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.
*Maximum Number of Shares Offered subject to adjustment for bonus shares. See Bonus info below.
Investment Incentives and Bonuses*
Time Based:
Super Duper Early Bird
Invest within the first 6 days and receive 20% bonus shares
Super Early Bird
Invest within the next 72h and receive 15% bonus shares
Early Bird
Invest within the next 7 days and receive 10% bonus shares
Amount Based:
The Welcome Tier - $200+
Annual Zoe Pro License: Start using Zoe right away. The license includes access to all software, online training and support.
The Early Access Tier - $500+
All Above Perks+
Early Access to all Zoe new platforms: Be the first to try out iOS and Android today and give your feedback to the Zoe team! Future platforms will include Desktop, Mixed & Augmented Reality.
Invitation to Investor Community Group ( Slack, FB or Discord, TBD)
The Creator Tier - $1,000+
All Above Perks +
Early Access to the Zoe creator marketplace: Be the first to publish your content on the Zoe Creator Marketplace when it launches and invite your first users to collaborate in our Metaverse.
The Ambassador Tier - $5,000+
All Above Perks +
Invitation to exclusive virtual investor event.
Your name engraved in the marketplace as a Zoe Ambassador
The Virtual Reality Tier - $10,000+
All Above Perks +
A Zoe VR kit which includes an Annual Zoe license and a VR headset with Zoe pre-installed.
Receive 5% of Bonus Shares
The Sponsor Tier - $25,000+
All Above Perks +
Become a Zoe Content Sponsor which will be featured on the Zoe Marketplace. Your sponsorship will support selected creators within the Zoe community to build an immersive learning experience on the topic of your choice, your name will appear in the credits and you will participate in the decision-making process of who gets the final prize.
Receive 10% of Bonus Shares
The Superhero Tier - $50,000
All Above Perks +
Dinner with the Founders
Lifetime Zoe Licenses
Receive 15% of Bonus Shares
*All perks occur when the offering is completed.
The 10% StartEngine Owners' Bonus
Zoe (Apelab) 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 $0.07 / share, you will receive 110 shares of Common Stock, meaning you'll own 110 shares for $70. 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 canceled or fail.
Investors will only receive a single bonus, which will be the highest bonus rate they are eligible for.
