1.9 THE STAKESHARE GOVERNANCE TOKEN (PSS)

The PRODUCTSHARE (PS) StakeShare (PSS) is designed to be the governance and value accrual token for the entire PS Ecosystem and suite of brands and products. The primary objective of the PSS token is to pave the path to complete decentralization of the PS Platform and its two underlying Protocols: Product-sharing and Product-staking.

1.9.1 THE PRODUCTSHARE DECENTRALIZED AUTONOMOUS ORGANIZATION (PS DAO) GOVERNANCE MODEL

The process of decentralization will begin with transforming the PS Marketplace to be community-owned according to the equal distribution of the PSS supply amongst the three Stakeholder groups as defined in this paper. The Shareholders of PRODUCTSHARE Inc. Public Benefit Corporation (PS PBC) will retain one third of the voting power with the remaining voting power equally distributed among the PS Customers Community and the Charitable Organizations Stakeholder group members. This will effectively achieve a majority (2/3rds) ownership by the Stakeholders who are independent of the centralized PS PBC and thus will ensure that future operations of the PS Platform are truly decentralized and Community-Governed.

The first phase of the progressive decentralization of the PS Platform will begin with the Initial Decentralized Offering (IDO) of the PSS Tokens on 2/22/22. Upon the start date of the IDO the total supply of <S 333,333,333 PSS will be minted and locked into three smart contracts dedicated to distributing these tokens to the three Stakeholder groups as defined in this paper and according to a community-approved set of rules for PSS tokens emissions and token amounts and their release schedule.

From the <S 111,111,111 PSS allocated to the Customer Community, <S 66,666,666 PSS will be sold in exchange for ShareCash to the public during the IDO while the remaining <S 55,555,555 PSS will be emitted over time via the community-governed smart contract to platform users as incentive for participating in ProductSharing and ProductStaking protocols. PSS Tokens allocated to the Charitable Causes Stakeholder Group will be locked into a smart contract that allows all Stakeholders to vote on granting them to specific Non-profit initiatives and organizations based on proposals that may be introduced by any individual member of the Customer Community or the Co-Creator Collective Stakeholder groups.

PSS tokens allocated to the Co-Creators Collective members will be distributed immediately to the Shareholders of the PRODUCTSHARE Inc. Public Benefit Corporation (PS PBC) and locked into a 3 year vesting period via smart contract to ensure that these tokens cannot be sold or transferred. This will also ensure that the Co-creator Collective members retain at least 1/3rd of the voting power until the process of decentralization is fully completed and is successful. These tokens will be released to all Shareholders of PS PBC which includes Founders, Employees, Advisors and Investors according to their pro-rata ownership in PS PBC over a 36 month period to ensure each can sustainably benefit from the abundance generated by the PS platform. As the value of PSS grows, they will also continue to have an increasing incentive to further expand and maintain the PS Ecosystem.

The PS PBC will oversee the release and development of the PS platform protocols and safeguarding of certain intangible assets pertaining to the project, such as trademarks and copyrights. This will remain until the community is established enough to maintain these protocols in a completely decentralized manner and the PS Platform can be governed and operated entirely as the PRODUCTSHARE Decentralized Autonomous Organization (PS DAO)[1]. PS PBC will continue to be the primary service provider contracted by PS DAO to maintain the PS Platform and serve the PSS holders, who are the beneficiaries of the PS Platform and govern how it operates. PSS holders will be able to create and vote on proposals to govern the two underlying protocols, ProductSharing and ProductStaking.

This may include: selection and pricing of new products, voting on certain economic parameters such as retail pricing of products, cashback percentage rates on a per product basis as well as amounts of PSS incentives and emission rates of the undistributed PSS tokens that are still locked by smart contracts.

The PSS holders will also vote on entering new strategic partnerships as well as which Charitable Organizations or Initiatives will receive grants and the amount and frequency of such charitable investments or contributions.