we will giveyou reasonable notice of such changes by email or through OnlyWrestlers, and you maycontact us to end your agreement with us before the changes take effect. Once anyupdated Terms of Service are in effect, you will be bound by them if you continue to useOnlyWrestlers.

5. We may make changes to or suspend or withdraw OnlyWrestlers: We may updateand change OnlyWrestlers from time to time for any reason, including to reflect changesto our services, Users' needs and our business practices or to improve performance,enhance functionality or address security issues. We will try to give you reasonable noticeof any major changes. We do not guarantee that OnlyWrestlers, or any Content on it, willalways be available or accessible without interruption. We may suspend or withdraw orrestrict the availability of all or any part of OnlyWrestlers for business or operationalreasons. We will try to give you reasonable notice of any suspension or withdrawal if itaffects you.

6. Registering with OnlyWrestlers: To use OnlyWrestlers you must first register andcreate a User account on OnlyWrestlers. You must provide a valid email address,username, and a password or authenticate using a valid Twitter or Google account. Yourpassword should be unique (meaning that it is different to those you use for otherwebsites) and must comply with the technical requirements of the OnlyWrestlers site forthe composition of passwords. To register as a User:

a. You must be at least 18 years old, and you will be required to confirm this;

b. If the laws of the country or State/province where you live provide that you can only belegally bound by a contract with us at an age which is higher than 18 years old, then youmust be old enough to be legally bound by a contract with us under the laws of thecountry or State/province where you live; and

c. You must be permitted by the laws of the country or State/province where you are locatedto join OnlyWrestlers and to view any Content available on it and to use any functionalityprovided by it.

d. You must provide such other information or verification records as we require.If you do not meet the above requirements, you must not access or use OnlyWrestlers.

7. Your commitments to us: When you register with and use OnlyWrestlers, you make thefollowing commitments to us:

a. If you previously had an account with OnlyWrestlers, you confirm that your old accountwas not terminated or suspended by us because you violated any of our terms orpolicies.

b. You will make sure that all information which you submit to us is truthful, accurate andcomplete.

c. You will update promptly any of your information you have submitted to us as and when itchanges.

d. You consent to receiving communications from us electronically, including by emails andmessages posted to your OnlyWrestlers account, and to the processing of your personaldata as more fully detailed in our Privacy Policy.

e. You will keep your account/login details confidential and secure, including your userdetails, passwords and any other piece of information that forms part of our securityprocedures, and you will not disclose these to anyone else. You willcontact support@OnlyWrestlers.com promptly if you believe someone has used or isusing your account without your permission or if your account has been subject to anyother breach of security. You also agree to ensure that you log out of your account at theend of each session, and to be particularly careful when accessing your account from apublic or shared computer so that others are not able to access, view or record yourpassword or other personal information.

f. You are responsible for all activity on your account even if, contrary to the Terms ofService, someone else uses your account.

g. You will comply in full with these Terms of Use for all Users, our Acceptable UsePolicy and all other parts of the Terms of Service which apply to your use ofOnlyWrestlers.

8. Rights we have, including to suspend or terminate your account:

a. We can but we are not obligated to moderate or review any of your Content to verifycompliance with the Terms of Service (including, in particular, our Acceptable Use Policy)and/or any applicable law.

b. It is our policy to suspend access to any Content you post on OnlyWrestlers which webecome aware may not comply with the Terms of Service (including, in particular,our Acceptable Use Policy) and/or any applicable law while we investigate the suspectednon-compliance or unlawfulness of such Content. If we suspend access to any of yourContent, you may request a review of our decision to suspend access to the relevantContent by contacting us at support@OnlyWrestlers.com. Following our investigation ofthe suspected non-compliance or unlawfulness of the relevant Content, we may take anyaction we consider appropriate, including to reinstate access to the Content or topermanently remove or disable access to the relevant Content without needing to obtainany consent from you and without giving you prior notice. You agree that you will at yourown cost promptly provide to us all reasonable assistance (including by providing us withcopies of any information which we request) in our investigation. We will not beresponsible for any loss suffered by you arising from the suspension of access to yourContent or any other steps which we take in good faith to investigate any suspected noncompliance or unlawfulness of your Content under this section.

c. If we suspend access to or delete any of your Content, we will notify you via email orelectronic message to your OnlyWrestlers account, but we are not obligated to give youprior notice of such removal or suspension.

d. We reserve the right in our sole discretion to terminate your agreement with us and youraccess to OnlyWrestlers for any reason by giving you 30 days’ notice by email orelectronic message to your OnlyWrestlers account. We can also suspend access to yourUser account or terminate your agreement with us and your access to OnlyWrestlersimmediately and without prior notice:

• if we think that you have or may have seriously or repeatedly breached any part ofthe Terms of Service (including in particular our Acceptable Use Policy), or if youattempt or threaten to breach any part of the Terms of Service in a way which has orcould have serious consequences for us or another User; or

• if you take any action that in our opinion has caused or is reasonably likely to causeus to suffer a loss or that otherwise harms the reputation of OnlyWrestlers.

If we suspend access to your User account or terminate your agreement with us and youraccess to OnlyWrestlers we will let you know. During any period when access to yourUser account is suspended, any Member Payments which would otherwise have fallendue during the period of suspension will be suspended, and we may withhold all or anypart of the Talent Creator Earnings due to you but not yet paid out in accordance withsection 13 of the Terms of Use for Talent Creators.

e. Upon termination of your account, we may deal with your Content in any appropriatemanner in accordance with our Privacy Policy (including by deleting it) and you will nolonger be entitled to access your Content. There is no technical facility on OnlyWrestlersfor you to be able to access your Content following termination of your account.

f. We can investigate any suspected or alleged misuse, abuse, or unlawful use ofOnlyWrestlers and cooperate with law enforcement agencies in such investigation.

g. We can disclose any information or records in our possession or control about your use ofOnlyWrestlers to law enforcement agencies in connection with any law enforcementinvestigation of any suspected or alleged illegal activity, to protect our rights or legalinterests, or in response to legal process.

h. We can change the third-party payment providers used to process payments onOnlyWrestlers and if we do so, we will notify you and store applicable details on yourOnlyWrestlers account.

i. Other than Content (which is owned by or licensed to Talent Creators), all rights in and toOnlyWrestlers and its entire contents, features, databases, source code and functionality,are owned by us and/or our licensors. Such material is protected by copyright, and maybe protected by trademark, trade secret, and other intellectual property laws.

j. We are the sole and exclusive owners of any and all anonymized data relating to youruse of OnlyWrestlers and such anonymized data can be used by us for any purpose,including for commercial, development and research purposes.

9. What we are not responsible for: We will use reasonable care and skill in providingOnlyWrestlers to you, but there are certain things which we are not responsible for, asfollows:

a. We do not authorize or approve Content on OnlyWrestlers, and views expressed byTalent Creators or Members on OnlyWrestlers do not necessarily represent our views.

b. We do not grant you any rights in relation to Content. Any such rights may only begranted to you by Talent Creators.

c. Your Content may be viewed by individuals that recognize your identity. We will not in anyway be responsible to you if you are identified from your Content. While we may, fromtime to time and in our sole discretion, offer certain geofencing or geolocation technologyon OnlyWrestlers, you understand and agree that we do not guarantee the accuracy oreffectiveness of such technology, and you will have no claim against us arising from youruse of or reliance upon any geofencing or geolocation technology on OnlyWrestlers.

d. All Content is created, selected, and provided by Users and not by us. We are notresponsible for reviewing or moderating Content, and we do not select or modify theContent that is stored or transmitted via OnlyWrestlers. We are under no obligation tomonitor Content or to detect breaches of the Terms of Service (including the AcceptableUse Policy).

e. You agree that you have no obligation to follow any suggestions, comments, reviews, orinstructions received from another User of OnlyWrestlers and that if you choose to do so,you do so entirely at your own risk.

f. We make no promises or guarantees of any kind that Talent Creators or Referring Userswill make a particular sum of money (or any money) from their use of OnlyWrestlers(including the OnlyWrestlers Referral Program).

g. The materials which we make accessible on OnlyWrestlers for Users are for generalinformation only. We make no promises or guarantees about the accuracy or otherwise ofsuch materials, or that Users will achieve any particular result or outcome from usingsuch materials.

h. We do not promise that OnlyWrestlers is compatible with all devices and operatingsystems. You are responsible for configuring your information technology, device, andcomputer programs to access OnlyWrestlers. You should use your own virus protectionsoftware.

i. We are not responsible for the availability of the internet, or any errors in yourconnections, device or other equipment, or software that may occur in relation to your useof OnlyWrestlers.

j. While we try to make sure that OnlyWrestlers is secure and free from bugs and viruses,we cannot promise that it will be and have no control over the Content that is supplied byTalent Creators.

k. We are not responsible for any lost, stolen, or compromised User accounts, passwords,email accounts, or any resulting unauthorized activities or resulting unauthorizedpayments or withdrawals of funds.

l. You acknowledge that once your Content is posted on OnlyWrestlers, we cannot controland will not be responsible to you for the use which other Users or third parties make ofsuch Content. You can delete your account at any time, but you acknowledge thatdeleting your account will not of itself prevent the circulation of any of your Content whichmay have been recorded by other Users in breach of the Terms of Service or by thirdparties prior to the deletion of your account.

10.Intellectual property rights – ownership and licenses:

a. You confirm that you own all intellectual property rights (examples of which are copyrightand trademarks) in your Content or that you have obtained all necessary rights to yourContent which are required to grant licenses in respect of your Content to us and to otherUsers. This includes any rights required to engage in the acts covered by subsection 10(b) below in any territory in which OnlyWrestlers is accessible and, in particular,in the United States of America, the United Kingdom and the European Union.

b. You agree to grant us a license under all your Content to perform any act restricted byany intellectual property right (including copyright) in such Content, for any purposereasonably related to the provision and operation of OnlyWrestlers. Such acts include toreproduce, make available and communicate to the public, display, perform, distribute,translate, and create adaptations or derivative works of your Content, and otherwise dealin your Content.

c. The license which you grant to us under sub-section 10(b) above is perpetual, nonexclusive, worldwide, royalty-free, sublicensable, assignable and transferable by us. Thismeans that the license will continue even after your agreement with us ends and you stopusing OnlyWrestlers, that we do not have to pay you for the license, and that we cangrant a sub-license of your Content to someone else or assign or transfer the license tosomeone else. This license will allow us, for example, to add stickers, text, andwatermarks to your Content, to make your Content available to other Users ofOnlyWrestlers, as well as to use your Content for other normal operations ofOnlyWrestlers. We will never sell your Content to other platforms, though we may sell ortransfer any license you grant to us in the Terms of Service in the event of a sale of ourcompany or its assets to a third party.

d. While we do not own your Content, you grant us the limited right to submit notifications ofinfringement (including of copyright or trademark) on your behalf to any third-partywebsite or service that hosts or is otherwise dealing in infringing copies of your Contentwithout your permission. Although we are not under any obligation to do so, we may atany time submit or withdraw any such notification to any third-party website or servicewhere we consider it appropriate to do so. However, we do not and are under noobligation to police infringements of your Content. You agree that if we request, you willprovide us with all consents and other information which we reasonably need to submitnotifications of infringement on your behalf. Please see our Complaints Policy for how tomake a complaint about infringement of intellectual property rights.

e. You waive any moral rights which you may have under any applicable law to object toderogatory treatment of any Content posted by you on OnlyWrestlers. This waiver doesnot affect in any way your ownership of any intellectual property rights in your Content orthe rights which you have to prevent your Content from being copied without yourpermission. The waiver is intended to allow us when dealing with your Content (aspermitted by the license which you give us in section 10(b) above) to add watermarks,stickers or text to your Content.

11.Twitter: Users have the facility to connect an active Twitter account to their OnlyWrestlersaccount and to share certain Content in the form of OnlyWrestlers posts to Twitter usingthe share feature. If you use this feature, you must fully comply with Twitter's terms ofservice from time to time in respect of any Content shared in this way.

12.Linking to and from OnlyWrestlers:

a. Links to OnlyWrestlers:

• You may link to the OnlyWrestlers homepage, provided you do so in a way that is fairand legal and does not damage our reputation or take advantage of it, but you mustnot establish a link in such a way as to suggest any form of association, approval, orendorsement on our part.

• If you are a Talent Creator, when promoting your Talent Creator account you mustcomply with our Terms of Service and the terms of service of any other websitewhere you place a link to or otherwise promote your Talent Creator account. Whenpromoting your Talent Creator account, you must not impersonate OnlyWrestlers orgive the impression that your Talent Creator account is being promoted by us if this isnot the case. You must not promote your OnlyWrestlers account by using Google Adsor any similar advertising platform or search engine advertising service.

b. Links from OnlyWrestlers: If OnlyWrestlers contains links to other sites and resourcesprovided by third parties, these links are provided for your convenience only. Such linksshould not be interpreted as approval by us of those linked websites or information youmay obtain from them. We have no control over the contents of those sites or resourcesand accept no responsibility for them or for any loss or damage that may arise from youruse of them. If you decide to access any of the third-party websites linked toOnlyWrestlers, you do so entirely at your own risk and subject to the terms and conditionsof use for such websites.

c. Domain Names: In some instances, OnlyWrestlers may allow Talent Creators to registeror use domain names that contain the OnlyWrestlers trademark or a confusingly similarterm. However, you will not register such a domain name, unless:

• The domain name is registered by the Talent Creator.

• The domain name redirects to the Talent Creator’s OnlyWrestlers profile. Domainnames containing the OnlyWrestlers trademark or a confusingly similar term must notdirect to any other website, including link aggregators.

• The Talent Creator obtains prior written permission from OnlyWrestlers and signs alicensing agreement.

If you would like to register a domain name containing the OnlyWrestlers trademark or aconfusingly similar term, please contact support@OnlyWrestlers.com. Failing to complywith these provisions or the licensing agreement will be considered a violation of thelicensing agreement and may result in OnlyWrestlers filing a domain dispute against theregistrant.

13.How do I delete my account? If you want to delete your OnlyWrestlers account thenyou may do so in the 'User Account' section of your OnlyWrestlers account.

a. If you are a Member, the deletion of your account will take place within a reasonable timefollowing your request.

b. If you are a Talent Creator, then once you initiate the "delete account" process youraccount will remain open until the last day of your Members' paid Subscription period,following which you will receive your final payment and your account will be deleted.

c. If you are both a Member and a Talent Creator then your account will be deleted in twostages (Member first and then Talent Creator).

d. Once your account has been deleted you won't be charged any further amounts or haveaccess to your former OnlyWrestlers account or its Content, and any subscriptions will bedeleted and cannot be subsequently renewed. You will receive an email confirmationupon the successful deletion of your account. Once your account has been deleted, wemay deal with your Content in any appropriate manner in accordance with our PrivacyPolicy (including by deleting it) and you will no longer be entitled to access your Content.There is no technical facility on OnlyWrestlers for you to be able to access your Contentfollowing termination of your account.

14.Who is responsible for any loss or damage suffered by you?

a. Whether you are a consumer or business User: We do not exclude or limit in any way ourliability to you where it would be unlawful to do so. This includes (i) liability for death orpersonal injury caused by our negligence or the negligence of our employees, agents orsubcontractors, and (ii) fraud or fraudulent misrepresentation.

b. If you are a consumer User: If you are a consumer User, you agree that:

• We and our subsidiary companies, employees, owners, representatives, and agentswill not be liable to you for any loss of profit, loss of business or revenue, businessinterruption, loss of business opportunity, or loss of anticipated savings suffered byyou arising from or in connection with your use of OnlyWrestlers.

• If you are a consumer User and reside in the United States of America, our totalliability to you for claims arising out of or related to your agreement with us shall belimited to 25 USD per claim.

c. If you are a business User: If you are a business User, you agree that:

• We and our subsidiary companies, employees, owners, representatives, and agents:

• exclude (to the extent permitted by law) all implied conditions, warranties,representations, or other terms that may apply to OnlyWrestlers or any contenton it. This means that if the Terms of Service do not expressly include a promiseor commitment by us, then one cannot be implied by law;

• are not responsible to you for any loss or damage suffered by you that is not aforeseeable result of our breaching the Terms of Service or our failing to usereasonable care and skill. Loss or damage is foreseeable if either it is obviousthat it will happen or if, at the time you agreed to the Terms of Service, both weand you knew it might happen;

• won't be liable to you for any loss or damage, whether in contract, tort (includingnegligence), breach of statutory duty, or otherwise, even if foreseeable, arisingout of or in connection with:

• your inability to use OnlyWrestlers or any of its services, features orprograms; or

• your use of or reliance on any content (including Content) stored onOnlyWrestlers;

• won't be liable to you for any:

• loss of profits;

• loss of sales, business, or revenue;

• business interruption;

• loss of anticipated savings;

• loss of business opportunity, goodwill or reputation;

• loss of data or information, including any Content; or

• indirect or consequential loss or damage;

• Won't be liable to you for any loss or damage caused by a distributed denial-ofservice attack, virus, malware, ransomware, or other technologically harmfulmaterial that may infect your computer equipment, computer programs, data, orother proprietary material due to your use of OnlyWrestlers or any of its services,features or programs, or due to your downloading of any material posted on it, oron any website linked to it;

• Won't be liable to you if your Content is copied, distributed, reposted elsewhereor its copyright is infringed by another User or any third party;

• Won't be liable to you for any disclosure of your identity, or any disclosure orpublication of your personal information by other Users or third parties withoutyour consent (also known as "doxing");

• Won't be liable to you for any failure or delay by us in complying with any part ofthe Terms of Service arising from events outside our reasonable control. If thereis any failure or delay by us in complying with any part of the Terms of Servicearising from an event outside our reasonable control then we will contact you assoon as possible to let you know and we will take steps to minimize the effect ofthe delay.

• Our total liability to you for any and all claims arising out of or related to youragreement with us, whether in contract, tort (including negligence), breach ofstatutory duty, or otherwise shall be limited to the greater of:

• 100% of the total fees paid by you to us in connection with your use ofOnlyWrestlers; and

• USD 500.

15.General: You agree that:

a. If any aspect of your agreement with us is unenforceable, the rest will remain in effect.

b. If we fail to enforce any aspect of your agreement with us, it will not be a waiver;

c. We reserve all rights not expressly granted to you.

d. No implied licenses or other rights are granted to you in relation to any part ofOnlyWrestlers, save as expressly set out in the Terms of Service.

e. Your agreement with us does not give rights to any third parties, except that theexclusions and limitations of liability in section 14 (Who is responsible for any loss ordamage suffered by you?) and the terms in section 16 ( Terms relating to disputes) maybe enforced by our subsidiary companies, employees, owners, representatives andagents.

f. You cannot transfer your rights or obligations under your agreement with us without ourprior written consent.

g. Our rights and obligations under your agreement with us can be assigned or transferredby us to others. For example, this could occur if our ownership changes (as in a merger,acquisition, or sale of assets) or by law. In addition, we may choose to delegate theperformance of any of our obligations under your agreement with us to any third party, butwe will remain responsible to you for the performance of such obligations.

h. The Terms of Service form the entire agreement between us and you regarding youraccess to and use of OnlyWrestlers, and supersede any and all prior oral or writtenunderstandings or agreements between us and you.

16.Terms relating to disputes – the law which applies to your agreement with us andwhere disputes and claims concerning your use of OnlyWrestlers (including thosearising from or relating to your agreement with us) can be brought:

a. For consumers (Members):

• Consumers - Law:

• If you are a consumer, your agreement with us is governed by Nevada (UnitedStates) law and Nevada law will apply to (i) any claim that you have arising out ofor in connection with your agreement with us or your use of OnlyWrestlers, and(ii) any claim that we have against you that arises out of or in connection withyour agreement with us or your use of OnlyWrestlers (including, in both cases,non-contractual disputes or claims). You will also be able to rely on mandatoryrules of the law of the country where you live.

• Consumers - where claims must be brought:

• Any claim which you have or which we have arising out of or in connection withyour agreement with us or your use of OnlyWrestlers (including, in both cases,non-contractual disputes or claims) may be brought in the courts of Nevada(United States).

b. For business Users (Talent Creators and Referring Users):

• Business Users – Law:

• If you are a business User, your agreement with us is governed by Nevada lawand Nevada law will apply to (i) any claim that you have arising out of or inconnection with your agreement with us or your use of OnlyWrestlers, and (ii)any claim that we have arising out of or in connection with your agreement withus or your use of OnlyWrestlers (including, in both cases non-contractualdisputes or claims), without regard to conflict of law provisions.

• Business Users - where claims must be brought:

• If you are a business User, you and we agree that the courts of Nevada, UnitedStates shall have exclusive jurisdiction to resolve any dispute or claim (includingnon-contractual disputes or claims) which you have or which we have arising outof or in connection with your agreement with us (including its subject matter orformation) or your use of OnlyWrestlers.

c. Limitation period for bringing claims: Except where prohibited by applicable law, any claimor cause of action which you have concerning OnlyWrestlers (including those arising outof or related to your agreement with us) must be filed within one year after the date onwhich such claim or cause of action arose or the date on which you learned of the factsgiving rise to the cause of action (whichever is the earlier), or be forever barred.

17.Other terms which form part of your agreement with us: These Terms of Use for allUsers govern your agreement with us. Certain other terms or policies forming part of theTerms of Service will also apply to you and form part of your agreement with us, asfollows:

a. Terms of Use for Members – which contain additional terms which apply if you useOnlyWrestlers as a Member;

b. Terms of Use for Talent Creators – which contain additional terms which apply if you useOnlyWrestlers as a Talent Creator;

c. Privacy Policy – which applies to all Users and tells you how we use your personal dataand other information we collect about you;

d. Acceptable Use Policy – which applies to all Users and tells you what you can and can’tdo on OnlyWrestlers;

e. Referral Program Terms – which outline the terms that apply if you participate in theOnlyWrestlers Referral Program;

f. Complaints Policy - which sets out the procedure for making a complaint about anyaspect of OnlyWrestlers, and how we will deal with that complaint;

g. Platform to Business Regulation Terms – which contain additional terms which apply toTalent Creators who are established or resident in the European Union or the UnitedKingdom; and

h. Our Community Guidelines – which provide additional terms and guidance regarding yourinteractions with OnlyWrestlers.

If there is any conflict between these Terms of Use for all Users and any of the terms orpolicies listed at section 17(a) to (h) above, the Terms of Use for all Users will apply to theextent of the conflict.

Last updated: December 2021

TERMS OF USE FOR Members BY USING OUR WEBSITE AS A MemberYOU AGREE TO THESE TERMS – PLEASE READ THEM CAREFULLY

1. Introduction: These Terms of Use for Members are additional terms which apply if youuse OnlyWrestlers as a Member (also referred to as "you" and "your" in these Terms ofUse for Members). These Terms of Use for Members form part of your agreement withus.

2. Interpretation: In these Terms of Use for Members, defined terms have the samemeanings given to them in the Terms of Use for all Users. In addition:

a. "VAT" means United Kingdom value added tax and any other tax imposed in addition toor in substitution for it at the rate from time to time imposed and any equivalent or similargovernmental, state, federal, provincial, or municipal indirect tax, charge, duty, impost orlevy in any other jurisdiction; and

b. "Tax" shall include all forms of tax and statutory, governmental, state, federal, provincial,local government or municipal charges, duties, imposts, contributions, levies,withholdings or liabilities wherever chargeable and whether of the UK or any otherjurisdiction.

3. Other terms which will apply to your use of OnlyWrestlers: The following terms willalso apply to your use of OnlyWrestlers and you agree to them:

a. Our Terms of Use for all Users;

b. Our Privacy Policy – which tells you how we use your personal data and other informationwe collect about you;

c. Our Acceptable Use Policy – which tells you what you can and can't do on OnlyWrestlers;

d. Our Complaints Policy – which sets out the procedure for making a complaint about anyaspect of OnlyWrestlers, and how we will deal with that complaint;

e. The Standard Contract between Member and Talent Creator – which does not form partof your agreement with us, but which governs and sets out the terms applicable to eachMember/Talent Creator Transaction you enter into on OnlyWrestlers; and

f. Our Community Guidelines – which provide additional terms and guidance regarding yourinteractions with OnlyWrestlers.

4. Other terms which may apply to your use of OnlyWrestlers: The following additionalterms may apply to your use of OnlyWrestlers:

a. If you are also a Talent Creator, the Terms of Use for Talent Creators will apply to youruse of OnlyWrestlers as a Talent Creator;

b. If you are a Talent Creator who is established or resident in the European Union or theUnited Kingdom, then the Platform to Business Regulation Terms will also apply to you;and

c. If you participate in the OnlyWrestlers referral program, the Referral Program Terms willapply to your use of the OnlyWrestlers Referral Program.

5. Your commitments to us: You warrant (which means you make a legally enforceablepromise) that:

a. You are at least 18 years old;

b. If the laws of the country or State/province where you live provide that you can only belegally bound by a contract at an age which is higher than 18 years old, then you are oldenough to be legally bound by a contract under the laws of the country or State/provincewhere you live;

c. You will provide such other information or verification records as we require.

d. You are permitted by the laws of the country or State/province where you are located tojoin OnlyWrestlers and to view any Content available on it and to use any functionalityprovided by it; and

e. You are able and willing to make payment (where required) to view Content available onOnlyWrestlers which you wish to view and to use any functionality provided byOnlyWrestlers that you wish to use.

6. Content - general terms: In addition to the terms set out elsewhere in the Terms ofService (in particular in our Acceptable Use Policy), the following terms apply to theContent posted, displayed, uploaded or published by you as a Member on OnlyWrestlers:

a. You warrant (which means that you make a legally enforceable promise to us) that foreach item of Content which you post, display, upload or publish on OnlyWrestlers:

i. The Content complies in full with the Terms of Service (and in particular our AcceptableUse Policy);

ii. You either own your Content (and all intellectual property rights in it) or have a validlicense to your Content; and

iii. If your Content includes or uses any third-party material, you have secured all rights,licenses, written consents and releases that are necessary for the use of such third-partyproperty in your Content and for the subsequent use and exploitation of that Content onOnlyWrestlers.

b. You agree that you will be liable to us and indemnify us if any of the warranties atsection 6(a) is untrue. This means you will be responsible for any loss or damage wesuffer as a result of any warranty being untrue.

c. We are not responsible for and do not endorse any aspect of any Content posted by youor any other User of OnlyWrestlers. We do not have any obligation to monitor anyContent and have no direct control over what your Content may comprise.

7. Adult material: You acknowledge that you are aware that some of the Content onOnlyWrestlers contains adult material, and you agree to take this into account whendeciding where to access and view Content. We will not be responsible to you if yousuffer any loss or damage as a result of your accessing or viewing Content containingadult material in a way which places you in breach of any contract you have with a thirdparty (for example, your employment contract) or in breach of any applicable law.

8. Subscriptions and purchases by Members: This section describes the terms whichapply to Member/Talent Creator Transactions:

a. All Member/Talent Creator Transactions are contracts between Members and TalentCreators on the terms of the Standard Contract between Member and Talent Creator.Although we facilitate Member/Talent Creator Transactions by providing theOnlyWrestlers platform and storing Content we are not a party to the Standard Contractbetween Member and Talent Creator or any other contract which may exist between aMember and Talent Creator, and are not responsible for any Member/Talent CreatorTransactions.

b. Talent Creators are solely responsible for determining (within the parameters for pricingon OnlyWrestlers) the pricing applicable to Member/Talent Creator Transactions and theContent to which you may be given access. All prices appear in USD only.

c. Member Payments are exclusive of VAT, which shall be added at the current rate asapplicable to Member Payments.

d. To be able to enter into a Member/Talent Creator Transaction with a particular TalentCreator, you must first add a payment card to your account and then click the 'Subscribe'button on the relevant Talent Creator's profile.

e. You authorize us and our subsidiary companies to supply your payment card details to athird-party payment provider for the purpose of processing your Member Payment. AllMember Payments will be charged in USD. Your payment card provider may charge youcurrency conversion fees. We do not have control over currency exchange rates orcharges imposed by your payment card provider or bank and we and our subsidiarycompanies will not be responsible for paying any charges or fees imposed by yourpayment card provider or bank.

f. If you choose to provide details of two or more payment cards, then if you try to make aMember Payment from the first card and the card is rejected for any reason, then theother payment card will be used to collect the full Member Payment.

g. The payment provider will take (i) periodic payments from your payment card for MemberPayments which are Subscriptions; and (ii) immediate payments from your payment cardfor Member Payments other than Subscriptions (including any tips paid by you to a TalentCreator). You authorize and consent to each of these payments being debited using yoursupplied payment card details.

h. Apart from free-trial Subscriptions, all Subscriptions to a Talent Creator's profile willautomatically renew at the end of the relevant subscription period, except if your paymentcard is declined, the subscription price for the Subscription has increased, or you haveturned off the "Auto-Renew" switch located on the relevant Talent Creator's profile. Thismeans that if you want to stop subscribing to a Talent Creator's profile and payingcontinuing monthly subscription charges, you will need to turn off the "Auto-Renew"switch located on the relevant Talent Creator's profile.

i. If you cancel a Subscription you will continue to be permitted to view the relevant TalentCreator's Content until the end of the subscription period in which you canceled, afterwhich no further payments will be taken from your payment card in respect ofsubscriptions to that Talent Creator's profile (unless you choose to pay for a newSubscription to that Talent Creator’s profile), and you will no longer be able to view therelevant Talent Creator's Content.

j. You agree that you will not make unjustified requests for a refund in respect of anyMember/Talent Creator Transaction or tip to a Talent Creator, or unjustified chargebackrequests of your payment card provider in relation to any Member/Talent CreatorTransaction or tip to a Talent Creator. If we consider that any request for a refund orchargeback request was made by you in bad faith, we have the right to suspend or deleteyour User account.

9. Suspension of your User account: If we suspend your User account in accordancewith our rights under the Terms of Service, then any Member Payments which wouldotherwise have fallen due during the period of suspension of your User account will besuspended during the period of the suspension of your User account.

TERMS OF USE FOR Talent CreatorSBY USING OUR WEBSITE AS A Talent Creator YOU AGREE TO THESE TERMS –PLEASE READ THEM CAREFULLY

1. Introduction: These Terms of Use for Talent Creators are additional terms which apply ifyou use OnlyWrestlers as a Talent Creator (also referred to as "you" and "your" in theseTerms of Use for Talent Creators). These Terms of Use for Talent Creators form part ofyour agreement with us.

2. Interpretation: In these Terms of Use for Talent Creators, defined terms have the samemeanings given to them in the Terms of Use for all Users. In addition:

3. Other terms which will apply to your use of OnlyWrestlers: The following terms willalso apply to your use of OnlyWrestlers and you agree to them:

a. Our Terms of Use for all Users;

b. Our Privacy Policy – which tells you how we use your personal data and other informationwe collect about you;

c. Our Acceptable Use Policy – which tells you what you can and can’t do on OnlyWrestlers;

d. Our Complaints Policy – which sets out the procedure for making a complaint about anyaspect of OnlyWrestlers, and how we will deal with that complaint;

f. Our Community Guidelines – which provide additional terms and guidance regarding yourinteractions with OnlyWrestlers.

4. Other terms which may apply to your use of OnlyWrestlers: The following additionalterms may apply to your use of OnlyWrestlers:

a. If you are established or resident in the European Union or the United Kingdom, thenthe Platform to Business Regulation Terms will also apply to you;

b. If you are also a Member, the Terms of Use for Members will also apply to your use ofOnlyWrestlers as a Member; and

c. If you participate in the OnlyWrestlers Referral Program, the Referral Program Terms willapply to your use of the OnlyWrestlers Referral Program.

5. What are the fees that we charge Talent Creators for the use of OnlyWrestlers? Wecharge a fee to you of twenty per cent (20%) of all Member Payments made to you(exclusive of any VAT element of the Member Payment) (called Our Fee. The remainingeighty per cent (80%) of the Member Payment (exclusive of any VAT element of theMember Payment) is payable to you (called "Talent Creator Earnings"). Our Feeincludes the costs of providing, maintaining and operating OnlyWrestlers and storing yourContent. Our Fee is deducted from the Member Payment, and Talent Creator Earningsare paid to you in the way described in the Payouts to Talent Creators section below.

6. How to set up your account as a Talent Creator account: To set up your account as aTalent Creator account:

a. You will need on your User account page to upload a valid form of ID and two photos ofyou in accordance with the requirements set out here.

b. You will need on your User account page to add a bank account or payment details ofyour bank account or a payment method.

c. You will need on your User account page to select one of the available methods providedby OnlyWrestlers as to how your Talent Creator Earnings will be transferred to you. Thesemethods are called Payout Options.

d. If you are registered for VAT in the UK, you will need to provide us with your valid UK VATnumber. See the Promoting Tax compliance and VAT section of these Terms of Use forTalent Creators in relation to UK VAT.

e. You may also need to submit additional information depending on the country where youlive.

f. We may ask you for additional age or identity verification information at any time. We mayreject your application to set up a Talent Creator account for any reason, including thereasons stated here.

g. Once you have set up your account as a Talent Creator account, then if you want tocharge your Members a monthly subscription fee you will need to set your subscriptionprice for your Members within the range allowed by OnlyWrestlers as set out here.

h. You will then be able to start adding Content and Users will be able to subscribe to youraccount to become your Members.i. If you lose access to your account, you can reset your password, but you will need toknow the email address used to set up the account to do so. If you do not recall the emailaddress used to set up the account, we may require you to provide identificationdocuments and photos and any additional evidence we may reasonably require to proveyour identity.

7. Personal legal responsibility of Talent Creators: Only individuals can be TalentCreators. Every Talent Creator is bound personally by the Terms of Service. If you havean agent, agency, management company or other third party which assists you with theoperation of your Talent Creator account (or operates it on your behalf), this does notaffect your personal legal responsibility. Our relationship is with you, and not with anythird party, and you will be legally responsible for ensuring that all Content posted and alluse of your account complies with the Terms of Service.

8. Member/Talent Creator Transactions: This section describes the terms which apply toMember/Talent Creator Transactions:

a. All Member/Talent Creator Transactions are contracts between Members and TalentCreators on the terms of the Standard Contract between Member and Talent Creator.Although we facilitate Member/Talent Creator Transactions by providing theOnlyWrestlers platform and storing Content, we are not a party to the Standard Contractbetween Member and Talent Creator or any other contract which may exist between aMember and Talent Creator, and are not responsible for any Member/Talent CreatorTransaction.

b. Member Payments are exclusive of VAT, which shall be added at the current rate asapplicable to Member Payments.

c. When you receive confirmation from OnlyWrestlers, either in the ‘Statements’ page ofyour User account or by email (or both), that the Member/Talent Creator Transaction hasbeen confirmed, you must perform your part of such Member/Talent Creator Transaction(for example, by allowing the Member to view the Content on your Talent Creator accountand/or providing the customized Content paid for by the Member and/or allowing theMember to use the Member interaction function paid for (as applicable)). You agree thatyou will indemnify us for any breach by you of this obligation (which means you will beresponsible for any loss or damage (including loss of profit) we suffer as a result of youfailing to comply with this obligation).

9. Content – general terms: In addition to the terms set out elsewhere in the Terms ofService (in particular in our Acceptable Use Policy), the following terms apply to theContent posted, displayed, uploaded or published by you as a Talent Creator onOnlyWrestlers:

a. Your Content is not confidential, and you authorize your Members to access and viewyour Content on OnlyWrestlers for their own lawful and personal use, and in accordancewith any licenses that you grant to your Members.

b. You warrant (which means that you make a legally enforceable promise to us) that foreach item of Content which you post, display, upload or publish on OnlyWrestlers:

i. The Content complies in full with the Terms of Service (and in particular our AcceptableUse Policy);

ii. You hold all rights necessary to license and deal in your Content on OnlyWrestlers,including in each territory where you have Members and in the United Kingdom;

iii. You either own your Content (and all intellectual property rights in it) or have a validlicense to offer and supply your Content to your Members;

iv. If your Content includes or uses any third-party material, you have secured all rights,licenses, written consents and releases that are necessary for the use of such third-partyproperty in your Content and for the subsequent use and exploitation of that Content onOnlyWrestlers; and

v. The Content is:

1. of satisfactory quality, taking account of any description of the Content, the price, andall other relevant circumstances including any statement or representation which youmake about the nature of the Content on your account or in any advertising;

2. reasonably suitable for any purpose which the Member has made known to you isthe purpose for which the Member is using the Content; and

3. as described by you.

c. You agree that you will be liable to us and indemnify us if any of the warranties atsection 9(b) is untrue. This means you will be responsible for any loss or damage(including loss of profit) we suffer as a result of any of the warranties being untrue.

d. We are not responsible for and do not endorse any aspect of any Content posted by youor any other User of OnlyWrestlers. We do not have any obligation to monitor anyContent and have no direct control over what your Content may comprise.

e. You also agree to act as custodian of records for the Content that you upload toOnlyWrestlers.

10.Advertising on OnlyWrestlers:

a. If you post or upload video Content to your Talent Creator account which is designed topromote, directly or indirectly, a third-party goods, services or image in return forpayment, other valuable consideration, or self-promotional purposes (includingadvertising, sponsorship, and product placement) (together "Advertising Content"), thenyou must comply with the requirements set out in sections 10(b) and (c) of these Termsof Use for Talent Creators.

b. Requirements – Advertising Content: You must ensure that any Advertising Content whichyou post to your Talent Creator account:

i. Does not:

1. prejudice respect for human dignity;

2. include or promote discrimination based on sex, racial or ethnic origin, nationality,religion or belief, disability, age or sexual orientation;

3. encourage behavior prejudicial to health or safety;

4. encourage behavior grossly prejudicial to the protection of the environment;

5. cause physical, mental or moral detriment to any person;

6. directly urge persons to purchase or rent goods or services in a manner whichexploits their inexperience or credulity;

7. directly encourage persons to persuade others to purchase or rent goods or services;

8. exploit the trust of persons in others; or

9. unreasonably show persons in dangerous situations;

ii. Does not advertise cigarettes and other tobacco products, electronic cigarettes andelectronic cigarette refill containers, illegal drugs, or any prescription-only medicine;

iii. Does not advertise, promote, or facilitate illegal gambling, and

iv. In respect of any Advertising Content for alcoholic drinks, is not aimed at minors and doesnot encourage immoderate consumption of alcohol.

c. Transparency requirement - Advertising Content: You must declare that any AdvertisingContent which you post or upload to OnlyWrestlers contains advertising by including thesignifier #ad in the caption to the Advertising Content before posting or uploading.

11.Co-authored Content:

a. If you upload Content to your Talent Creator account which shows anyone else other thanor in addition to you (even if that person cannot be identified from the Content) ("CoAuthored Content"), you warrant (which means you make a legally enforceable promiseto us) that each individual shown in any Co-Authored Content uploaded to your accountis

i) a Talent Creator on OnlyWrestlers; or ii) a consenting adult, and that you haveverified the identity and age of each such individual and will provide supportingdocuments as we may request in our discretion.

b. You further warrant that you have obtained and keep on record written consent from eachindividual shown in your Co-Authored Content that such individual:

i. Has given his or her express, prior and fully informed consent to his or her appearance inthe Co-Authored Content; and

ii. Has consented to the Co-Authored Content in which he or she appears being posted onOnlyWrestlers.c. In addition to the confirmations in sections 11(a) and (b) above, you agree that if youupload Co-Authored Content where the other person or people appearing in the Contentmaintain a Talent Creator account on OnlyWrestlers, you will tag the OnlyWrestlersaccount(s) of any person or people appearing in the Co-Authored Content who can beidentified from it.

d. If any Co-Authored Content is a work of joint authorship, you are solely responsible forobtaining any required licenses or consents from any other joint authors of the Contentwhich are sufficient to permit such Content to be uploaded to and made available onOnlyWrestlers.

e. You agree that we will only arrange for Talent Creator Earnings to be paid to the accountof the Talent Creator to which the Co-Authored Content is uploaded. The Talent Creatorwho uploaded the Co-Authored Content is solely responsible for dividing and distributingany revenue generated from the Co-Authored Content between the individuals shown insuch Co-Authored Content. Any such revenue-sharing agreement shall be anindependent, private agreement between you and such individual(s), and we are notresponsible for providing or enforcing any such agreements. You understand and agreethat you are not entitled to any Talent Creator Earnings earned on any Co-AuthoredContent in which you appear but which is posted on another Talent Creator’s account. Ifyou post Co-Authored Content on your account, we may require you to provide valid andcomplete legal information for all individuals which appear in the Co-Authored Content. Ifyou fail to provide any information requested by us upon our request, we may delete theCo-Authored Content, restrict your rights and permissions to post as a Talent Creator,terminate your account, and/or withhold all or any portion of Talent Creator Earningsearned but not yet paid out to you.

f. You agree to release us from and not to make any claims against us arising from CoAuthored Content. You agree that all claims arising from Co-Authored Content shall bemade against the Talent Creator(s) who posted Co-Authored Content or the individual(s)who appeared in the Co-Authored Content (as applicable).

12.Payouts to Talent Creators:

a. All Member Payments will be received by a third-party payment provider approved by us.

b. If you have chosen the Stripe Payout Option, Stripe will collect the Member Payment andpay the Talent Creator Earnings to your bank account.

c. Where Stripe is not the Payout Option chosen by you, Our Fee will be deducted from theMember Payment received and your Talent Creator Earnings will be held by us or one ofour subsidiary companies on your behalf.

d. Your OnlyWrestlers account will be updated within a reasonable time with your TalentCreator Earnings. Your Talent Creator Earnings will become available for withdrawal byyou from your OnlyWrestlers account once such Talent Creator Earnings appear in yourOnlyWrestlers account.

e. To make a withdrawal of Talent Creator Earnings from your OnlyWrestlers account, youmust have at least the minimum payout amount in your OnlyWrestlers account. Pleaseclick on the Banking page on your account to see what the minimum payout amount is foryour country of residence and Payout Option.

f. The amount that you see in your ‘current balance’ in your OnlyWrestlers account is yourTalent Creator Earnings at the relevant time. All Member Payments and Talent CreatorEarnings are transacted in USD only. If you have chosen the "Stripe" Payout Option thenthe Member Payments and Talent Creator Earnings figures will be reflected in your localcurrency, at an exchange rate controlled by Stripe. Your bank may charge you currencyconversion or transfer fees to receive the money. Additionally, your e-wallet company maycharge you a fee for accessing the money. We do not have control over currencyexchange rates or charges imposed by your bank or your e-wallet company, and we andour subsidiary companies will not be responsible for paying any charges imposed by yourbank or your e-wallet company.

g. If a Member successfully seeks a refund or chargeback from their credit card provider inrespect of a Member Payment made to you, we may investigate and may decide todeduct from your account an amount equal to the Talent Creator Earnings earned by youon the charged-back or refunded amount.

h. Except for Payout Options involving payment by direct bank transfer, we do not store anydata disclosed by you when you register your Payout Options with a third-party paymentprovider.

13.Circumstances in which we may withhold Talent Creator Earnings:

a. We may withhold all or any part of the Talent Creator Earnings due to you but not yet paidout:

i. if we think that you have or may have seriously or repeatedly breached any part of theTerms of Service;

ii. if you attempt or threaten to breach any part of the Terms of Service in a way which wethink has or could have serious consequences for us or another User (including actual orpossible loss caused to us or another User); or

iii. if we suspect that all or any part of the Talent Creator Earnings result from unlawful orfraudulent activity, either by you or by the Member who made the Member Paymentresulting in the Talent Creator Earnings,for as long as is necessary to investigate the actual, threatened or suspected breach byyou or the suspected unlawful activity (as applicable). If following our investigation, weconclude that (i) you have seriously or repeatedly breached any part of the Terms ofService; (ii) you have attempted or threatened to breach any part of the Terms of Servicein a way which has or could have serious consequences for us or another User (includingactual or possible loss caused to us or another User), and/or (iii) the Talent CreatorEarnings result from unlawful or fraudulent activity, we may notify you that you haveforfeited your Talent Creator Earnings.

b. We may also withhold all or any part of the Talent Creator Earnings due to you but not yetpaid out if we receive notice that you have secured, encumbered, pledged, assigned, orotherwise allowed a lien to be placed on Talent Creator Earnings. We undertake no dutyto pay Talent Creator Earnings to third-party lienholders and may withhold payment ofTalent Creator Earnings until the lien has been removed.

c. We shall not have any responsibility to you if we withhold or forfeit any of your TalentCreator Earnings where we have a right to do so under these Terms of Use for TalentCreators.

d. If we are withholding all or any part of the Talent Creator Earnings due to you and wedetermine that part of the Talent Creator Earnings withheld by us is unrelated to breachesby you of the Terms of Service or suspected unlawful or fraudulent activity, then we mayarrange for you to be paid the part of the Talent Creator Earnings which we determine tobe unrelated to breaches by you of the Terms of Service or suspected unlawful orfraudulent activity. However, you agree that if we consider that your breach(es) of theTerms of Service has or may cause us loss, we may withhold all Talent Creator Earningsdue to you but not yet paid and we may set off such amounts against any losses sufferedby us.e. If once we have finished our investigation we determine that Talent Creator Earnings areforfeited, we will (unless prohibited by law) use our best efforts to ensure that anyMember Payments which resulted in forfeited Talent Creator Earnings are returned to therelevant Members who paid such Member Payments.

14.Promoting Tax compliance and VAT:a. General:

i. We recommend that all Talent Creators seek professional advice to ensure you arecompliant with your local Tax and VAT rules, based on your individual circumstances.

ii. By using OnlyWrestlers as a Talent Creator, you warrant (which means you make alegally enforceable promise) that you have reported and will report in the future thereceipt of all payments made to you in connection with your use of OnlyWrestlers to therelevant Tax authority in your jurisdiction, as required by law.

iii. By using OnlyWrestlers as a Talent Creator you warrant (which means you make a legallyenforceable promise) that you will at all times comply with all laws and regulationsrelating to Tax which apply to you. If, at any point whilst you have an OnlyWrestlersaccount, any Tax non-compliance occurs in relation to you (including a failure by you toreport earnings or the imposition on you of any penalty or interest relating to Tax) or if anylitigation, inquiry, or investigation is commenced against you that is in connection with, orwhich may lead to, any occurrence of Tax non-compliance, you agree that you will:

1. notify us by email to vat@OnlyWrestlers.com in writing within 7 days of theoccurrence of the Tax non-compliance or the commencement of the litigation, inquiryor investigation (as applicable); and

2. promptly provide us by email to vat@OnlyWrestlers.com with:

a. details of the steps which you are taking to address the occurrence of the Tax noncompliance and to prevent the same from happening again, together with anymitigating factors that you consider relevant; and

b. such other information in relation to the occurrence of the Tax non-compliance as wemay reasonably require.

iv. For the avoidance of doubt, you are responsible for your own Tax affairs and we and oursubsidiary companies (i) are not responsible for advising you on your Tax affairs and willnot be liable in respect of any general information provided on OnlyWrestlers orby support@OnlyWrestlers.com in respect of Tax, and (ii) will not be liable for any nonpayment of Tax by Talent Creators.

v. We reserve the right to close your OnlyWrestlers account if we are notified of or becomeaware of any Tax non-compliance by you.b. UK VAT and UK established Talent Creators:

i. For the purposes of UK VAT only, Talent Creators are treated as providing their servicesto OnlyWrestlers, rather than to Members directly.

ii. If you are a Talent Creator registered for UK VAT:

1. You will be treated, for VAT purposes, as charging OnlyWrestlers your Talent CreatorEarnings (80% of all and any Member Payments), together with UK VAT at theprevailing rate in force at the time of the Member Payment;

2. OnlyWrestlers also agrees that, subject to the terms set out in this section of theseTerms of Use for Talent Creators, you can add UK VAT at the prevailing rate in forceat the time of the referral payment to the amount of any referral payments payable toyou under the Referral Program Terms (" Referral Payments").

3. You agree to use the OnlyWrestlers VAT invoice generator tool which can be foundat: https://OnlyWrestlers.com/my/banking/vat/create-document to generate monthlyVAT invoices, addressed to UWW Equity Holdings Inc., in respect of your TalentCreator Earnings (and Referral Payments, if any) for the relevant period together withthe VAT on such Talent Creator Earnings (and Referral Payments, if any);

4. The VAT element added to your Talent Creator Earnings (and Referral Payments, ifany) (the "VAT Amount") will be paid to you by way of a separate payment outside ofyour regular Talent Creator Earnings, provided that you must have submitted to us copies of the following before payment of the VAT Amount will be made to you:

a. your VAT registration number by completing thisform https://OnlyWrestlers.com/my/banking/vat;b. a valid VAT invoice generated and submitted using the OnlyWrestlers VAT invoicegenerator tool and uploaded using https://OnlyWrestlers.com/my/banking/vat/adddocuments; and

c. a VAT return made to HM Revenue & Customs, including a value of taxable suppliesequal to or greater than the aggregate value of your Talent Creator Earnings (andReferral Payments, if any) for the relevant period. You can find the monthly earningdetails at https://OnlyWrestlers.com/my/stats/earnings;iii. You shall pay the VAT Amount which is paid to you directly to HM Revenue & Customs.iv. If you need any further information or assistance on what is needed in order to receivethe VAT Amount you can email vat@OnlyWrestlers.com.

v. More information on who is required to register for VAT in the UK, and the VAT positionfor Talent Creators whose earnings are not above the earnings threshold or who are notVAT registered can be found at https://OnlyWrestlers.com/help/3/120 and in the followingguidance from HM Revenue & Customs in the UKat https://www.gov.uk/vat-registration/when-to-register.

vi. You agree that you will keep copies of all VAT invoices and VAT returns in connection withyour earnings from OnlyWrestlers and you will provide us with copies of such documentswithin 14 days of our written request that you do so. For the avoidance of doubt, it is yourobligation to comply with all provisions of VAT legislation and make, give, obtain, maintainand keep accurate, complete and up-to-date records, invoices, accounts and otherdocuments required for the purposes of the VAT legislation.

vii.If you are a Talent Creator in the UK who is not required to register for UK VAT, then youshould monitor the level of taxable sales that you make in the UK (including any ReferralPayments) to ensure you have not exceeded the VAT registration threshold in the UK. Itis your obligation, as a taxable person, to monitor whether you have exceeded the VATregistration threshold.

viii.We do not monitor earnings that Talent Creators receive from other income sources.However, we will monitor the annual earnings of UK Talent Creators on our platform, andif you are not already VAT registered and your earnings exceed the VAT registrationthreshold, you will receive a notification from us asking you to register for VAT. If youreceive such a VAT registration notification, you agree to register for VAT as soon aspossible and to send your VAT registration number to us at vat@OnlyWrestlers.com,within 6 weeks of such notification. Failure to do so may result in your OnlyWrestlersaccount being closed.