December 28, 2022 SEVENTH AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF RSE COLLECTION, LLCLimited Liability Company Agreement • February 17th, 2023 • RSE Collection, LLC • Retail-auto dealers & gasoline stations • Delaware
This SEVENTH AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF RSE COLLECTION, LLC, (this Agreement) is dated as of December 28, 2022. Capitalized terms used herein without definition shall have the respective meanings ascribed thereto in Section 1.1.
ASSETS PURCHASE AGREEMENTAssets Purchase Agreement • February 17th, 2023 • RSE Collection, LLC • Retail-auto dealers & gasoline stations • New York
WHEREAS, Buyer intends (a) to contribute the Assets to a series of Buyer (the “Series”); and (b) to offer to the public ownership interests in the Series (“Series Interests”) in an offering (the “Offering”) exempt from registration under the Securities Act of 1933, as amended (the “Act”), pursuant to Tier 2 of Regulation A, as amended, promulgated thereunder (“Regulation A”).
ASSET PURCHASE AGREEMENTAsset Purchase Agreement • February 17th, 2023 • RSE Collection, LLC • Retail-auto dealers & gasoline stations • New York
WHEREAS, Seller has good and valid title to the asset described on Schedule A hereto (the “Asset”), free and clear of all encumbrances, and wishes to sell and assign the Asset to Buyer, and Buyer wishes to purchase the Asset from Seller; and
