REFUND AGREEMENT AND GENERAL RELEASE This Refund Agreement And General Release (t he “Agreement”) is made on this 23 day of October 202 0 - (the “Effective Date”), by and between DigiDoc a nd Shoreside Dental DigiDoc and Shoreside are hereinafter sometimes referred to individually as a “Party” and collect ively as the “Parties.” Whereas , Digi D oc is in the business of, among other things, providing marketing campaigns and website dev e lopment to docto rs ; and Shore side Dental signed up for DigiDoc ’ s ser vices Whereas, Shoreside Den tal no longer wishes to use DigiDoc ’ s marketing ser vices and is requesting a refund. Now, Therefore , in consideration of the mutual covenants contained herein and other good and valuable consideration, the receipt and sufficiency of which is hereby acknowl edged, the Parties agree as follows: 1) Refund Payment . Within three ( 3 ) business days following the mutual execution of this Agreement, DigiDoc shall pay Giti Massoudian , owner of Shoreside Dental $9,850 in full and complete settleme nt and satisfaction of any and all disputes or outstanding debits between the Parties including, without limitation the dispute arising from Shoreside Dental ’ s potent ial participation in the Program (the “Refund Payment”). T he Refund P ayment shall be issued via check to Giti Massoudian at 1094 W 7th St, San Pedro, CA 90731 2) Release by the Customer Giti Massoudian and Shoreside Dental , on behalf of themselves, and their respective heirs, estates, administrators, successors and assigns hereby unconditionally releases and forever discharge (i) Zach Rosen and his heirs, estate, administrators, succes sors and assigns, and (ii ) DigiDoc , and its agents, employees, representatives, managers, members, predecessors, successors, parents, subsidiaries, assigns, a nd affiliates, and from any and all claims, causes of action, demands, obligations, liabilities, damages, attorneys’ fees, costs, and expenses of any type and nature whatsoever, whether in law or in equity (individually and collectively “Claim(s)”) whether known or unknown, either existing or that may exist from the beginning of time to the date of this release. 3) No Admission of Liability . This Agreement is being entered into for the purpose of amicably and finally settling the Parties’ dispute with respec t to matters described in the recitals set forth above and nothing herein shall be deemed or construed as an admission of liability by any Party with respect to such dispute or any other matter. This Agreement shall not be used or construed in connection w ith any other suit or other proceeding, either now pending or as may be brought, as an admission or concession of liability or otherwise on the part of any Party hereto. 4) Non - Disparagement Giti Massoudian and Shoreside Dental agree not to disparage DigiDoc in any manner . For the avoidance of doubt, disparagement shall mean disparaging or otherwise making any false or negative statements about the products, services, members, managers, or employees of any Party. G iti Massoudian and Shoreside Dental acknowledges that a breach of this Paragraph 5 wi ll result in irreparable harm which cannot be fully compensated by monetary damages. Accordingly, in addition to any other remedy, which may be available to it/them, DigiD oc shall be entitled to injunctive relief to address any actual or threate ned violation of this Paragraph 5. 5) Representations and Warranties . To induce DigiDoc , to enter into this Agreement, Giti Massoudian and S horeside Dental represents and warrants as follows: a) No statements or representations made by or on behalf of any Party to this Agree ment, except as specifically recited in this Agreement, have influenced, induced, or caused G iti Massoudian and Shoreside Dental to make this settlement or to execute this Agreement. b) This Agreement contains the entire agreement between the Parties as to the settlement of their dis pute, and there are no other written or oral terms or agreements except for those contained in this Agreement. c) Only representations contained in this Agreement, and no others, shall be admissible to establish the execution or inducement of this Agreement. d) G iti Massoudian and Shoreside Dental ha ve read this Agreement in its entirety and have the full legal authority and power to enter into t his Agreement and grant the release set forth in Paragraph 3 above. e) G iti Massoudian and Shoreside Dental has either been represented by and has consulted with counsel of their choice in connection with the negotiation, drafting, and execution of this Agreement or has knowingly waiv ed their right to do so. f) No party other than G iti Massoudian and Shoreside Dental has a claim or right to receive the Refund Payment. g) As of the Effective Date, G iti Massoudian and Shoreside Dental owns all right, title and interest in and to all Claims being released or waived by them pursuant to Paragrap hs 3 above, free and clear of all liens, security interests, encumbrances, rights of subrogation or other third party claims. 6) Mutual Indemnification . Each Party agrees to indemnify, defend and hold any other Party harmless from and against any and all li ability, suits, actions, claims, demands, losses, damages, deficiencies, costs, obligations, and expenses, including without limitation attorneys’ fees and all amounts paid in settlement of any claim, action, or suit, incurred as the result of any breach b y the indemnifying Party of any representation, warranty, agreement or release contained in this Agreement. 7) Confidentiality G iti Massoudian and Shoreside Dental represent s and agree s that he/she will keep the terms of this Refund Agreement and General Release completely confidential. G iti Massoudian and Shoreside Dental further agree s that he/she will not hereafter disclose any information concerning the contents of this Agreement to anyone, specifically including, but by n o means limited to, any past, present, or prospective customer or aff iliate of DigiDoc or to any representative of any media, except for legal and tax advisors who will also be informed of the terms of this confidentiality provision and their obl igations to comply with it. Notwithstanding the foregoing, this Agreement may be disclosed as required by applicable securities or other laws, and introduced as evidence in any action to enforce the terms of this Agreement. 8) Miscellaneous a) This Refund Agr eement and Mutual Release shall be deemed to have been made in the State of Cali fornia and shall be subject to, and governed by, the laws of the State of California , and no doctrine of choice of law shall be used to apply any law other than that of the State o f California . Each party hereby irrevocably consents and submits to exclusive jurisdiction of the State courts sitting in San Diego County, Californi a for all purposes under this Agreement, and waives any defense to the assertion of such jurisdiction based on i nconvenient forum or lack of personal jurisdiction. The Parties also agree to waive any right to jury trial. b) If any court of competent jurisdiction holds any portion of this Agreement void or unenforceable for any reason, such holding shall have no effect upon any other portion of this Agreement, and all other portions of this Agreement shall remain valid and in full force. c) Each Party shall bear and be responsible for all counsel fees and expenses incurred by them in connection with the resolution of the P arties’ dispute including, without limitation, fees and expenses incurred in connection with the preparation of this Agreement. d) The provisions of this Agreement shall survive the execution and delivery of this Agreement and the payment of the Refund Payme nt. e) This Agreement shall be binding upon the Parties hereto and upon their heirs, agents, employees, representatives, officers, shareholder, successors and assigns and shall inure to the benefit of said parties and to their respective heirs, agents, empl oyees, representatives, officers, shareholders, successors and assigns. f) This Agreement may be executed in counterparts, each of which shall be deemed an original and together shall constitute one instrument. Facsimile signatures shall be deemed to be of the same effect as original signatures. In witness whereof , the Parties have caused this agreement to be executed as of the Effective Date. DigiDoc By: ________________________________ Date : ________________________________ Full Name: __________________ Shoreside Dental By: ________________________________ Date : ________________________________ Full Name: __________________