Company	:	Clearfield Communications LLC
Corporate Address	:	800 N. King St, Suite 302 #2047, Wilmington, DE 19801
Offering Minimum	:	$124,000.00
Offering Maximum	:	$124,000.00
Minimum Investment Amount (per investor)	:	$500.00

Terms

Offering Type	:	Convertible Promissory Notes
Type of Equity Converted Into	:	Class B
Conversion Trigger	:	$1,500,000.00
Maturity Date	:	January 15, 2027
Valuation Cap	:	$30,000,000.00
Discount Rate	:	20.0%
Annual Interest Rate	:	10.0%

What is a Convertible Note?

A convertible note offers you the right to receive Class B in Clearfield Communications LLC. The amount of Class B you will receive in the future will be determined at the next equity round in which the Company raises at least $1,500,000.00 in a qualified equity financing. The highest conversion price per security is set based on a $30,000,000.00 Valuation Cap or if less, then you will receive a 20.0% discount on the price the new investors are paying. You also receive 10.0% 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 Class B 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).

The Holder may, at its option, at any time and upon written notice to the Company,convert all of the principal and accrued but unpaid interest then due on this Note class B units at a conversion price (“Conversion Price”) equal to the lesser of (i) the price per unit based on a pre money valuation of the Company (the “Conversion Valuation”) on a fully-diluted basis (as of immediately prior to the Qualified Financing, Public Offering, or a Corporate Transaction that represents a change in control). The Conversion Valuation shall be as follows:

(b) 20% discount on the pre-money valuation of the subsequent round of fundraising; a“Qualified Financing”

(c) 20% discount on any public offering

(d) 20% discount on a takeover or change of control: a “Corporate transaction”

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

Investment Incentives & Bonuses*

Loyalty Bonus: Previous investors of TrueGreen Global are eligible for an additional 25% bonus interest.

Time-Based Perks

Early Bird 1: Invest $1,000+ within the first 2 weeks | 5% bonus interest

Early Bird 2: Invest $5,000+ within the first 2 weeks | 10% bonus interest

Early Bird 3: Invest $10,000+ within the first 2 weeks | 15% bonus interest

Early Bird 4: Invest $20,000+ within the first 2 weeks | 20% bonus interest

Early Bird 5: Invest $50,000+ within the first 2 weeks | 25% bonus interest

Mid-Campaign Perks (Flash Perks)

Flash Perk 1: Invest $2,500+ between day 35 - 40 and receive 10% bonus interest

Flash Perk 2: Invest $2,500+ between day 60 - 65 and receive 10% bonus interest

Amount-Based Perks

$500+ | Savvy Starter

Invest $500+ & gain exclusive access to digital supply-chain resources + online seminar with our tech team.

$1,000+ | System Innovator

Invest $1,000+ & receive all prior perks plus a digital copy of our innovation roadmap for upcoming features.

$5,000+ | Chain Integrator

Invest $5,000+ and enjoy 5% bonus interest, with first access to beta features and invitations to industry webinars.

$10,000+ | Future Builder

Invest $10,000+ and get 8% bonus interest + a VIP digital meet-up with TrueGreen execs to discuss advanced market trends.

$25,000+ | Global Disruptor

Invest $25,000+ for 15% bonus interest, and personal invitations to exclusive industry conferences (Travel not included).

$50,000+ | Visionary Leader

Invest $50,000+ and gain 20% bonus interest + opportunity for a personal advisory session with our CEO.

*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

Clearfield Communications LLC D/B/A TrueGreen Global 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 11% instead of 10%.

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 and the Loyalty Bonus in addition to the aforementioned bonus.

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