LIMITED LIABILITY COMPANY AGREEMENT OF OTIS GALLERY LLCLimited Liability Company Agreement • February 20th, 2019 • Otis Gallery LLC • Delaware
This LIMITED LIABILITY COMPANY AGREEMENT OF OTIS GALLERY LLC (this “Agreement”) is dated as of February 1, 2019. Capitalized terms used herein without definition shall have the respective meanings ascribed to them in Section 1.01.
ContractOtis Gallery LLC • February 20th, 2019 • New York
THIS NOTE HAS NOT BEEN REGISTERED FOR SALE UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR ANY OTHER APPLICABLE SECURITIES LAWS. THIS NOTE MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED OR HYPOTHECATED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT AS TO THE SECURITIES UNDER SAID ACT OR OTHER APPLICABLE SECURITIES LAWS OR, IN THE ABSENCE THEREOF, AN OPINION OF COUNSEL IN FORM, SUBSTANCE AND SCOPE CUSTOMARY FOR OPINIONS OF COUNSEL IN COMPARABLE TRANSACTIONS, THAT REGISTRATION IS NOT REQUIRED UNDER SAID ACT, OR UNLESS SOLD PURSUANT TO RULE 144 UNDER SAID ACT. THIS NOTE IS SUBJECT TO THE TRANSFER RESTRICTIONS SET FORTH HEREIN.
SOLICITATION AGREEMENT Private Debt, Equity, and Hybrid SecuritiesSolicitation Agreement • February 20th, 2019 • Otis Gallery LLC • Delaware
THIS AGREEMENT is entered into as of 2/13/2019 by and among Otis Gallery LLC, having a principal address at 335 Madison Ave, 3rd Floor - New York, NY 10017 (the “Company”), North Capital Private Securities Corporation (“NCPS”) regarding the solicitation by NCPS of qualified investors for private debt, equity, or hybrid securities issued by the Company (the “Offering”) on the terms and subject to the conditions contained herein.
PURCHASE AND SALE AGREEMENTPurchase and Sale Agreement • February 20th, 2019 • Otis Gallery LLC • New York
THIS PURCHASE AND SALE AGREEMENT (this “Agreement”) is made and entered into as of this 19th day of February, 2019, by and between (i) Series #KW, a Series of Otis Gallery LLC, a Delaware series limited liability company (“Purchaser”), and (ii) Otis Wealth, Inc., a Delaware corporation (“Seller”).
ASSET MANAGEMENT AGREEMENT SERIES #KWAsset Management Agreement • February 20th, 2019 • Otis Gallery LLC • Delaware
This ASSET MANAGEMENT AGREEMENT (this “Agreement”), dated as of February 19, 2019, is entered into between Otis Wealth, Inc., a corporation organized under the laws of the State of Delaware (the “Asset Manager”), and Series #KW, a Series of Otis Gallery LLC (the “Series”).
Series #KW, a Series of Otis Gallery LLCOtis Gallery LLC • February 20th, 2019
Capitalized terms used but not defined herein have the meanings assigned to such terms in the Limited Liability Company Agreement of Otis Gallery LLC, as in effect as of the effective date set forth below (the “Operating Agreement”). References to Sections and Articles set forth herein are references to Sections and Articles of the Operating Agreement.
