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.

*Maximum number of shares offered subject to adjustment for bonus shares. See Bonus info below.

Early Bird

Friends and Family - First 72 hours | 15% bonus shares

Super Early Bird - Next 72 hours | 10% bonus

Early Bird Bonus - Next 7 days | 5% bonus shares

Volume

Tier 1 perk - $265 - Heavenly Hawaiian Exclusive Investor Mug

Tier 2 perk - $750 - Heavenly Hawaiian Exclusive Investor T-shirt + Previous Tier

Tier 3 perk - $2,500 - 8 oz of Heavenly Hawaiian 100% Kona Coffee + Previous Tiers

Tier 4 perk - $5,000 - 4 oz of Heavenly Hawaiian Rare Geisha Coffee (1st Place in the 2022 Hawaii Coffee Association Cupping Competition + 1st Place in the 2021 Kona Coffee Cupping Competition) + Previous Tiers

Tier 5 perk - $10,000 - Three-month paid subscription to the Heavenly Hawaiian Coffee Club and one Sweet Sampler pack. 1 lb of 100% Kona coffee will be shipped to you monthly + Previous Tiers

Tier 6 perk - $25,000 - 1% Bonus Shares and a virtual Brew Class with our top coffee experts. You will receive a pack of our specialty coffee samples and brewing hardware for this exclusive class + Previous Tiers

Tier 7 perk - $50,000 - Create your own Heavenly Hawaiian Roast - You will collaborate with our top coffee experts and roasters to create and name your own roast which will be sold as a limited-edition coffee in our on-site shop + Previous Tiers

Tier 8 perk - $100,0000 - The Ultimate Coffee Farm Experience, 3 days in Kona, Hawaii — stay in our Founders’ private, guest ohana overlooking the Kona Coast. You will get private tours of the Heavenly Hawaiian estate, participate in all our experience offerings including a roasting class, meet with the field crew and farm managers, and enjoy an oceanside dinner with executive management + Previous Tiers

*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.

The 10% StartEngine Owners' Bonus

Heavenly Hawaiian will offer 10% additional bonus shares for all investments that are committed by investors that are eligible for the StartEngine Crowdfunding Inc. OWNer's bonus.

This means eligible StartEngine shareholders will receive a 10% bonus for any shares they purchase in this offering. For example, if you buy 100 shares of Common Stock at $2.12 / share, you will receive 110 shares of Common Stock, meaning you'll own 110 shares for $212. Fractional shares will not be distributed and share bonuses will be determined by rounding down to the nearest whole share.

This 10% Bonus 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 time of offering elapsed (if any).