Voting Rights of Securities Sold in this Offering

Voting Proxy. 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 and Bonuses*

Time-Based

Friends and Family Early Birds

Invest within the first 7 days and receive an additional 15% bonus shares.

Super Early Bird Bonus

Invest within the next 7 days and receive an additional 10% bonus shares.

Early Bird Bonus

Invest within the next 3 days and receive an additional 5% bonus shares.

Amount-Based Perks:

Tier 1

$117-249

TruSo Badge + Wall of Fame placement

Deciding to invest $117-249 in the TruSo Community will grant you an exclusive TruSo Social badge and guarantee your place on the TruSo Wall of Fame. Show it, post it... brag a little!

Tier 2

$250-799

TruSo Badge + TruBlue Wristband

You're moving on up! Deciding to invest $250-799 in the TruSo Community will grant you two exclusive gifts; TruSo Badge and TruBlue Wristband. Whether you post it or wear it, we're certain you'll create the ultimate FOMO!

Tier 3

$800-1,199

3X bundle; TruSo Badge, TruBlue Wristband, TruSo T-Shirt

You believe in us, don't you?! Deciding to invest $800-1,199 in the TruSo Community will grant you what we call the "3X Bundle," which includes three exclusive gifts; TruSo Badge, TruBlue Wristband, and TruSo T-Shirt. We'll call you the G.O.A.T.!

Tier 4

$1,200-4,999

ALL OF THE ABOVE + TruSo Celebrity Shoutout

Told you! You for sure don't need 1 million followers to be an Influencer with TruSo. Deciding to invest $1,200-4,999 in the TruSo Community will grant you all of the above, plus a TruSo Celebrity Shoutout. We're ok with you making your friends jealous!

Tier 5

$5000+

ALL OF THE ABOVE + Ultimate TruSo Influencer Box + BONUS!

Need anything else? Deciding to invest $5,000+ in the TruSo Community will grant you all of the above, plus the Ultimate TruSo Influencer Box which includes, the USA Olympian, Miki Barber, inspired TruSo Track Jacket, TruSo Tumbler, PLUS 30% Affiliate Revenue!

*All perks occur when the offering is completed.

The 10% StartEngine Owners' Bonus

TruSo 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 $1.95 / share, you will receive 110 shares of Common Stock, meaning you'll own 110 shares for $195. 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 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 only receive a single bonus, which will be the highest bonus rate they are eligible for.