Company	:	Look Sharp Labs, Inc.
Corporate Address	:	8280 Clairemont Mesa Blvd, Suite 112, San Diego, CA 92105
Offering Minimum	:	$15,000.00
Offering Maximum	:	$1,235,000.00
Minimum Investment Amount (per investor)	:	$200.00

Terms

Offering Type	:	Convertible Promissory Notes
Type of Equity Converted Into	:	Common Stock
Conversion Trigger	:	$5,000,000.00
Maturity Date	:	March 27, 2026
Valuation Cap	:	$15,000,000.00
Discount Rate	:	15.0%
Annual Interest Rate	:	5.0%

What is a Convertible Note?

A convertible note offers you the right to receive Common Stock in Look Sharp Labs, 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 $5,000,000.00 in a qualified equity financing. The highest conversion price per security is set based on a $15,000,000.00 Valuation Cap or if less, then you will receive a 15.0% discount on the price the new investors are paying. You also receive 5.0% 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).

*Annual Interest Rate subject to adjustment of 10% bonus for StartEngine shareholders. See 10% Bonus below.

Investment Incentives and Bonuses*

Loyalty Bonus

As you are an existing investor, friend, family, or Beta tester, you are eligible for an additional 10% increase in the annual interest rate.

Testing the Waters Reservations Page Bonus

All Reservations Holders in the Testing the Waters Page will receive 5% increase in the annual interest rate.

Time-Based Perks

Extreme Early Bird - Invest in the first week and receive 20% increase in the annual interest rate.

Super Early Bird - Invest in the first two weeks and receive 15% increase in the annual interest rate.

Early Bird - Invest in the first three weeks and receive 10% increase in the annual interest rate.

Flash Perk - Invest $1,000+ between Day 45-52 and receive 10% increase in the annual interest rate.

Amount-Based Perks

Tier 1 Perk — Invest $500+ and receive 6 months premium, 5 invites to PlusMusic.

Tier 2 Perk — Invest $1,000+ and receive 1 year premium, 5 invites to PlusMusic, exclusive T-shirt + 5% increase in the annual interest rate.

Tier 3 Perk — Invest $5,000+ and receive 1 year premium, 5 invites to PlusMusic, exclusive T-shirt, + 7% increase in the annual interest rate.

Tier 4 Perk — Invest $10,000+ and receive 1 year premium, 5 invites to PlusMusic, exclusive T-shirt + 10% increase in the annual interest rate.

Tier 5 Perk — Invest $25,000+ and receive 1 year premium, 10 invites to PlusMusic, exclusive T-shirt + 15% increase in the annual interest rate.

Tier 6 Perk — Invest $50,000+ and receive 1-Lifetime Diamond club membership, 10 invites to PlusMusic, exclusive T-shirt + 20% increase in the annual interest rate.

*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 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 perks because they would be receiving a benefit from their IRA account.

The 10% StartEngine Venture Club Bonus

Look Sharp Labs, Inc. d/b/a PlusMusic will offer 10% additional bonus interest for all investments that are committed by investors that are eligible for the StartEngine Venture Club.

Eligible StartEngine shareholders will receive a 10% increase in the annual interest rate on Convertible Promissory Notes in this Offering. This means your annual interest rate will be 5.5% instead of 5%.

This 10% Bonus is only valid during the investor's 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). Eligible investors will also receive the Venture Club bonus, the Loyalty Bonus, and the Testing the Waters Reservation in addition to the aforementioned bonus.

Voting Rights of Securities Sold in this Offering

Voting Proxy. Should the convertible promissory notes sold in this offering convert into shares of Common Stock, 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.

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