XChange Ventures, LLC Sample Contracts

ESCROW AGREEMENT
Escrow Agreement • August 13th, 2026 • XChange Ventures, LLC • Investors, nec • New York

This Escrow Agreement (this “Agreement”), effective as of the effective date set forth on the signature page hereto (“Effective Date”), is entered into by the following:

CONSULTING AND PLATFORM SERVICES AGREEMENT
Consulting and Platform Services Agreement • August 13th, 2026 • XChange Ventures, LLC • Investors, nec • New York

THIS CONSULTING AND PLATFORM SERVICES AGREEMENT (this “Agreement”) is made as of July 21, 2026, by and among XChange Place Digital LLC, a Delaware limited liability company (the “Consultant”) and XChange Ventures, LLC, a Delaware limited liability company (the “Company”).

LIMITED LIABILITY COMPANY OPERATING AGREEMENT OF XCHANGE VENTURES, LLC ___, 2026
Limited Liability Company Operating Agreement • August 13th, 2026 • XChange Ventures, LLC • Investors, nec • Delaware

This Limited Liability Company Operating Agreement (this “Agreement”) of XChange Ventures, LLC, a Delaware limited liability company (the “Company”), is dated as of August 12, 2026, and is entered into by and between Xchange Place Digital LLC, as its sole initial Member (the “Initial Member”) and the Company through its undersigned authorized representative (the “Manager”).

Broker-Dealer Engagement Agreement – Reg A+ Tier 2
Broker-Dealer Engagement Agreement • August 13th, 2026 • XChange Ventures, LLC • Investors, nec

This agreement (together with exhibits and schedules, the “Agreement”) is entered into by and between XChange Ventures, LLC (“Client”), a Delaware series limited liability company, and Andes Capital Group LLC, an Illinois limited liability company (“Andes”) a FINRA registered Broker Dealer in all 50 states and Puerto Rico. Client and Andes agree to be bound by the terms of this Agreement, effective as of July 21, 2026 (the “Effective Date”):