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.
Investment Incentives & Bonuses*
Volume-Based Perks
Level 1 Perk: Invest $350 to get a 5% discount on all purchases for 3 months
Level 2 Perk: Invest $1,000 to get a 7% discount on all purchases for 6 months, and 5% bonus interest rate
Level 3 Perk: Invest $3,500 to get a 10% discount on all purchases for 1 year,10% in bonus interest rate, and Textpro Gold free for 1 year
Level 4 Perk: Invest $10,000 to get a 15% discount on all purchases for 2 years, 15% in bonus interest rate, and Textpro Gold free for 1 year
Level 5 Perk: Invest $30,000 to get a 25% discount on all purchases for 3 years, 20% in bonus interest rate, and Textpro Gold free for 1 year
Level 6 Perk: Invest $50,000 to get a 30% discount on all purchases for 4 years, 25% in bonus interest rate, and Textpro Gold free for 1 year
Level 7 Perk: Invest $100,000 to get a 35% discount on all purchases for 5 years, 30% in bonus interest rate, and Textpro Gold free for 1 year
These discounts will become available following the closing of the offering. Investors will receive coupon codes to redeem these discounts. For travel-related purchases, including airline tickets, we are unable to provide direct discounts due to restrictions in agreements with airline partners. Instead, we will reward users with equivalent value in points that can be applied to future food orders through our platform.
*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
TEXT PRO LLC will offer 10% additional bonus interest for all investments that are committed by investors who are eligible for the StartEngine Crowdfunding, Inc. Venture Club Bonus.
Eligible StartEngine convertible note holders 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 the time of offering elapsed (if any). Eligible investors will also receive the Venture Club bonus in addition to the aforementioned bonus.
