Arashi Vision Inc. (“Insta360”, “we”, “us” or “our”) encourages you to participate in the Beta Version of the Insta360 Rising Talents Program (“Program”) and to share your work with us. Please carefully read the terms and conditions in this Insta360 Rising Talents Program Terms and Conditions (“T&Cs”).

You have the right to choose whether to participate in this Program or not. By agreeing to “I understand and agree to Terms and Conditions” and publishing your content (including, but not limited to, short video, reels, and other audio-visual content and all the components contained therein, e.g. sounds, lines, visual design, etc., collectively, “Content”) on all social media platforms you have (including Instagram, TikTok, and YouTube Shorts, “Platforms”) under the Insta360 Rising Talents Program, you (A) acknowledge that you have read and understood all the contents and provisions in these T&Cs; (B) represent that you have the full civil capacity to sign a binding agreement (being over 18 years old or having reached the legal age of majority in your country/region), or you are a legal person or other organization established and legally conducting business activities under the laws of your country/region; and (C) agree to be bound by these T&Cs.

If you do not agree to any of the terms in these T&Cs, please do not submit your applications to the Insta360 Rising Talents Program Platform

Ⅰ. Introduction to Insta360 Rising Talents Program

1.This is a long-term program that is exclusive to only Insta360 camera users that begins on 00:00 [12]- [06]-2023. If there are changes to the date or to the details of this Program, an email will be sent to participant one (1) month in advance.

2.To participate in this program, you will need to submit your application to the Insta360 Rising Talents Program Platform .

(1) Please note, the application form will be collecting your name, email, your social media links, and a video for evaluation.

3.Once passing our application process and confirming your place in the Program, you’ll access the following:

(1) A Google Form to collect your PayPal payment information.

(2) “My Posts” for submitting your content for review.

(3) “My True Views”, use to track your evaluation and rewards, will be sent to you monthly after we review your posts.

4.Insta360 Rising Talents Program:

By successfully joining this Program, you’ll start posting content for this Program on the first day of next month. Please note, every month of participation in this program, you will need to publish six (6) short videos using Insta360 products on your Platforms (Instagram, TikTok, and/or YouTube Shorts). For more details on Platforms publishing, read our FAQ on.

At the end of each month, we will review the performance of each post and calculate the Total True Views to determine your reward per content. By agreeing to participate in this Program, you agree to let Insta360 collect the public views shown on your Platforms for your monthly Total True Views calculations and evaluations.

Generally:

(1) Based on your Content posted on the Platforms, your Total True Views are calculated as:

1 YouTube Shorts View = 0.2 YouTube Shorts True Views

1 Instagram Play = 0.2 Instagram True Views

1 TikTok View = 0.1 TikTok True Views

So if you post content to all three channels:

Total True Views = YouTube Shorts True Views + Instagram True Views + TikTok True Views.

Note, missing link to a content on a platform will result the True Views on that platform to be zero (0).

(2) After calculating your Total True Views per Content, if you complete our deliverable requirements, see section 1.5, Insta360 agrees to reward (US$) you according to the following chart: (3) During the term of validity of this Agreement, Insta360 will evaluate the True Views of six (6) short videos/reels you publish and submit the links to “My Posts” at the end of each month. Your rewards will be sent to you quarterly (January, April, July, and October) through PayPal. Payments will be made around two weeks after review and will be an accumulation of your rewards over the last 3 months. You understand and agree that the amount of fee you receive includes all taxes, including, but not limited to, personal income tax and VAT. Also, you shall solely bear the relevant transfer charge (if any), and Insta360 will pay you the fee after deducting the relevant transfer charge.

(4) In the case of campaign promotion, Insta360 will provide you with campaign details one (1) week in advance.

(5) In case your camera(s) and/or accessory(ies) branded Insta360 (“Products”) is damaged without the reason of quality defect, Insta360 is not obligated to provide free maintenance services.

(6) Insta360 may contact you based on the contact information you provided on the Rising Talents Program page.

(7) Insta360 may further sign a contract with you based on mutual consensus. In case of any conflict between such contract terms and these T&Cs, the terms of such contract shall prevail. For more information regarding how we collect, process, and protect your contact information and other personal data, please refer to Insta360 Privacy Policy.

5.Insta360 Rising Talents Program Requirements:

In principle, we will review and evaluate the first six (6) published Content using Insta360 products on your Platforms. You must follow the following steps and requirements:

(1) For the six (6) short videos/reels posted on Platforms each month using Insta360 Products:

1.You must copy the links from each post into your personal “My Posts” before the last day of each month. Only content submitted to “My Posts” is eligible for review. Any missing links won’t count towards your Total True Views calculation and result in a deduction of your rewards per post.

2.All Content posted shall be your original work only, else your rewards will be withdrawn.

3.Posting the same content to Instagram, YouTube Shorts, and TikTok counts as one piece of content, not three.

4.All Content posted must include the “Making-of” footage or “Behind-the-Scenes”.

5.All Content posted must stay public for at least ninety (90) days.

6.All Content must use @insta360 (Instagram and YouTube Shorts), @insta360_official (TikTok), “#insta360”, and relevant campaign tags in every post.

7.Strictly no view purchasing allowed on all Content.

8.Please keep a copy of your .insv files.

(2) When there's an ongoing campaign, at least one (1) Content posted needs to be campaign-related.

1.Campaign details will be sent to you one (1) week in advance.

If your Content fails to meet any of the evaluation rules listed herein, Insta360 shall be entitled to discount your payment by 30% per content.

1.Not posting six (6) pieces of content per month.

2.Your content is missing "Making-of" or “Behind-the-Scenes".

3.Not tagging Insta360 in each of your posts: @insta360 (Instagram and YouTube Shorts),@insta360_official (TikTok), “#insta360”, and use relevant campaign tags.

Your new rewards (US$) chart per post:

You will no longer be considered a part of the Insta360 Rising Talents Program if:

(1) Not meeting the monthly requirements for Insta360 Rising Talents Program three (3) times (for example, not posting six (6) pieces of content per month, content is missing "Making-of" or “Behind- the-Scenes” or not tagging Insta360 in each of your posts: @insta360 (Instagram and YouTube Shorts),@insta360_official (TikTok), “#insta360”, and use relevant campaign tags.

(2) Posting inappropriate Content that hurts personal, public, company or country wellness (profanity, illegal content, or content that damages the image of Insta360), and violation against the rules in

III. Responsibility.

Insta360 may solely decide if your Content meets the rules and evaluates it at its discretion.

6.Specifications for Content:

Comply with the requirements of all applicable laws and regulations, respect and protect applicable national interests, legitimate rights and interests of citizens, social public order, morality, and authenticity of information. You agree and undertake not to produce, reproduce, post, or disseminate the Content containing the following information:

II. Intellectual Property Rights

1.You represent and warrant that all Content that you post during your participation in the Insta360 Rising Talents Program is all your original content. The intellectual property rights of the Content shall belong to you only.

2.You represent and warrant that you have obtained appropriate permissions from all persons that recognizably appear in the Content (including the real names, nicknames, likenesses, voices, live or recorded performances, autographs, photographs, and biographical information of such third-party individuals) or organization’s (including trademarks, service marks, brands, names, logos, and organizational marks (if any) and any other branding, marketing or promotional assets, supplies, material, etc.), and the owner of any music, images, video, audio, photos, text, or other material embedded within the Content. If your Content contains photographs or digital or video images that depict a child that is under the age of majority in their state of residence, you represent that you have written permission from the minor’s parent or guardian to provide the photo, digital, or video image for commercial use.

3.Your Content might be collected by Insta360 to be featured on the Insta360 Rising Talents webpage. For the Content that you consent to be collected by Insta360, you hereby acknowledge and agree to grant Insta360:

(1) The worldwide, free, non-exclusive, irrevocable, sub-licensable (through multiple layers) right to store, use, publish, reproduce, modify, adapt, distribute, translate, disseminate, publicly perform, publicly display and create derivatives of the Content anywhere (including, but not limited to, all social media and commercial prints);

(2) The right to use the Content for the marketing, advertising, promotion, technical testing, etc., of Insta360 brands, products, and services, and make profits through advertising, subscription, licensing, etc.;

(3) The right to embed the Content into audiovisual content, texts, images, illustrations, photographs, templates, and other content or materials created by Insta360 or its licensors or principals (collectively, “Insta360 Network Materials”).

(4) The right to incorporate part or all of the Content into works, media, and technologies in any form;

(5) The right to use the Content from the secondary creation and published content for commercial or non-commercial purposes;

(6) The right to provide information download, on-demand, data transmission, mobile video services(including, but not limited to, wireless services of SMS, MMS, WAP, IVR, Streaming, 5G, mobile video), and related advertising and promotion services for computer terminals and mobile communication terminals (including, but not limited to, the portable communication equipment, such as cellphones and smart tablet PCs), the handheld digital audio and video equipment, television reception (analog signal receiving equipment, digital signal receiving equipment, digital TV, IPTV, broadcasting equipment with Internet access function, etc.);

(7) The right to authorize the third party to use the Content in the manners described above;

(8) The right to any other exhibition, display, performance, dissemination, distribution, development, or other use of the Content and/or how the Content is presented in 2.1 above.

4.You acknowledge and agree that all content and materials on the Program promotion page or other promotional materials belong to Insta360 and are protected by the copyright laws of relevant countries. You shall not, by any means (including copying, modifying, uploading, posting, transmitting, distributing, licensing, selling and publishing, etc.), use any of the above materials for commercial purposes except with the written permission of Insta360. Insta360 will acquire all rights, ownerships, and interests in and to the derivative works containing the Content that are a part of the Insta360 Network Materials.

5.You represent and warrant your compliance with the terms of these T&Cs. The Content you submit and the submission of the Content will not infringe any lawful rights and interests of any third parties (including but not limited to intellectual property rights, rights of portrait, rights of reputation, rights of privacy, etc.). At the same time, you will comply with all laws, regulations, and provisions applicable to these T&Cs.

III. Responsibility

1.You promise and warrant that you shall strictly comply with all applicable laws and regulations and the relevant provisions of the shooting locations and shall not use Insta360 Products for any illegal or improper purposes.

2.You shall ensure that all activities conducted with Insta360 Products will not damage Insta360's image, fame, or reputation. Otherwise, you shall compensate for all losses of Insta360 arising therefrom.

3.You promise and warrant that you will install and use the product in accordance with the Insta360 product manual and other safety instructions/guidelines (if any), take any shooting or photographing activities in a strict, careful, and safe manner, and bear the liability for personal damage, disease infection, property damage, etc., caused to yourself or any third party during your control and use of Insta360 product.

4.You understand and acknowledge that you are solely liable for the losses caused to you or any third party by any shooting or photographing activities you participate in under these T&Cs, including, but not limited to, (1) negligent death or negligent injury; (2) any damage or liability caused by either party’s fraud or fraudulent misrepresentation; (3) other liability accidents caused by your individual behaviours, and not caused by Insta360 Product quality defects.

5.Insta360 respects and protects your and others’ intellectual property rights, reputation rights, name rights, privacy rights, and other legitimate rights and interests. You agree and promise that you will defend, indemnify and hold harmless Insta360 from all claims, demands, damages, liabilities, losses, costs, and expenses (including reasonable attorney fees) arising out of or related to:

(1) Breach of any representations and warranties made by you under these T&Cs;

(2) Any third-party complaint that the Content you submit or the way the Content is presented or Insta360’s use of the Content infringe, encroach on, or violates the third-party intellectual property rights or other third-party rights;

(3) Any third party suffers personal injury, death, or property damage based on any of your actions or omissions, or complains that any of your actions or omissions violate any laws or regulations.

(4) Any other liabilities which is not caused by the sole reason of Insta360.

6.You understand that any shooting activities have certain personal risks. You promise and warrant that you are in good physical condition and capable of participating in this Program.

IV. Disclaimer

To the extent permitted by applicable laws, Insta360 disclaims all warranties of any kind, express or implied.

To the maximum extent permitted by applicable laws, you expressly acknowledge and agree that your participation in this Program is solely at your own risk and responsibility. In no event shall Insta360 be liable for any incidental, special, consequential, or punitive damages (including, but not limited to, lost revenue, lost profits, lost opportunities, and incidental damages suffered by you as a result of your participation in this Program), whether arising out of or in connection with these T&Cs or Insta360, even if Insta360 has been advised of the possibility of such damages.

V. Miscellaneous

These T&Cs will be governed and construed by the laws of the People’s Republic of China. Any legal action or proceeding arising under these T&Cs will be brought exclusively to the competent courts located in the Bao’an District of Shenzhen.

If any provision of these T&Cs is held to be unenforceable or invalid by a court of competent jurisdiction, such provision will be enforced to the maximum extent possible, and the other provisions will remain in full force and effect.

Insta360 reserves the right to adjust these T&Cs to a reasonable extent in accordance with similar activities or standard practices in relation to this Program. If such adjustment causes material impacts on your lawful rights or material deduction of our obligations or responsibilities, we will notify you by appropriate means. Please review these T&Cs periodically to ensure that you are well aware of the above adjustments. If you continue to participate in this Program or use the relevant website after the adjustment of these T&Cs, it is deemed that you have accepted and are bound by the adjusted T&Cs.