Company	:	Cape Cod'r Inc.
Corporate Address	:	25 Vinton Street, Apt 1, Boston, MA 02127
Offering Minimum	:	$124,000.00
Offering Maximum	:	$1,235,000.00
Minimum Investment Amount (per investor)	:	$500.00

Terms

Offering Type	:	Convertible Promissory Notes
Type of Equity Converted Into	:	Common Stock
Conversion Trigger	:	$1,000,000.00
Maturity Date	:	January 07, 2027
Valuation Cap	:	$6,000,000.00
Discount Rate	:	20.0%
Annual Interest Rate	:	8.0%

What is a Convertible Note?

A convertible note offers you the right to receive Common Stock in Cape Cod'r Inc.. The amount of Common Stock you will receive in the future will be determined at the next equity round in which the Company raises at least $1,000,000.00 in a qualified equity financing. The highest conversion price per security is set based on a $6,000,000.00 Valuation Cap or if less, then you will receive a 20.0% discount on the price the new investors are paying. You also receive 8.0% interest per year added to your investment. When the maturity date is reached, if the note has not converted then you are entitled to receive Common Stock equal to your investment and interest back at a price per security determined by dividing the Valuation Cap by the aggregate number of outstanding equity securities of the Company as of immediately prior (on a fully diluted basis).

Voting Rights of Securities Sold in this Offering

Voting Proxy. Each Subscriber shall appoint the Chief Executive Officer of the Company (the “CEO”), or his or her successor, as the Subscriber’s true and lawful proxy and attorney, with the power to act alone and with full power of substitution, to, consistent with this instrument and on behalf of the Subscriber, (i) vote all Securities, (ii) give and receive notices and communications, (iii) execute any instrument or document that the CEO determines is necessary or appropriate in the exercise of its authority under this instrument, and (iv) take all actions necessary or appropriate in the judgment of the CEO for the accomplishment of the foregoing. The proxy and power granted by the Subscriber pursuant to this Section are coupled with an interest. Such proxy and power will be irrevocable. The proxy and power, so long as the Subscriber is an individual, will survive the death, incompetency and disability of the Subscriber and, so long as the Subscriber is an entity, will survive the merger or reorganization of the Subscriber or any other entity holding the Securities. However, the Proxy will terminate upon the closing of a firm-commitment underwritten public offering pursuant to an effective registration statement under the Securities Act of 1933 covering the offer and sale of Common Stock or the effectiveness of a registration statement under the Securities Exchange Act of 1934 covering the Common Stock.

Alcohol Beverage Wholesale or Retailer Licenses Notice

Holders of alcohol beverage wholesale or retailer licenses, and their employees, are prohibited from participating in this investment. By participating in this offering you confirm that you are not a wholesale or retail licensee nor are you employed by such a license.

*Maximum interest rate offered subject to adjustment for increase in the annual interest rate. See info below.

Time-Based Perks

Early Bird 1 - Invest $1,000 within the first 2 weeks and receive 2 Free Variety Packs + Cod’r Hat + One entry into a raffle for a Newport Cruise for two + 5% increase in the annual interest rate.

Disclaimer: Must be 21+ to enter the raffle. The cruise must be booked between 06/01–08/30. Travel and lodging costs are not included. The winner will be randomly selected at the close of the campaign.

Early Bird 2 - Invest $5,000 within the first 2 weeks and receive 2 Free Variety Packs + Cod’r Hat + A confirmed Newport Cruise for two + 10% increase in the annual interest rate.

Disclaimer: Must be 21+. The cruise must be booked between 06/01–08/30. Travel and lodging costs are not included. The Cod’r team will assist in coordinating with the cruise partner.

Early Bird 3 - Invest $10,000 within the first 2 weeks and receive 2 Free Variety Packs + Cod’r Hat + confirmed Newport Cruise and dinner for two (valued at $300) + 15% increase in the annual interest rate.

Disclaimer: Must be 21+. The cruise must be booked between 06/01–08/30. Travel and lodging costs are not included. Dinner reimbursement will be sent via Venmo, and recipients are responsible for booking the reservation. The Cod’r team will assist in coordinating with the cruise partner.

Early Bird 4 - Invest $25,000 within the first 2 weeks and receive 2 Free Variety Packs + Cod’r Hat + Custom Cape Cod’r Beach Chair + Private Charter + 20% increase in the annual interest rate.

Disclaimer: Must be 21+. The private charter must be booked between 06/01–08/30. Travel and lodging costs are not included. The Cod’r team will assist in coordinating with the private charter partner.

Early Bird 5 - Invest $50,000 within the first 2 weeks and receive 2 Free Variety Packs + Cod’r Hat + Custom Cape Cod’r Beach Chair + Private Charter + 1 Night Hotel Stay + 25% increase in the annual interest rate.

Disclaimer: Must be 21+. The private charter must be booked between 06/01–08/30. Travel costs are not included. The hotel will be booked by the Cod’r team, and they will reach out to coordinate reservation details.

Amount-Based Perks

Tier 1: Invest $1,000+ and receive a 4% increase in the annual interest rate.

Tier 2: Invest $5,000+ and receive an 8% increase in the annual interest rate.

Tier 3: Invest $10,000+ and receive a 10% increase in the annual interest rate.

Tier 4: Invest $25,000+ and receive a 12% increase in the annual interest rate.

Tier 5: Invest $50,000+ and receive a 15% increase in the annual interest rate.

The 10% StartEngine Venture Club Bonus

Cape Cod’r will offer 10% additional increase in the annual interest rate for all investments that are committed by investors that are eligible for the StartEngine Venture Club bonus.

Eligible StartEngine shareholders will receive a 10% increase in the annual interest rate on their Convertible Note in this Offering.

This 10% increase is only valid during the investors eligibility period. Investors eligible for this bonus will also have priority if they are on a waitlist to invest and the company surpasses its maximum funding goal. They will have the first opportunity to invest should room in the offering become available if prior investments are canceled or fail.

Investors will receive the highest single bonus they are eligible for among the bonuses based on the amount invested and the time of offering elapsed (if any). Eligible investors will also receive the Venture Club Bonus and the Loyalty Bonus in addition to the aforementioned bonus.

*In order to receive perks from an investment, one must submit a single investment in the same offering that meets the minimum perk requirement. Bonus shares from perks will not be granted if an investor submits multiple investments that, when combined, meet the perk requirement. All perks occur when the offering is completed.

Crowdfunding investments made through a self-directed IRA cannot receive non-bonus share perks due to tax laws. The Internal Revenue Service (IRS) prohibits self-dealing transactions in which the investor receives an immediate, personal financial gain on investments owned by their retirement account. As a result, an investor must refuse those non-bonus share perks because they would be receiving a benefit from their IRA account.

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