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UPHEAVALTHEWEAVE

The universe at your fingertipsTM

THE NEXT-GENERATION SOCIAL MEDIA EXPERIENCEAND ECOSYSTEM

SECUREDAND PROTECTED BY BLOCKCHAIN

FUELED BY CRYPTOCURRENCY

RUNNING ONTHEWEAVETMBLOCKCHAIN ENVIRONMENT

INVESTOR DECK

CONTENTSCONTENTS3 INTRODUCTION

4 UNDERSTANDING (the) UPHEAVAL

5 THE UPHEAVALAPP

6 THE UPHEAVAL ECOSYSTEM

7 THEWEAVE ENVIRONMENT

8 THE UPHEAVALTOKEN ECONOMY

9 NETWORK EFFECTS: HOLISTIC & EXPANSIVE

10 BUILDINGTHE FUTURE

11 INVESTMENT: A SOLID FOUNDATION FOR GROWTH

12 INVESTMENT: TOKEN BLOCKS

13 INVESTMENT: USE OF FUNDS

14 THETEAM

15 INVESTMENT: COMMUNICATION CHANNELS &SLIDE DISCUSSION

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INTRODUCTION

Upheaval is a next-generation social media experiencethat uses AI (artificial intelligence) to detect objects inthe physical world, and let users easily andautomatically post about them.

The detection experience is amazing and near-magicalfor users, but that’s just the beginning.

In Upheaval, each user,object, location, event, andentity gets its own feed, creating an online universewhere users can share interests, discover new friends,tout their expertise, and engage in new social ways.

The Upheaval ecosystem runs and manages thesoftware infrastructure. It also uses semanticassociations, pattern recognition, and more AI todetermine likely interests and engagement drivers.

To protect Upheaval users and their data, and scaleefficiently to a responsive and global social network,the Upheaval environment runs on a new patent-pending blockchain technology called theWeavetm.

The Upheaval app and ecosystem generate a vibranteconomy, all of which will be fueled using theUpheaval cryptocurrency credit, the UPC.

Our physical world is full of things that interest us... objects, places, events and others... but our daily online experience is largely amanual, separate, individual effort, leaving our two worlds - physical and online - disorganized and unconnected.

Upheaval changes all of that, and more.

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UNDERSTANDING (the) UPHEAVALUpheaval’s next-genera�on social experience merges our physical and onlinelives, and will make today’s social media feel like yesterday’s technology.

There is no exis�ng app experience like Upheaval, social media based or otherwise. For the end-user, thehabit-forming elements of the app and ecosystem will hook them ini�ally, keep them engaged, andprovide social and economic rewards for con�nuing and extending their social ac�vity within theUpheaval ecosystem.

Upheaval is the unique combina�on of our next-genera�on social media app, our research-driven social andeconomic ecosystem infrastructure, plus a groundbreaking scalable and enterprise-ready blockchainenvironment, all interconnected by an integrated and self-perpetua�ng digital token economy that will bringeasy cryptocurrency access to the world.

There are many design pillars that guide us in developing the Upheaval experience; here are a few thatrepresent important elements of our philosophy:

Amazing user experience & design

Our design and development are centeredaround how to make the Upheavalexperience engaging, excep�onal, andtechnologically amazing for users.

Data protec�on, security & integrity

User iden�ty is anonymized throughoutthe Upheaval ecosystem, and only allowsuser informa�on to exist in a separatehigher security federated data repository.

Transparency & traceability of interac�ons

With the Weave environment, eachpar�cipant in Upheaval gets its owndedicated blockchain, providing a collec�onof benefits and capabili�es, including theability to log and trace all interac�ons.

Adver�ser transparency & fraud detec�on

Adver�sers want more clarity and accuracyfor the impressions their content receives, toimprove their return and to more clearlyunderstand the reach of their campaigns.

Upheaval App• Using ar�ficial intelligence (AI), detects objects around you, and

automa�cally creates posts that you can post to Upheaval, andsimultaneously to other social media outlets.

• Lets you discover, connect with, and follow feeds about users, objects,loca�ons, and events.

• Progress through Stages based on engagement, earn badges, and getdynamic no�fica�ons.

Upheaval Ecosystem• Manages all app infrastructure, applies machine learning, Big Data analy�cs,

and seman�c associa�ons / seman�c nearness to deepen user engagement.

• No�fica�ons are based on user pa�erns and associa�ons to deepen the use,engagement, and long term personal investment in Upheaval. Based onhabit-forming research, user reten�on research, and other established work.

Upheaval Environment (the Weave)• Data protec�on for user iden��es and informa�on, unique applica�on of

blockchain for public/private hybrid engagement. Facilitates the digitaleconomy by providing immutable value security (tokens the� is deterred),creates a self-perpetua�ng economy.

• New patent-pending inven�on released with the Upheaval-Weavewhitepaper.

Upheaval Economy• Includes mul�ple revenue streams for Upheaval, and mul�ple economy-

driving features to create an ac�ve and user-shared economic benefits.

• All economic ac�vity, including ads, subscrip�ons, affiliates, and purchases inthe Upheaval Economy must use UPCs (credits) for transac�ons and fees.

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THE UPHEAVALAPP

People are interested in all sorts of things, locations,events... and of course, other people. With Upheaval, userscan engage with the things that interest them, find others

who share their interest, and enhance their onlineexperience with a steady stream of new discoveries.

An app that lets you detect, post, search, and learn about the en�re universe…

The Upheaval app – an app installed on a handheld device that lets users detect objects aroundthem in the physical world, and facilitates pos�ng to mul�ple social media outlets, including Upheaval.The app lets users peruse social feeds based on users, objects, loca�ons and events. The app providesnatural, organized, fluid and intui�ve naviga�on and interac�on with detected objects and other users.

All user interac�ons with the Upheaval ecosystem occur from the Upheaval app.

Detect and interact with the universe

Upheaval's ar�ficial intelligence (AI) can detect nearbyobjects, loca�ons, and events. The app presents detectedobjects, allowing users to select the object of interest, thencreates a social post the user can modify as desired. Users canthen post to the object's feed (and their own), and to otherselected social networks.

Search, filter, and connect with the universe

Search within the Upheaval app is extensive and robust. Filteryour search to object types, loca�ons, or other criteria tonarrow the universe to the world you want to see. Followyour favorite wine, college, city, or event - then see whatothers have said or are saying about them. Post enough, andearn Expert status about an object from its followers.

Organize, view and navigate the universe

The universe can be vast, but your interests don't have to be.Lists in the Upheaval app let you organize your interests,categorize your belongings, or add to your wish list. Heardabout a good movie? Search for its feed, then add it to yourmust-see-movies list. Menus in the Upheaval app make it easyand intui�ve to navigate the universe, so that what you see istailored to your interests and what (or whom) you follow.

Share, discuss, view and engage with the universe

The Upheaval app is a user's portal to en�re the universe ofusers, objects, loca�ons, events, and interests. Find objectsand view their feeds, see what's trending in a distant city, orlearn about events happening during your trip to the coast.Then follow friends or experts who share your interests, fromyour area or distant reaches, and make new friends.

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THE UPHEAVAL ECOSYSTEM

The Upheaval ecosystem – the distributed infrastructure that provides the architecturalbackground for all ac�vi�es that users engage in using the Upheaval app. The Upheaval ecosystemmanages user iden�ty, presenta�on of posts, organiza�on of the object / loca�on / event ontologystructure, registra�on and management of objects, loca�ons, and events, and much more. The Upheavalecosystem also manages the no�fica�ons subsystem, the progression of users through Stages in the app,and all other processing and management subsystems.

…an online ecosystem that tailors (and sells) the universe to you,deep analy�cs that illuminate how that universe behaves…

Dynamic no�fica�ons, stage advancement

Upheaval uses research-driven strategies for a�rac�ng,engaging, and retaining long-term happy users. No�fica�onsleverage research-based fundamentals such as triggers,desired ac�ons, variable rewards and investment, allmeasured extensively. The concept of stages provides a senseof purpose, progress, and socially-visible achievement asusers more deeply engage.

Iden�ty management & security

Manages and maintains iden�ty and security of users, theirdata, their ac�vity, as well as security and privacy se�ngs foren��es and partners that interact with the Upheavalecosystem and the corresponding Weave environment.

Big data analy�cs, and intelligence built-in

Captures, organizes, and maintains extensive and large-scale analy�cs data, metadata, and storage repositories,and the like, that facilitate repor�ng on scanned objectsand user interac�on with them..

Seman�c nearness, pa�ern detec�on, predic�ve analy�cs

Upheaval uses seman�c associa�ons and nearness to createconnec�ons among objects based on ideas, similari�es, pa�erns,and analysis. Seman�c associa�on is mul�-dimensional and worksacross pa�erns in object interest, �me, loca�on, events, andsimilar user interests, to create or detect pa�erns and predic�veanaly�cs that can further engagement, enable partners, andenhance users' experience.

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THE UPHEAVAL ENVIRONMENT

The Weavetm blockchain environment – the Weave is a new and unique blockchain andintegra�on environment that builds on the most promising aspects of blockchain distribu�on, privacy andsecurity – yet achieves them using a unique nearness facility that scales to billions of block events acrossan ever-growing ecosystem of users, en��es, objects, loca�ons, interac�ons, and transac�ons. All whilekeeping block-crea�on resources low, node overhead negligible, valida�on automa�c, and double-spending determinis�cally curtailed.

New concept blockchain, designed for massivetransac�ons and par�cipants

We imagined and then designed the Weave as a blockchainenvironment specifically fashioned for use in a social, mul�-user, mul�-object environment that could scale to billions ofusers and interac�ons.

Each en�ty gets its own blockchain

Rather than a single, monolithic blockchain environment, inthe Weave each par�cipant gets its own blockchain. TheWeave operates by binding those individual blockchainswhenever an interac�on occurs between two or morepar�cipants, such as a user and an object - which occurswhenever a user posts about an object, loca�on, or event.There are many, many advantages to this new, patent-pendingapproach.

Designed for scalability, robustness, and curing over �me

With each interac�on n, the Weave becomes moreinterconnected, or bound. As the Weave environment grows andthose n connec�ons expand by interac�ons, the degrees ofsepara�on shorten, eventually closing any rela�onal gaps of anysignificance, binding each interac�on within the Weave with allothers. Such curing also extends to externally shared blocks,strengthening inter-Weave interac�ons as well.

Manages and maintains crypto value exchange, fraudprotec�ons

All Upheaval tokens have a unique and determinis�c credit ID thatis bestowed upon circula�on. The� of tokens is deterred from acombina�on of the structure of Upheaval credit IDs, the processnecessary for any value transfer from a user wallet, the sharedblocks among involved Weave blockchains, and the creditconfirma�on process applied by the Upheaval ecosystem.

patent-pending new blockchain environment that protects, performs, transacts, standardizes, and regenerates

The Weave is specifically designed to protect users. Its opera�ons provideprivacy and security, for user data and credits, suppress the possibility ofdouble-spending, deter and prevent the� and other would-be bad actors,

all with the underlying tenet that data and credit management aredesigned to protect users, their data, and their credit value.

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THE UPHEAVALTOKEN ECONOMY…and a thriving digital economy that brings cryptocurrencies into everyday use.

Economic ac�vity is inherent, and self-perpetua�ng

Mul�ple revenue streams exist for Upheaval: adver�sementsbased on real-world object interest; affiliate programs enableusers to purchase detected, presented, or visited object feeds,and so on. Subscrip�ons provide analy�cs about partners'objects, such as a bookseller purchasing a subscrip�on to gainanonymized and user-protected insights about how (andwhen) users scan, post, follow, and engage with theirproducts.

Social interest in real-world objects has manyeconomic drivers

With 3 billion people pos�ng to social media, being socialonline is a smashing success. Now add all the things we’reinterested in – and post, learn, interact, tout exper�se, or findnew friends who share interest in those things - andexponen�al growth opportuni�es about. Social selling, A/Bmarke�ng campaigns, social analy�cs, and more, all usingUPCs and engaging in Upheaval’s economic ecosystem.

Mini-computes push cloud compu�ng towarddecentraliza�on

With the Upheaval ecosystem and environment, the concept ofmini-computes are introduced. Users and en��es can earnUpheaval credits for offering unused compute cycles on theirdevices, for use by Upheaval or its partners. The use, applica�on,decentraliza�on and distribu�on of mini-computes globally hasvast and varied use cases, and opportunity.

All par�cipants use UPC as the base currency

All partners, en��es, and adver�sers that engage in the Upheavaleconomy must use Upheaval tokens (UPCs) to place theiradver�sements, sell affiliate goods or services, or purchasesubscrip�ons. Addi�onal applica�ons for commerce-basedac�vity in the Upheaval ecosystem are vast, and will also useUPCs for value exchange transac�ons.

The Upheaval token economy – the social context of users interac�ng with each other, and theobjects, loca�ons, and events that interest them, generates a vibrant economic domain. Users, partners,adver�sers, and the universe of objects (including commercial products with mo�vated producers) willinherently want to create or exchange value, the basis of which will be UPCs. And with such ac�vity, globalcompute requirements will decentralize, offering users and en��es opportunity to par�cipate in fuelingthe economic engine.

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NETWORK EFFECTS: HOLISTIC & EXPANSIVE

& & &Next-genera�on network effects:

( user * user ) + ( user * objects ) + ( user * loca�ons ) + ( user * events )

Current-genera�on network effects:( user * user )

Network effects amplify Upheaval’s opportuni�es – the network effects of Upheaval's app,ecosystem, and environment are significant, in certain cases measurable, and will bring about thedisrup�on of current-genera�on social networks and related technologies.

Size of the market, mobile ads, and their malaise

There are an es�mated 3 billion users worldwide who ac�velyuse social media, many of whom are eager for the next-genera�on alterna�ve offering a more exci�ng, meaningful,engaging experience. Mobile ads globally had a 107% growthrate in the first half of 2018 compared to the first half of 2017.In short, the market is proven, expansive and expanding, andready for a robust next-genera�on alterna�ve.

Our pending patents

The intellectual property, inven�veness, and developmentefforts are protected by two pending patents. The firstprotects social engagement and pos�ng with object (andother types of) detec�on, and making pos�ng andengagement easy. The second covers the Weave and itsshared blocks, reconstruc�on, references to heavy objects,and many other processes inherent to a blockchainenvironment such as the Weave.

Organizing the physical world

Upheaval is organizing and presen�ng the physical world for all ofus to discover, share, explore, and engage. Similar efforts haveoccurred in the recent technology past: just as Google organizedthe Internet for search, and Amazon organized products forpurchase, Upheaval organizes the physical world for us to(socially) engage.

Network effects mul�pliers

Among Upheavals most disrup�ve elements is its network effectmul�pliers. Current-genera�on social media network effects arerealized by users interac�ng with users (users * users). ForUpheaval, the network effect extends to the objects and userswith which users can interact, resul�ng in the following:

(users * users) + (users * objects) + (users * loca�ons) + (users * events)

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BUILDINGTHE FUTURE

Our Roadmap has beencarefully charted, and we’rewell on our way to the futurewe imagine.

We have a clear vision of thatfuture, where engagingUpheaval so�ware andenabling infrastructure letspeople engage with theuniverse around them likenever before.

Upheaval ideavetted, created;patent filed

Define Upheaval globalinfrastructure, UI screens,define interactions andstrategies

Build Upheavalinfrastructure,research and refineuser experiencesand interactions

Alpha version of Upheavalin testing, details of theWeave articulated; secondpatent filed

Beta testers ofUpheaval and theWeave continue,refinements ongoing.

GA release (GeneralAvailability) for Upheaval &the Weave to the world

Refine Upheavalglobal infrastructure,UI screens, defineinteractions andstrategies

Release of v2 of Upheaval,expanded ecosystem andapp capabilities

Release of v3 of Upheaval,further expanded ecosystemand app capabilities

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INVESTMENT:A SOLID FOUNDATION FOR GROWTH

Our vision

We believe that organizing the physical world, and bringing itonline for us all to socially engage, is an amazing, industry-disrup�ng opportunity. The Upheaval experience will enhancepeoples lives for the be�er – with posi�ve interac�ons, newways to share interests, and engaging opportuni�es to findnew interests and make new friends in the process.

Our experience

Upheaval’s founders and advisors comprise a team of well-rounded, industry leaders from all areas necessary to growUpheaval, its ecosystem, and its economy into a globalenterprise. From core technology to corporate finance, frommarke�ng to sociology to regula�on, or from interna�onalmanagement to global support, Upheaval is posi�oned withexperience and advice to grow and thrive.

Our investment

We’ve been working on Upheaval for more than a year and a half,and we’re invested. Literally. In addi�on to pouring personal effortinto developing the ideas, patents, code, and infrastructure forUpheaval, founders have also been funding Upheaval since itsincep�on. Investors who become part of Upheaval’s disrup�on ofsocial media, and our quest for daily cryptocurrency adop�on,have a group of vested partners in Upheaval’s founders.

Our culture

Excep�onal people don’t thrive in sub-standard businesscultures... they leave them. Our founders have been leaders inmany successful businesses and organiza�ons; we understandhow to create a climate of high-performance, high-fulfillment,and shared purpose that enables excep�onal people to doextraordinary things.

The Upheaval Vision statement – we will disrupt the global online social experience, enhancing people'slives with unique products, built by excep�onally talented people crea�ng revolu�onary technology.

To realize our vision and build the future, we’ll leverage the experience of our founders and advisors as acompe��ve advantage. We’ve been leaders in some of the most successful technology companies in theworld, helping deliver their visions and build their success. We understand how startups becomesuccessful, and how they expand into industry-leading global compe�tors.

Upheaval pillars – Our five pillars define how we conduct ourselves,what we believe is most important, and how we define our culture anddeliver our crea�ons.

We maintain integrity and neutrality, and protect the privacy and security ofour users, our partners, and their data.

We a�ract, develop and invest in excep�onal people who inspire others andhave a bias for vision and execu�on.

We cul�vate an open, forward-leaning culture of accountability andempowerment. We take risks and reward innova�on.

We create products that deliver compelling value and addic�ve experiences.

We invite feedback from users and partners, while remaining true to ourvision and values.

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INVESTMENT: TOKEN BLOCKS

Investment Windows and Token Blocks

Tokens will be offered during mul�ple investment windows. Each Token Block has a specific discount,with larger discounts provided for earlier blocks. If Token Block 1 is sold out prior to the end of theinvestment window in which it is offered, Token Block 2 automa�cally becomes available at its discountrate, un�l that investment window closes.

To register for investment in Upheaval tokens, visit h�ps://upheaval.io and go through the steps thatare clearly iden�fied on the website. Know Your Customer (KYC) and An�-Money Laundering (AML)checks are part of the registra�on process. Only Accredited Investors (AI) can par�cipate in the earlytoken block investment windows.

The combined tokens available for sale in all Token Blocks, and all investment windows, willnot exceed our hard cap of 30% of tokens available for sale.

Token Blocks - sales, discounts, and distribu�onToken Block 1 ( 3% )

Token Block 2 ( 6% )

Token Block 3 ( 9% )

Token Blocks( 30% )

Founders / Team( 2.5% - ves�ng applies )

Strategic Adop�on & Engagement( 11.11% - part of reserves )

Reserves( 70% ) Token Block 4 ( 12% )

Reserves ( 70% )

Distribu�on % of total UPCs Discount UPCs allocatedToken Block 1 3% 35% 54 millionToken Block 2 6% 20% 108 millionToken Block 3 9% 15% 162 millionToken Block 4 12% 10% 216 million

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INVESTMENT: USE OF FUNDS

Partnerships, promo�on,marke�ng

( 10 % )

A�ract & retainexcep�onal talent

( 50% )

Excep�onalTalent

Founders ( 7.5% )

Advisors ( 1% )

Legal ( 1% )

Dev infrastructure,compute, datacenter

( 12.5 % )

Opera�ons, overhead,working capital

( 18% )

Upheaval Use of Funds

Use of proceeds % of total proceedsA�ract and retain excep�onal talent 50.0%Opera�ons, overhead, working capital 18.0%Dev infrastructure (+ compute, datacenter) 12.5%Partnerships, promo�on, marke�ng 10.0%Founders (ves�ng applies) 7.5%Advisors (ves�ng applies) 1.0%Legal (+ infringement protec�on), other 1.0%

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THETEAM

Jason ChildCFO, Groupon through IPO,CFO, Amazon.com regions

Mark OlsonVP, USANAGlobal IT & Helpdesk

Sco� C. WhitefordPh.D., Sociology &Posi�ve Psychology

Loren LyonCEO, mul�ple high-techmanufacturers, angel investment

Dale AlberdaArchitect, lead designerof Amazon HQ, Spheres

Russell PageChief Data & Analy�csOffice, General Motors

Barry AllynPrincipal Developer,Microso� Office, C++ IDE

Kevin McCandlishPartner, Bristlecone Advisors,Banking & Finance

Dave RussellLobbyist & policy advisorUS Senate, various roles

Steve WoodworthSales & Marke�ngDocuSign, Smartsheet

Dr. Nicole MorinCommunity building &Social engagement exper�se

Advisors

David IsemingerFounder

Kelly BirrCo-Founder

Greg BoyerCo-Founder

Ionut TulaiCo-Founder

Kirsten IsemingerFounder

Neil TaylorFounder

Founders

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INVESTMENT: COMMUNICATION CHANNELS

THIS SLIDE TO BE COMPLETED:

SOCIAL MEDIA CHANNELS TO WATCHINVITE-ONLY PRIVATE CHANNELS FOR TELEGRAMEMAIL TO COMMUNICATIONS MANAGEROTHER KYC/AML/AI - SPECIFIC CHANNELS

COORDINATED WITH LEEWAYHERTZ & LEGAL COUNSEL