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

Voting Rights of Securities Sold in this Offering

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.

Investment Incentives*

Time Based

Friends and family

Invest in the first 72 hours and receive 15% bonus shares

Super early bird

Invest in the next 72 hours and receive 10% bonus shares

Early bird

Invest in next 7 days and receive 5% bonus shares

Amount Based

$250+ Tier

• All shareholders get additional discounts at all our stores and faster and cheaper shipping options. Shareholders will get special pricing on all our stores, with 5 to 15% off our already low regular prices. They will also get free shipping on orders over $30 on all our stores (normally $50 - $99 depending on the store) and 30% discount on all expedited shipping. In addition, they will get access to exclusive shareholder deals and discounts, which will be sent out monthly by email. The discounted prices will normally stack with our other promotions to enable our shareholders to get double discounts. 

$2,500+ Tier

• Invest $2,500 and receive 15% bonus shares 

$5,000+ Tier

• Invest $5,000 and receive 20% bonus shares

$10,000+ Tier

• Invest $10,000 and receive 20% bonus shares + $500 in free products each year as long as the original purchaser still owns all the stock

*All perks occur when offering is complete.

The 10% StartEngine Owners' Bonus

Online Stores, Inc. 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 $2.50 / share, you will receive 10 additional shares of Common Stock, meaning you'll own 110 shares for $250. 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 cancelled or fail.

Investors will only receive a single bonus, which will be the highest bonus rate they are eligible for.