Policies

Art Frankly, INC – TERMS & CONDITIONS OF USE

WEBSITE: www.artfrankly.com (the “Website”)

Last Updated: June 17, 2016

Welcome and thank you for using ArtFrankly.com, an online interactive platform and database created by and for
professionals in the art industry. These Terms and Conditions of Use (“TCU”) govern the use of the above referenced
Website, owned and operated by AWDB, LLC d/b/a Art Frankly (“Art Frankly,” “we,” “our” and “us”).

When you access and/or use the Website and any of the services offered on, through or by other users through the Website
and our online platform (the “Services”), whether through a mobile device, tablet, laptop or desktop computer
and/or you are a registered Art Frankly user or visitor, you are agreeing to be bound by these Terms and Conditions
of Use (TCU”), so please take the time to read the entire TCU as well as Art Frankly Privacy Policy,
which is incorporated by reference into this Agreement.

If you do not accept and agree to be bound by all of the terms of this TCU and/or Art Frankly Privacy Policy you
should immediately stop using the Website and/or Services we offer on and through the site. Please contact us
with any questions regarding this Agreement.

THIS IS A LEGAL CONTRACT BETWEEN YOU AND ART FRANKLY. YOUR CONTINUED USE OF THE WEBSITE CONSTITUTES YOUR AGREEMENT TO BE BOUND BY THE TERMS OF THE TCU AND OUR PRIVACY POLICY, WHICH IS INCORPORATED BY REFERENCE HEREIN

1. Acceptance of Terms of Use Agreement.

a. This Agreement is an electronic contract that establishes the legally binding terms you must accept to use the
Website and any and all Services provide thereon. This Agreement incorporates by reference Our (i) Privacy Policy,
(ii) DMCA Policy and Procedure and (iii) any and all terms disclosed and agreed to by you as the result of your
use or purchase of additional features, products or Services offered through the Website, including but limited
to terms governing upgrades, features, trials, discounts, promotions and offers made through the Website in connection
with the Services provided thereon and/or offered to our registered users.

b. Registered users of Our Services are “Members” and unregistered users are “Visitors”. This Agreement applies
to both and by using the Website and the Services as a Visitor and/or as a Member (by completing the registration
form and clicking “Join Now”, “Join Art Frankly”, “Sign Up” ) You accept this TCU, its express terms and conditions
and consent to have this TCU and all related notices provided to you in electronic form. To withdraw this consent,
you must cease using the Website and the Services we provide on our Website and if applicable, terminate your
Member account. Please print a copy of this Agreement for your records. To receive a non-electronic copy of this
Agreement you may submit a request to Legal@ArtFrankly.com. As set
forth in detail below, the terms of this TCU may be modified by Art Frankly from time to time. Any such modifications
shall and will be effective upon posting by Art Frankly on the Website by replacing the previous version of this
TCU.

2. Eligibility for Use of Website. The Website and Services or any parts thereof, are not directed
to persons under the Minimum Age. “Minimum Age” means (a) 18 years old for the People’s Republic of China, (b)
16 years old for the Netherlands, (c) 14 years old for the United States, Canada, Germany, Spain, Australia and
South Korea, and (d) 13 years old for all other countries. However, if law requires that you must be older in
order for Art Frankly to lawfully provide the Services to you (including the collection, storage and use of your
information) then the Minimum Age is such older age. The Website and Services are not for use by anyone under
the age of 13. Any use of Services provided by Art Frankly through, and available on, the Website are void where
prohibited. By accessing and using the Services, you represent and warrant that you have the right, authority
and capacity to enter into this Agreement and to abide by all of the terms and conditions of this Agreement.
If you create an account, you represent and warrant that you have never been convicted of a felony and that you
are not required to register as a sex offender with any government entity. Using the Services may be prohibited
or restricted in certain countries. If you use the Services from outside of the United States, you are responsible
for complying with the laws and regulations of the territory from which you access or use the Services.

3. Creating a Member Account. In order to join Art Frankly community and become a Member and create
a Member account for use in connection with the Website you will be required to complete Art Frankly Member Registration
Form. If you do so, you authorize us to access and use any information that you voluntary provide as expressly
set forth in the Privacy Policy and to optimize your experience as a Member. For more information regarding the
information we collect from you and how we use it, please consult our Privacy Policy.

4. Term and Termination. The express provisions of this TCU and each party’s rights and obligations
hereunder will remain in full force and effect at all times you are a Member, are a Visitor of the Website and/or
while you are using any of the Services offered on the Website. You may disable your account at any time, for
any reason, by following the instructions as provided for in the “Settings” Tab which is accessible through your
Member Account or by emailing Art Frankly at info@artfrankly.com. Art
Frankly may terminate or suspend your account at any time without notice if Art Frankly believes that you have
breached this TCU, or for any other reason, with or without cause, in its sole discretion. Upon termination or
suspension of your Member account, you will not be entitled to any refund of unused fees for purchases made through
the Website. Art Frankly is not required to disclose, and may be prohibited by law from disclosing, the reason
for the termination or suspension of your account. After your Member account has been terminated (voluntarily
or involuntarily) for any reason, all terms of this TCU survive such termination, and continue in full force
and effect, except for any terms that by their nature expire or are fully satisfied.

5. Non-commercial Use by Users. The Services offered by Art Frankly on the Website and/or
other Members of the Website are for personal use only unless Art Frankly expressly provides otherwise. No Visitors
or Member may use the Services or any content posted/uploaded/available on or through the Website by Company
or any Members, including but not limited to, designs, text, graphics, images, video, information, logos, software,
audio files and computer code in connection with any commercial endeavors, such as (i) advertising or soliciting
any user to buy or sell any products or Services not offered by Art Frankly or (ii) soliciting others to attend
parties or other social functions, or networking, for commercial purposes. Except for as expressly provided for
herein and/or in connection with the specific guidelines and requirements established by Art Frankly, users of
the Services may not use any information obtained from the Services to contact, advertise to, solicit, or sell
to any other user without his or her prior explicit consent and/or Art Frankly’s consent upon the authority given
to it by certain Members through their use of a particular service or offer made by Art Frankly. Organizations,
companies, and/or businesses may not use the Services in any manner except for their intended purpose or with
Art Frankly’s express written consent and which Art Frankly may provide or deny in its sole discretion. Art Frankly
may investigate and take any available legal action in response to illegal and/or unauthorized uses of the Services,
including collecting usernames and/or email addresses of users by electronic or other means for the purpose of
sending unsolicited email and unauthorized framing of or linking to the Services.

6. Classified Ads/Postings. All Classified advertisements posted to the Website by any Member
shall comply with any and all of Art Frankly’s “Advertisement Guidelines and Requirements” as determined by Art
Frankly in their sole discretion and this TCU.

7. Account Security. You are responsible for maintaining the confidentiality of the username
and password you designate during the registration process, and you are solely responsible for all activities
that occur under your Member account with Art Frankly and your username and password. You agree to immediately
notify Art Frankly of any disclosure or unauthorized use of your username or password or any other breach of
security related to your Member account or use of Services at Legal@ArtFrankly.com.
You must ensure that you log out from your Member account at the end of each session.

8. Your Interactions with Other Members, Visitors and/or Users.

(a) YOU ARE SOLELY RESPONSIBLE FOR YOUR INTERACTIONS WITH OTHER MEMBERS, VISITORS AND/OR USERS OF THE WEBSITE. YOU UNDERSTAND THAT ART FRANKLY CURRENTLY DOES NOT CONDUCT CRIMINAL BACKGROUND CHECKS OR SCREENINGS ON ITS MEMBERS. ART FRANKLY ALSO DOES NOT INQUIRE INTO THE BACKGROUNDS OF ALL OF ITS MEMBERS. ART FRANKLY MAKES NO REPRESENTATIONS OR WARRANTIES AS TO THE CONDUCT OF MEMBERS OR THEIR PROSPECTIVE EMPLOYERS. ART FRANKLY RESERVES THE RIGHT TO CONDUCT ANY CRIMINAL BACKGROUND CHECK OR OTHER SCREENINGS (SUCH AS SEX OFFENDER REGISTER SEARCHES), AT ANY TIME AND USING AVAILABLE PUBLIC RECORDS.

(b) Art Frankly is not responsible for the conduct of any user. As noted in and without limiting Sections below,
in no event shall Art Frankly, its affiliates or its partners be liable (directly or indirectly) for any losses
or damages whatsoever, whether direct, indirect, general, special, compensatory, consequential, and/or incidental,
arising out of or relating to the conduct of you or anyone else in connection with the use of the Website and/or
Services including, without limitation, death, bodily injury, emotional distress, and/or any other damages resulting
from communications or meetings with other users or persons you meet through the Services. You agree to take
all necessary precautions in all interactions with other users, particularly if you decide to communicate outside
of the Website and/or transact any business outside of the Website or if you decide to send money to another
user. You should not provide your financial information (for example, your credit card or bank account information),
or wire or otherwise send money, to other users.

9. Proprietary Rights. Art Frankly owns and retains all proprietary rights in
the Website and Services, and in all content, trademarks, trade names, Services marks and other intellectual
property rights related thereto. The Website contains the copyrighted material, trademarks, and other proprietary
information of Art Frankly and its licensors. You agree not to copy, modify, transmit, create any derivative
works from, make use of, or reproduce in any way any copyrighted material, trademarks, trade names, Services
marks, or other intellectual property or proprietary information accessible through the Services, without first
obtaining the prior written consent of Art Frankly or, if such property is not owned by Art Frankly, the owner
of such intellectual property or proprietary rights. You agree to not remove, obscure or otherwise alter any
proprietary notices appearing on any content, including copyright, trademark and other intellectual property
notices.

10. Content Posted by You in the Services.

(a) You are solely responsible for the content and information that you post, upload, publish, link to, transmit,
record, display or otherwise make available (hereinafter, “post“) on the Website, in connection
with your providing Services or use thereof and/or your transmission of the same to other users, including messages,
chats, videos (including streaming videos), photographs, or profile text, whether publicly posted or privately
transmitted (collectively, “Content“). You may not post on the Website and/or as part of any
Services you provide or accept, or information you transmit to Art Frankly or any other user (either on or off
the Services), any offensive, inaccurate, incomplete, abusive, obscene, profane, threatening, intimidating, harassing,
racially offensive, or illegal material, or any material that infringes or violates another person’s rights (including
intellectual property rights, and rights of privacy and publicity). You represent and warrant that (i) all information
that you submit upon creation of your Member account, is accurate and truthful and that you will promptly update
any information provided by you that subsequently becomes inaccurate, incomplete, misleading or false and (ii)
you have the right to post the Content on the Website and grant the licenses set forth below.

(b) You understand and agree that Art Frankly may, but is not obligated to, monitor or review any Content you post on the
Website and/or in connection with the Services. Art Frankly may delete any Content, in whole or in part, that
in the sole judgment of Art Frankly violates this Agreement or may harm the reputation of the Services or Art
Frankly.

(c) By posting Content on the Website and/or in connection with the Services, you automatically grant to Art Frankly,
its affiliates, licensees and successors, an irrevocable, perpetual, non-exclusive, transferable, sub-licensable,
fully paid-up, worldwide right and license to (i) use, copy, store, perform, display, reproduce, record, play,
adapt, modify and distribute the Content, (ii) prepare derivative works of the Content or incorporate the Content
into other works, and (iii) grant and authorize sublicenses of the foregoing in any media now known or hereafter
created. You represent and warrant that any posting and use of your Content by Art Frankly will not infringe
or violate the rights of any third party.

(d) In addition to the types of Content described in Section 10(a) above, the following is a partial list of the
kind of Content that you, all Members and/or Visitors of the Website and users of the Services are prohibited
from posting. You may not post, upload, display or otherwise make available Content that:

i. promotes racism, bigotry, hatred or physical harm of any kind against any group or individual;

  1. advocates harassment or intimidation of another person;

  1. requests money from other users of the Services without authorization from Art Frankly, or which is intended
    to otherwise defraud other users of the Website and Services;

  1. involves the transmission of “junk mail”, “chain letters,” or unsolicited mass mailing or “spamming” (or “spimming”,
    “phishing”, “trolling” or similar activities);

  1. promotes information that is false or misleading, or promotes illegal activities or conduct that is defamatory,
    libelous or otherwise objectionable;

  1. promotes an illegal or unauthorized copy of another person’s copyrighted work, such as providing pirated computer
    programs or links to them, providing information to circumvent manufacture-installed copy-protect devices,
    or providing pirated images, audio or video, or links to pirated images, audio or video files;

  1. contains video, audio photographs, or images of another person without his or her permission (or in the case
    of a minor, the minor’s legal guardian);

  1. contains restricted or password only access pages, or hidden pages or images (those not linked to or from another
    accessible page);

  1. provides material that exploits people in a sexual, violent or other illegal manner, or solicits personal information
    from anyone under the age of 18;

  1. provides instructional information about illegal activities such as making or buying illegal weapons or drugs,
    violating someone’s privacy, or providing, disseminating or creating computer viruses;

  1. contains viruses, time bombs, trojan horses, cancelbots, worms or other harmful, or disruptive codes, components
    or devices;

  1. impersonates, or otherwise misrepresents affiliation, connection or association with, any person or entity;

  1. provides information or data you do not have a right to make available under law or under contractual or fiduciary
    relationships (such as inside information, proprietary and confidential information);

  1. disrupts the normal flow of dialogue, causes a screen to “scroll” faster than other users are able to type,
    or otherwise negatively affects other users’ ability to engage in real time exchanges;

  1. solicits passwords or personal identifying information for commercial or unlawful purposes from other users
    or disseminates another person’s personal information without his or her permission; and

  1. publicizes or promotes commercial activities and/or sales without our prior written consent such as contests,
    sweepstakes, barter, advertising, and pyramid schemes.

(e) Art Frankly reserves the right, in its sole discretion, to investigate and take any legal action against anyone
who violates Paragraph 10(d) of this TCU, including removing the offending communication from the Services and
terminating or suspending the account of such violators.

(f) Your use of the Website and/or Services, including all Content you post thereon or through, must comply with
all applicable laws and regulations. You agree that Art Frankly may access, preserve and disclose your account
information and Content if required to do so by law or in a good faith belief that such access, preservation
or disclosure is reasonably necessary, such as to: (i) comply with legal process; (ii) enforce this Agreement;
(iii) respond to claims that any Content violates the rights of third parties; (iv) respond to your requests
for customer Services or allow you to use the Services in the future; or (v) protect the rights, property or
personal safety of Art Frankly’s Members, Visitors to the Website, its employees or any other person.

(g) You agree that any Content you place on the Website and/or in connection with the Services may be viewed by
other users and may be viewed by any person visiting or participating in the Services.

11 . Prohibited Activities. Art Frankly reserves the right to investigate,
suspend and/or terminate your account if you have misused the Website, the Services being offered thereon and/or
behaved in a way Art Frankly regards as inappropriate or unlawful, including actions or communications that occur
off of the Website and/or offline but involves users/Members/Visitors you have met through the Website. The following
is a partial list of the type of actions that you may not engage in with respect to your use of the Website and/or
the Services offered thereon. You hereby acknowledge and agree that you will not:

  1. impersonate any person or entity;

  1. solicit money from any users;

  1. post any Content that is prohibited by Section 10;

  1. “stalk” or otherwise harass any person;

  1. express or imply that any statements you make are endorsed by Art Frankly without our specific prior written
    consent;

  1. use the Website or Services in an illegal manner or to commit an illegal act;

  1. access the Website and/or use the Services in a jurisdiction in which it is illegal or unauthorized;

  1. ask or use users to conceal the identity, source, or destination of any illegally gained money or products;

  1. use any robot, spider, site search/retrieval application, or other manual or automatic device or process to
    retrieve, index, “data mine”, or in any way reproduce or circumvent the navigational structure or presentation
    of the Website and/or its contents;

  1. collect usernames and/or email addresses of users by electronic or other means for the purpose of sending unsolicited
    email or unauthorized framing of or linking to the Website;

  1. interfere with or disrupt the Website and/or any Services, servers or networks which are connected to the Website;

  1. email or otherwise transmit any material that contains software viruses or any other computer code, files or
    programs designed to interrupt, destroy or limit the functionality of any computer software or hardware or
    telecommunications equipment;

  1. forge headers or otherwise manipulate identifiers in order to disguise the origin of any information transmitted
    to or through the Services (either directly or indirectly through use of third party software);

  1. “frame” or “mirror” any part of the Website, without Art Frankly’s prior written authorization;

  1. use meta tags or code or other devices containing any reference to Art Frankly or the Services (or any trademark,
    trade name, Company’s mark, logo or slogan of Art Frankly) to direct any person to any other website for
    any purpose;

  1. modify, adapt, sublicense, translate, sell, reverse engineer, decipher, decompile or otherwise disassemble
    any portion of the Services any software used on or for the Services, or cause others to do so;

  1. post, use, transmit or distribute, directly or indirectly, (e.g. screen scrape) in any manner or media any
    content or information obtained from the Website other than solely in connection with your use of the Services
    in accordance with this Agreement.

12. Customer Services. Art Frankly provides assistance and guidance through
its customer care representatives. When communicating with our customer care representatives, you agree to not
be abusive, obscene, profane, offensive, sexist, threatening, harassing, racially offensive, or to not otherwise
behave inappropriately. If we feel that your behavior towards any of our customer care representatives or other
employees is at any time threatening or offensive, we reserve the right to immediately terminate your Member
account and/or your use of any Services offered through/on the Website.

13. Website Purchases . From time to time, Art Frankly may offer additional products
and Services for purchase through the Website (“Site Purchases”). If you choose to make a Site Purchase, you
will be prompted to enter your credit or debit card and Member Account information and your credit card will
be charged for the Site Purchase in accordance with the terms disclosed to you at the time of purchase as well
as any general terms which may apply to you. Site Purchases may include a free trial period. At the end of the
free trial period, you will be charged the price of the subscription and will continue to be charged until you
cancel your subscription. To avoid any unwanted charges, you must cancel the Services and/or subscription before
the end of the trial period. If you purchase an auto-recurring periodic subscription your credit card on filed
will be billed continuously for the subscription until you cancel the subscription in accordance with the platform
terms. Not all Services offered through the Site are subject to the same terms and conditions, please read all
terms and conditions carefully.

14. Links. The Website may contain advertisements, promotions and/or offers
(except for approved job postings) by third parties and links to other websites, services or resources. You acknowledge
and agree that Art Frankly is not responsible for the availability of such external websites or resources, and
does not endorse and is not responsible or liable for any content, information, statements, advertising, goods
or services, or other materials on or available from such websites or resources. Your correspondence or business
dealings with, or participation in promotions of, third parties found in or through the Website and as a result
of and/or in connection with your use of the Services, including payment and delivery of related goods or service,
and any other terms, conditions, warranties or representations associated with such dealings, are solely between
you and such third party. You further acknowledge and agree that Art Frankly shall not be responsible or liable,
directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with the use
of, or reliance upon, any such content, information, statements, advertising, goods or services or other materials
provided by third parties.

15. Modifications to Services. Art Frankly reserves the right at any time to
modify or discontinue, temporarily or permanently any of the Services offered on or through the Website (or any
part thereof) with or without notice. You agree that Art Frankly shall not be liable to you or to any third party
for any modification, suspension or discontinuance of any of the Services. To protect the integrity of the Website
and the Services offered on and through the Website, Art Frankly reserves the right at any time in its sole discretion
to block users from certain IP addresses from accessing the Website and/or one or more of the Services.

16. Copyright and Trademark Infringement Policy. Company does not own the Content
uploaded and/or posted to the Website by its Members, including any works of art or other written or visual images
(which are also incorporated in and collectively referred to as the “Content”). All Content which is posted by
any individual, group or company that is a Member or Visitor of the Website and/or user of the Services, has
represented and warranted to Art Frankly that, among other things, neither the Content nor the names, trademarks
and service marks under which Content is promoted (collectively, the “Name”) infringes the copyright, patent,
trademark, trade secret or other proprietary rights, rights of publicity, privacy or moral rights of any other
third party.

Any notifications alleging that certain/specific Content posted to the Website infringes upon the copyright (or
trademark) of another must be made through Company’s agent under the Digital Millennium Copyright Act at
Jon@JJ-Lawyers.com, who is designated to receive notices of copyright
infringement and made in accordance with Company’s Digital Millennium Copyright Act Compliance Policy (“DMCA
Policy”). Any and all claims in connection with the alleged infringement of a trademark must be made to pursuant
to the same policy and procedures as set forth in Company’s DMCA Policy.

A copy of the written notice must also be sent to Company identifying the Content and/or Name being used on the
Website in violation of the party’s rights by sending an email to Company at Legal@ArtFrankly.com.
Company shall only use information provided by Complainants in accordance with its then-current Privacy Policy
and as reasonably necessary to address any allegations contained therein, which may include disclosing some or
all of the information to Company’s designated agent, legal counsel and the party who has posted the allegedly
infringing Content.

Company will respond to the notice and take action in accordance with its DMCA Policy, which can be found on our
Website.

17. Disclaimers.

(a) Technical Failures. You acknowledge and agree that Art Frankly and/or
its successors, assigns, subsidiaries, employees, approved contractors, affiliated entities or individuals are
not responsible for and do not have any liability, directly or indirectly, for any loss or damage, including
personal injury or death, as a result of or alleged to be the result of (i) any incorrect or inaccurate Content
posted on the Website, whether caused by its Members and/or Visitors or any of the equipment or programming associated
with or utilized by Art Frankly in connection with its operation of the Website or the Services; (ii) the timeliness,
deletion or removal, incorrect delivery or failure to store any Content, communications or personalization settings
of Members and/or Visitors; (iii) the conduct, whether online or offline, of any Member and/or Visitor; (iv)
any error, omission or defect in, interruption, deletion, alteration, delay in operation or transmission, theft
or destruction of, or unauthorized access to, any Member and/or Visitor of any other Member or Visitor’s communications;
or (v) any problems, failure or technical malfunction of any telephone network or lines, computer online systems,
servers or providers, computer equipment, software, failure of email on account of technical problems or traffic
congestion on the Internet or the Website or combination thereof, including injury or damage to Members or Visitors,
or to any other person’s computer or device related to or resulting from participating or downloading materials
or Content from the Internet, Website and/or in connection with the use of the Services.

(b) No Warranty. TO THE MAXIMUM EXTENT ALLOWED BY APPLICABLE LAW, ART FRANKLY PROVIDES THE SERVICES
ON AN “AS IS” AND “AS AVAILABLE” BASIS AND GRANTS NO WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, STATUTORY
OR OTHERWISE WITH RESPECT TO THE SERVICES (INCLUDING ALL CONTENT CONTAINED THEREIN), INCLUDING (WITHOUT LIMITATION)
ANY IMPLIED WARRANTIES OF SATISFACTORY QUALITY, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR NON-INFRINGEMENT.
ART FRANKLY DOES NOT REPRESENT OR WARRANT THAT THE SERVICES WILL BE UNINTERRUPTED OR ERROR FREE, SECURE OR THAT
ANY DEFECTS OR ERRORS IN THE SERVICES WILL BE CORRECTED.

(c) Assumption of Risk . ANY MATERIAL DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THE
SERVICES IS ACCESSED AT YOUR OWN DISCRETION AND RISK, AND YOU WILL BE SOLELY RESPONSIBLE FOR AND HEREBY WAIVE
ANY AND ALL CLAIMS AND CAUSES OF ACTION WITH RESPECT TO ANY DAMAGE TO YOUR DEVICE, COMPUTER SYSTEM, INTERNET
ACCESS, DOWNLOAD OR DISPLAY DEVICE, OR LOSS OR CORRUPTION OF DATA THAT RESULTS OR MAY RESULT FROM THE DOWNLOAD
OF ANY SUCH MATERIAL. IF YOU DO NOT ACCEPT THIS LIMITATION OF LIABILITY, YOU ARE NOT AUTHORIZED TO DOWNLOAD OR
OBTAIN ANY MATERIAL THROUGH THE SERVICES.

(d) 3 rd Party Content. From time to time, Art Frankly
may make third party opinions, advice, statements, offers, or other third party information or content available
through the Services.

i. All third party content is the responsibility of the respective authors thereof and should not necessarily be
relied upon by you, Members or Visitors. Such third party authors and contributors are solely responsible for
such content.

ii. ART FRANKLY DOES NOT: (I) GUARANTEE THE ACCURACY, COMPLETENESS, OR USEFULNESS OF ANY THIRD PARTY CONTENT PROVIDED
THROUGH THE SERVICES, OR (II) ADOPT, ENDORSE OR ACCEPT RESPONSIBILITY FOR THE ACCURACY OR RELIABILITY OF ANY
OPINION, ADVICE, OR STATEMENT MADE BY ANY PARTY THAT APPEARS IN THE SERVICES. UNDER NO CIRCUMSTANCES WILL ART
FRANKLY OR ITS AFFILIATES BE RESPONSIBLE OR LIABLE FOR ANY LOSS OR DAMAGE RESULTING FROM YOUR RELIANCE ON INFORMATION
OR OTHER CONTENT POSTED IN THE SERVICES, OR TRANSMITTED TO OR BY ANY USERS.

(d) No Professional Advice. In addition to the preceding paragraph and other provisions of this
Agreement, any advice that may be posted in the Services is for informational and entertainment purposes only
and is not intended to replace or substitute for any professional financial, medical, legal, or other advice.
Art Frankly makes no representations or warranties and expressly disclaims any and all liability concerning any
treatment, action by, or effect on any person following the information offered or provided within or posted
on the Website and/or through the Services. If you have specific concerns or a situation arises in which you
require any professional, legal or medical advice, you should consult with an appropriately trained and qualified
specialist.

18. Limitation on Liability. TO THE FULLEST EXTENT ALLOWED BY APPLICABLE LAW,
IN NO EVENT WILL ART FRANKLY, ITS AFFILIATES, BUSINESS PARTNERS, LICENSORS OR SERVICES PROVIDERS BE LIABLE TO
YOU OR ANY THIRD PERSON FOR ANY INDIRECT, RELIANCE, CONSEQUENTIAL, EXEMPLARY, INCIDENTAL, SPECIAL OR PUNITIVE
DAMAGES, INCLUDING, WITHOUT LIMITATION, LOSS OF PROFITS, LOSS OF GOODWILL, DAMAGES FOR LOSS, CORRUPTION OR BREACHES
OF DATA OR PROGRAMS, SERVICES INTERRUPTIONS AND PROCUREMENT OF SUBSTITUTE SERVICESS, EVEN IF ART FRANKLY HAS
BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED HEREIN, ART
FRANKLY’S LIABILITY TO YOU FOR ANY CAUSE WHATSOEVER, AND REGARDLESS OF THE FORM OF THE ACTION, WILL AT ALL TIMES
BE LIMITED TO THE AMOUNT PAID, IF ANY, BY YOU TO ART FRANKLY FOR THE SERVICES WHILE YOU HAVE A MEMBER ACCOUNT.
YOU AGREE THAT REGARDLESS OF ANY STATUTE OR LAW TO THE CONTRARY, ANY CLAIM OR CAUSE OF ACTION ARISING OUT OF
OR RELATED TO YOUR USE OF THE WEBSITE, THE SERVICES OR THE TERMS OF THIS AGREEMENT, MUST BE FILED WITHIN ONE
YEAR AFTER SUCH CLAIM OR CAUSE OF ACTION AROSE OR BE FOREVER BARRED.

19. Arbitration and Governing Law.

(a) Binding Arbitration. The exclusive means of resolving any dispute or claim arising out of
or relating to this Agreement (including any alleged breach thereof) or the Services shall be BINDING ARBITRATION administered by the American Arbitration Association in the State of New York. The one exception to the exclusivity
of arbitration is that you have the right to bring an individual claim which does not exceed Five Thousand ($5,000.00)
Dollars against Art Frankly in small-claims court in New York County. But whether you choose arbitration or small-claims
court, you may not under any circumstances commence or maintain against Art Frankly any class action, class arbitration,
or other representative action or proceeding.

(b) For clarity and then avoidance of doubt, by and through your use of the Website and/or Services in any manner,
you agree to the above arbitration agreement. In doing so, YOU GIVE UP YOUR RIGHT TO:

(i) BRING AN ACTION IN AND GO TO COURT to assert or defend any claims between you and Art Frankly
(except for matters which are equal to or less than Five Thousand ($5,000.00) Dollars which must be taken to
and filed in the small-claims court of New York County, New York); and

(ii) PARTICIPATE IN A CLASS ACTION OR OTHER CLASS PROCEEDING AGAISNT ART FRANKLY;

(iii) HAVE YOUR CLAIM(S), OR CLAIMS AGAINST YOU, BE DECIDED BY A JUDGE OR JURY. You are entitled to a fair hearing before a neutral third party arbitrator. The arbitrator can grant any relief
that a court can, but you should note that arbitration proceedings are usually simpler and more streamlined than
trials and other judicial proceedings. Decisions by the arbitrator are enforceable in court and may be overturned
by a court only for very limited reasons.

(c) Forum Selection Clause. Any proceeding to enforce this arbitration agreement, including any
proceeding to confirm, modify, or vacate an arbitration award, must be brought in any court located in the State
of New York which has subject matter jurisdiction over the claim and/or dispute. In the event that this arbitration
agreement is for any reason held to be unenforceable, any litigation against Art Frankly (except for small-claims
court actions) may be commenced only in the federal or state courts located in New York County, New York. You
hereby irrevocably consent to the jurisdiction of those courts for such purposes.

(d) Choice of Law. This Agreement, and any dispute between you and Art Frankly, shall be governed
by the laws of the state of New York without regard to principles of conflicts of law, provided that this arbitration
agreement shall be governed by the Federal Arbitration Act.

20 . Indemnification of Art Frankly. You agree to indemnify and hold Art Frankly,
its subsidiaries, and affiliates, and its and their officers, agents, partners and employees, harmless from any
loss, liability, claim, or demand, including reasonable attorney’s fees, made by any third party due to or arising
out of your breach of or failure to comply with this Agreement (including any breach of your representations
and warranties contained herein), your communications to other Members and/or Visitor; Content you post on the
Website and/or in connection with your use of one or more of the Services, and the violation of any law or regulation
by you. Art Frankly reserves the right to assume the exclusive defense and control of any matter otherwise subject
to indemnification by you, in which event you will fully cooperate with Art Frankly in connection therewith.

21. Notices. Art Frankly may provide you with notices, your receipt of which
shall be deemed acknowledged by virtue of your registration of and by maintaining an active Member Account with
Art Frankly. These Notices include those regarding changes to this Agreement and may be sent by Art Frankly by
using any reasonable means now known or hereafter developed, including by email, regular mail, SMS, MMS, text
message, communal postings on the Website and/or by direct message(s) to your Member Account mail/in box. If
your account is suspended or terminated you consent to receipt of any and all notices through the email account
associated with your Member account.

22. Entire Agreement; Other. This TCU, with the Privacy Policy and any specific
guidelines or rules that are separately posted for particular Services or offers contain the entire agreement
between you and Art Frankly regarding the use of the Website or Services. If any provision of this Agreement
is held invalid, the remainder of this Agreement shall continue in full force and effect. The failure of Art
Frankly to exercise or enforce any right or provision of this Agreement shall not constitute a waiver of such
right or provision. You agree that your online account is non-transferable and all of your rights to your profile
or contents within your account terminate upon your death. No agency, partnership, joint venture or employment
is created as a result of this Agreement and you may not make any representations or bind Art Frankly in any
manner.

23. Amendment. This TCU is subject to change by Art Frankly at any time. All
amendments, changes or modifications shall be made in writing and shall be effective as of the date and time
Art Frankly posts the amended TCU on the Website. It is your responsibility to check these Terms and Conditions
periodically for any changes and any such changes shall be made available immediately on the Site after they
are made. Your continued use of the Site or services following the posting of any changes to these Terms constitutes
your acceptance of such changes.

24. Refund Policy. It is Art Frankly’s policy not to refund payment for subscriptions or other
one-time fees paid for use of the Services. However, Art Frankly considers requested for refunds on a case by
case basis if and when the request is made within twenty four (24) hours from the time and date the purchase
or payment, which is the subject matter of the request, was made. All requests for a refund shall me made by
sending an e-mail to the following address: Legal@ArtFrankly.com. No
refund(s) will be given if the person making the request has violated the terms of the TCU, Privacy Policy and/or
the Guidelines and Requirements for any Services.

Privacy Policy

Art Frankly, INC – PRIVACY POLICY

WebSite: www.artfrankly.com (the ‟Website”)

Last Updated: June 16, 2016

AWDB, LLC d/b/a Art Frankly (“Art Frankly,” “we,” “our” and “us”), the owner and operator of the Website, respects
the privacy of the Websites users (“you”) and has developed, complies with and enforces the privacy policy, the terms
and conditions of which are set forth below (“Privacy Policy”), to demonstrate its commitment to protecting your
personal information and your right to maintain your privacy. This Privacy Policy describes the information we collect,
how that information may be used, with whom it may be shared, and your choices about such uses and disclosures. By
using our Website and any of the services offered on, through or by its users (the “Services”), you are agreeing
to comply with the terms, conditions and practices described in this Privacy Policy and acknowledging your consent
to Art Frankly’s use of any information that you provide to us as expressly set forth herein.

We encourage you to read this Privacy Policy and any updated versions we notify you about very carefully. You should
refer to it as necessary when you use our Website and any of the Services, including your communication and/or transactions
with any other users of the Website. .

If you have any questions about Art Frankly’s privacy practices and/or the contents of this Privacy Policy, please
refer to Section XV for information on how to contact us.

I. INFORMATION WE COLLECT ABOUT YOU

A. Collection of Your Personal Information.

1. Identifying & General Information. We may collect information that can identify you such
as your name, email address, telephone number, the city, state and county which you live in, if applicable (as detailed
below) your residential or business address and other information about you, but that does not identify you such
as your gender, age, education, profession and/or work/job history (collectively your “Personal Information”). We
may collect this information through our Website, as detailed below and at a later date, a mobile application. By
using the Website and any of the Services, you are authorizing us to gather, parse and retain data related to the
provision of the Services you are using. When you provide Personal Information through our Website and in connection
with your use of Services, the information may be sent to our servers located in and outside of the United States.

2. Social Media Accounts . In order to register as a user with Art Frankly, you will be asked to sign
provide your name and email address. Additionally and/or alternatively, Art Frankly may allow you to sign in and
the Website by granting Art Frankly access to, by using your name and email address, to one or more of the accounts
you maintain with third party social media platforms and which are not owned or operated by Art Frankly, including
but not limited to Facebook, LinkedIn, Twitter, Instagram, Google Plus (all of which are referred to as “Social Media
Accounts”). If you do so, you authorize us to access certain information you have previously provided and/or made
available in connection with Your use of those Social Media Accounts, such as your public profile (consistent with
your privacy settings for each account), your email address, interests, likes, gender, birthday, education history,
interests, current city, photos, personal descriptions, friend/follower list, and information about and photos of
your friends/followers who might be common friends/followers with other Art Frankly users.

3. Photograph’s. You may also, voluntarily and at your own discretion, provide us photographs of
yourself, logos, artwork or other images (“Photographs”) by uploading them to the Website and exhibit them to the
public through your profile page and user account.

4. Location Information. You may also be asked to allow Art Frankly to collect your location information
from your device when you use the Website and/or Services, which is optional.

5. Financial Information. IF you elect to transact any business and/or make payments in connection
with your use of the Website and/or Services, we may collect and store all information necessary to process

6. Your Communication . If you communicate in writing (email, message, chat or otherwise) with Art
Frankly and/or any USER of Art Frankly’s Website and/or Services through electronic means or methods provided by
us and do so through your direct use of the Website, you are voluntarily consenting to our storage of those communications
and their content and our right to review the same.

B. Use of Technology to Collect Information. We use various technologies to collect information generated
by your use of the internet, the Website and about your activities on our Service.

1. Information Collected Automatically . We automatically collect information from your
browser or device when you visit our Service. This information could include your IP address, device ID and type,
your browser type and language, the operating system used by your device, access times, your mobile device’s geographic
location while our application is actively running, and the referring website address.

2. Cookies and Use of Cookie Data . When you visit our Website and/or use the Services, we may
assign one or more cookies to the device you are using in order to facilitate your access to our Service and to personalize
your experience. Through the use of cookies, we also may automatically collect information about your activity on
our Service, such as the pages you visit, the time and date of your visits and the links you click. If we advertise
on the Website, we (or third parties) may use certain data collected on our Service to show you Art Frankly approved
advertisements on other sites or applications that are relevant to your interests and/or profession.

3. Pixel tags. We embed pixel tags (also called web beacons or clear GIFs) on web pages, ads, and
emails. These tiny, invisible graphics are used to access cookies and track user activities (such as how many times
a page is viewed). We use pixel tags to measure the popularity of our features and services. Ad companies also use
pixel tags to measure the number of ads displayed and their performance (such as how many people clicked on an ad).

4. Mobile Device IDs : If you are using the Art Frankly platform and/or our Services on a mobile device
or tablet, whether by accessing our Website and/or through the Art Frankly app that you have downloaded, we may use
mobile device IDs (the unique identifier assigned to a device by the manufacturer), or Advertising IDs (for iOS 6
and later), instead of cookies, to recognize you. We do this to store your preferences and track your use of our
Website and/or app on your mobile device or tablet. Unlike cookies, device IDs cannot be deleted, but Advertising
IDs can be reset in “Settings” on your iPhone. Ad companies also use device IDs or Advertising IDs to track your
use of the app, track the number of ads displayed, measure ad performance and display ads that are more relevant
to you. Companies who provide analysis of analytics use device IDs to track information about usage of our platform
on mobile devices and/or tablets.

5. Collected by Third-Parties for Advertising. We may allow service providers, advertising
companies and ad networks, and other third parties to display advertisements on our Service. These companies may
use tracking technologies, such as cookies or web beacons, to collect information about users who view or interact
with their advertisements. We do not provide any non-anonymized personal information to third parties. Some of these
third-party advertising companies may be advertising networks that are members of the Network Advertising Initiative,
which offers a single location to opt out of ad targeting from member companies, which you may do so by going to
this URL and following the instructions: www.networkadvertising.org.
Opting out will not decrease the number of advertisements you see.

II. HOW WE USE THE INFORMATION WE COLLECT

A. In General. We may use information that we collect about you to: deliver and
improve our products and services, and manage our business;

1. manage your user/member account and provide you with customer support;

2. perform research and analysis about your use of, or interest in, our Services and/or to determine what additional
services to provide to our users.

3. communicate with you by email, postal mail, telephone and/or mobile devices about products or services that may
be of interest to you either from us or other third parties;

4. develop, display, and track content and advertising tailored to your interests on our Service and other sites, including
providing our advertisements to you when you visit other sites;

5. website or mobile application analytics;

6. verify your eligibility and deliver prizes in connection with any contests and sweepstakes;

7. enforce or exercise any rights set forth in this Privacy Policy and/or our Terms and Conditions of Use (incorporated into this Privacy Policy by reference and which can be found accessed on the Website);

8. process any financial transactions, payments to vendors, providers of Service; and

9. perform functions or services as otherwise described to you at the time the information is collected collection.

B. Job Posting/Applicants . Any personal information you submit through our Website in connection
with (i) your posting of an Employment Opportunity and/or Job Opening at your company or business; AND/OR (ii) your
submission through the Website of any application for employment, whether related to a Job Posting published by another
user of the Website or and/or for a position with/at Art Frankly, will not be used for any other purpose by us except
for in connection with our consideration of your application for current or future available positions at Company
and/or with one or more employment opportunities posted on the Website by registered users of Art Frankly which are
relevant to your profession and career. Notwithstanding and subject to the foregoing, Art Frankly may share any information
you submit in connection with a Job Posting with one or more of our authorized and approved third-party service providers
retained by us to collect, maintain and analyze candidate submissions for the Job Postings available on our Website.

C. All Circumstances . In all circumstances, we may perform these functions directly or use a third
party vendor to perform these functions on our behalf who will be obligated to use your personal information only
to perform services for us. Also, if you access our Service from one or more of your Social Media Accounts, we may
share non-personal information with that platform to the extent permitted by your agreement with it and your selected
privacy settings.

III. WITH WHOM WE SHARE YOUR INFORMATION

A. Users of Website . When you register as a user of Art Frankly, your Art Frankly profile will be
viewable by other registered users (also referred to as “Members”) of the Service and to unregistered users who are
visiting the Website (referred to as “Visitors”), including any information you have provided to us directly or through
Social Media Accounts as detailed above and which is visible on your member profile, including but not limited to
any photos, any additional photos you upload, your first name, your age, what city you live in, where you work, your
education and prior job/work experience. Notwithstanding the foregoing, you may elect to change your privacy settings
to restrict non-members from viewing your profile.

B. Person Information to 3 rd Parties . We do not share
your personal information with others except as indicated in this Privacy Policy, when you voluntarily share that
information while using the Services or when we inform you and give you an opportunity to opt out of having your
personal information shared. Once you have voluntarily provided your personal information, we may share your personal
information with:

1. Service Providers: We may share information, including personal and financial information, with
third parties that perform certain services on our behalf. These services may include fulfilling orders, providing
customer service and marketing assistance, performing business and sales analysis, ad tracking and analytics, member
screenings, supporting our Service functionality, and supporting contests, sweepstakes, surveys and other features
offered through our Website and the Services. These service providers may have access to personal information needed
to perform their functions but are not permitted, by contract and law, to share or use such information for any purpose
other than for use in connection with the specific function they perform for Art Frankly.

2. Other Situations. We may disclose your information, including personal information:

(i) In response to a subpoena or similar investigative demand, a court order, or a request for cooperation from law
enforcement or other government agency; to establish or exercise our legal rights; to defend against legal claims;
or as otherwise required by law. In such cases, we may raise or waive any legal objection or right available to us.

(ii) When we believe disclosure is appropriate in connection with efforts to investigate, prevent, or take other action
regarding illegal activity, suspected fraud or other wrongdoing; to protect and defend the rights, property or safety
of our company, our users, our employees, or others; to comply with applicable law or cooperate with law enforcement;
or to enforce our Terms of Use or other agreements or policies.

(iii) In connection with a substantial corporate transaction, such as the sale of our business, a divestiture, merger,
consolidation, or asset sale, or in the unlikely event of bankruptcy. In such event Art Frankly will take appropriate
measures to ensure the protection of your personal information, including but not limited using its best efforts
to ensure that any prospective purchaser of Art Frankly shall treat any and all personal information disclosed to
them as confidential in nature.

C. Aggregated and/or non-personal information . We may use and share non-personal information we
collect under any of the above circumstances. We may also share it with third parties to develop and deliver targeted
advertising on our Service and on websites or applications of third parties, and to analyze and report on advertising
you see. We may combine non-personal information we collect with additional non-personal information collected from
other sources. We also may share aggregated, non-personal information, or personal information in hashed, non-human
readable form, with third parties, including advisors, advertisers and investors, for the purpose of conducting general
business analysis or other business purposes. For example, we may engage a data provider who may collect web log
data from you (including IP address and information about your browser or operating system), or place or recognize
a unique cookie on your browser to enable you to receive customized ads or content. The cookies may reflect de-identified
demographic or other data linked to data you voluntarily have submitted to us (such as your email address), that
we may share with a data provider solely in hashed, non-human readable form. To opt-out of cookies that may be set
by third party data or advertising partners, please go to http://www.aboutads.info/choices/.

IV. DO NOT TRACK DISCLOSURE

Do Not Track (“DNT”) is a privacy preference that users can set in their web browsers. DNT is a way for users to inform
websites and services that they do not want certain information about their webpage visits collected over time and
across websites or online services. We are committed to providing you with meaningful choices about the information
we collect and that is why we provide the opt-out links above. However, we do not recognize or respond to any DNT
signals, as the Internet industry works toward defining exactly what DNT means, what it means to comply with DNT,
and a common approach to responding to DNT. Any changes to Section IV of this Privacy Policy shall be made accordingly
and pursuant to and in compliance with the law, industry practices and standards.

V. THIRD PARTY WEBSITES

There are a number of places on our Website where you may click on a link to access other websites that do not operate
under this Privacy Policy. For example, if you click on an advertisement offered in connection with one of the Services
or that is related to the Services, you may be taken to a website that we do not control. These third- party websites
may independently solicit and collect information, including personal information, from you and, in some instances,
provide us with information about your activities on those websites. We recommend that you consult the privacy statements
of all third-party websites you visit by clicking on the “privacy” link typically located at the bottom of the webpage
you are visiting. We are not responsible for any personal information that you provide to a third party website.

VI. HOW YOU CAN ACCESS YOUR INFORMATION

If you are a registered user of the Website and have an Art Frankly member account, you have the ability to
review and update your personal information within the Service by opening your account and going to settings. More
information about how to contact us is provided below. You also may close your account or change the status of the
account at any time through the settings in your Member profile/account or by emailing Art Frankly at info@artfrankly.com with the subject of “Delete Account”. If you close your account, we will retain certain information associated with
your account for analytical purposes and recordkeeping integrity, as well as to prevent fraud, enforce our
Terms of Use, take actions we deem necessary to protect the integrity of our Service
or our users, or take other actions otherwise permitted by law. In addition, if certain information has already been
provided to third parties as described in this Privacy Policy, retention of that information will be subject to those
third parties’ policies.

VII. YOUR CHOICES: COLLECTION & USE OF YOUR INFORMATION

A. Your Choice not to provide information: You can choose not to provide us with certain information,
but that may result in you being unable to use certain features of our Service because such information may be required
in order for you to register as user; purchase products or services; participate in a contest, promotion, survey,
or sweepstakes; ask a question; or initiate other transactions.

B. Notifications to your phone or mobile device. We may deliver notifications about the Website, your
member account and the Services, to your phone or mobile device. You can disable these notifications by changing
the settings on your mobile device.

C. Information collected by cookies. You can also control information collected by cookies. You can
delete or decline cookies by changing your browser settings. Click “help” in the toolbar of most browsers for instructions.

VIII. PROTECTION OF YOUR PERSONAL INFORMATION

We take security measures to help safeguard your personal information from unauthorized access and disclosure. However,
no system can be completely secure. Therefore, although we take steps to secure your information, we do not promise,
and you should not expect, that your personal information, chats, or other communications will always remain secure
from third parties who attempt to access the, without your authorization. Users should also take care with how they
handle and disclose their personal information and should avoid sending personal information through insecure email.
Please refer to the Federal Trade Commission’s website for information about how to protect yourself against identity
theft. http://www.ftc.gov/bcp/menus/consumer/data.shtm

IX. INFORMATION YOU PROVIDE DURING YOUR USE OF OUR SERVICE

We provide areas on our Website and through the use of the Services where you can have the option to voluntarily post
information about yourself and general information about others that you are looking to meet, network and/or work
with through the use of the Service and use to communicate with others. All postings are governed by our
Terms of Use and you are expected to comply with those terms at all times. Furthermore,
whenever you voluntarily disclose personal information on publicly-viewable pages, that information will be publicly
available and can be collected and used by others. For example, if you post your email address, you may receive unsolicited
messages. We cannot control who reads your posting or what other users may do with the information you voluntarily
post, so we encourage you to exercise discretion and caution with respect to your personal information.

X. CHILDREN’S PRIVACY

Although the use of our Website and the Services provided thereon is for a general audience, we restrict the use of
our Website and the Services offered thereon to individuals which are age 18 and above. We require each user of our
Service to make representations and warranties that they are at least 18 years of age, which we reasonably rely upon.
Therefore, we do not knowingly collect, maintain, or use personal information from children under the age of 18

XI. VISITING SERVICE FROM OUTSIDE THE UNITED STATES

If you are visiting our Website and using the Service from outside the United States, please be aware that your information
may be transferred to, stored, and processed in the United States where some of servers are located and our central
database is operated. By using our services, you understand and agree that your information may be transferred to
our facilities and those third parties with whom we share it as described in this privacy policy.

XII. NO RIGHTS TO THIRD PARTIES

This Privacy Policy does not create rights enforceable by third parties or require disclosure of any personal information
relating to users of the Website and the Services provided thereon.

XIII. INDEPENDENT FUNCTIONALITY

While you may be required to disclose certain personal information to become a registered user of the Website and/or
be approved for a member account with Art Frankly as provided herein, the functionality of the Website is not dependent
upon any of the personal information required.

XIV. CHANGES TO THIS PRIVACY POLICY

We will occasionally update this Privacy Policy. When we make changes to this Privacy Policy, we will revise the “last
updated” date at the top of this Privacy Policy, post it publicly to Website and provide you with written notice
(email or direct message to your member account shall be sufficient) that this Privacy Policy has been changed. We
recommend that you also check our Website from time to time to inform yourself of any changes in this Privacy Policy
or any of our other policies.

XV. HOW TO CONTACT US

If you have any questions about this Privacy Policy and/or have a good faith belief of a potential violation of this
policy, please send an email to:

Email: legal@ArtFrankly.com

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