ex1a-15-add-exhb Sample Contracts

Masterworks 031, LLCFORM OF AMENDED AND RESTATED LIMITED LIABILITY COMPANY OPERATING AGREEMENT OF MASTERWORKS 031, LLC (December 14th, 2020)

This Amended and Restated Limited Liability Company Operating Agreement (this “Agreement”) of Masterworks 031, LLC, a Delaware limited liability company (the “Company”), is dated as of August , 2020, and is entered into by Masterworks Gallery, LLC as its sole initial Member (the “Initial Member”).

Masterworks 026, LLCFORM OF ADMINISTRATIVE SERVICES AGREEMENT Dated as of [DATE], 2020 (December 10th, 2020)

This Administrative Services Agreement (this “Agreement”), dated as of the date first set forth above (the “Effective Date”) is entered into by and between Masterworks Administrative Services, LLC, a Delaware limited liability company (the “Administrator”) and Masterworks 026, LLC, a Delaware limited liability company (the “Issuer”) and Masterworks Cayman, SPC, a Cayman Islands segregated portfolio company (“Masterworks Cayman”), on behalf of the [ ] segregated portfolio (the “Portfolio”). Each party hereto may be referred to herein individually as a “Party” and all parties may be referred to collectively as the “Parties.”

Masterworks 026, LLCFORM OF MASTERWORKS INTERCOMPANY AGREEMENT (December 10th, 2020)

This intercompany agreement (“Agreement”) is made effective as of [ ], 2020 (the “Effective Date”) by and between MASTERWORKS.IO, LLC (“IO”), MASTERWORKS GALLERY, LLC (“Masterworks Gallery” and, together with IO, “Masterworks”) and MASTERWORKS 026, LLC, a Delaware limited liability company (the “Company”), and is intended to set forth certain representations, covenants and agreements between Masterworks and the Company with respect to the offering (the “Offering”) for sale by the Company of its Class A ordinary membership interests (referred to herein as the “Shares”) as described in the Company’s Offering Circular dated as of the date of its qualification by the SEC, as amended by any post-qualification amendment (the “Offering Circular”). Capitalized terms used herein and not otherwise defined herein have the meaning ascribed to such terms in the Offering Circular. Masterworks and the Company may be referred to collectively herein as the “Parties”.

Masterworks 026, LLCFORM OF AMENDED AND RESTATED LIMITED LIABILITY COMPANY OPERATING AGREEMENT OF MASTERWORKS 026, LLC (December 10th, 2020)

This Amended and Restated Limited Liability Company Operating Agreement (this “Agreement”) of Masterworks 026, LLC, a Delaware limited liability company (the “Company”), is dated as of , 2020, and is entered into by Masterworks Gallery, LLC as its sole initial Member (the “Initial Member”).

Masterworks 032, LLCART PURCHASE AGREEMENT (December 8th, 2020)

THIS PURCHASE AGREEMENT (“Agreement”) is made and entered into this ___ day of December, 2020 (the “Effective Date”), by and between Art 888 Limited, with an address at 2003, 20/F, Tower 5, China Hong Kong City, 33 Canton Road, TsimShaTsui, Kowloon, Hong Kong (“Seller”), and Masterworks Gallery, LLC, with an address at 497 Broome Street, New York, New York 10013 (“Agent”). Seller is engaged in the business of the purchase and sale of works of art. Seller is acting as agent on behalf of the sole legal and beneficial owner (“Owner”) of the work of art described on Exhibit B attached hereto and incorporated herein by this reference (the “Work”), and has the authority to sell the Work on behalf of Owner. Agent is acting as agent on behalf of Masterworks Cayman SPC, on behalf of its 032 Segregated Portfolio (“Buyer”), and has the authority to buy the Work on behalf of Buyer. Seller, on behalf of Owner, has agreed to sell the Work to Buyer, and Agent, on behalf of Buyer, has agreed to buy th

RAD Diversified REIT, Inc.Contract (November 17th, 2020)
Mystic Holdings Inc./NvTerra Tech Corp. (November 6th, 2020)

Reference is made to that certain Asset Purchase Agreement (the “Agreement”), dated on or about August 19, 2019, between MediFarm I LLC (the “Seller”) and Picksy Reno LLC (the “Purchaser”). Capitalized terms used but not defined herein shall have the meanings ascribed to them in the Agreement.

Hoop Street Center I CorpMANAGEMENT SERVICES AGREEMENT (October 22nd, 2020)

This Management Services Agreement (“Agreement”) is entered into this 21 day of September, 2020 by and between Hoop Street Center I Corporation, an Arizona corporation with a principal place of business at 20715 S 184th Place, Queen Creek, AZ 85142 (“Hoop Street Center I”) and Hoop Street, LLC., an Arizona limited liability company with a principal place of business at 20715 S 184th Place, Queen Creek, AZ 85142 (“Manager”)

Hoop Street Center I CorpSUBSCRIPTION AGREEMENT (October 22nd, 2020)

THIS INVESTMENT INVOLVES A HIGH DEGREE OF RISK. THIS INVESTMENT IS SUITABLE ONLY FOR PERSONS WHO CAN BEAR THE ECONOMIC RISK FOR AN INDEFINITE PERIOD OF TIME AND WHO CAN AFFORD TO LOSE THEIR ENTIRE INVESTMENT. FURTHERMORE, INVESTORS MUST UNDERSTAND THAT SUCH INVESTMENT IS ILLIQUID AND IS EXPECTED TO CONTINUE TO BE ILLIQUID FOR AN INDEFINITE PERIOD OF TIME. NO PUBLIC MARKET EXISTS FOR THE SECURITIES, AND NO PUBLIC MARKET IS EXPECTED TO DEVELOP FOLLOWING THIS OFFERING.

Mystic Holdings Inc./NvTerra Tech Corp. (September 15th, 2020)

Reference is made to that certain Asset Purchase Agreement (the “Agreement”), dated on or about August 19, 2019, between MediFarm I LLC (the “Seller”) and Picksy Reno LLC (the “Purchaser”). Capitalized terms used but not defined herein shall have the meanings ascribed to them in the Agreement.

Mystic Holdings Inc./NvSETTLEMENT AGREEMENT (September 15th, 2020)

This Settlement Agreement is entered into as of July ___, 2020 (the “Effective Date”) (this “Agreement”), among LivFree Wellness, LLC, a Nevada limited liability company (“LivFree”), MM Development Company, Inc., a Nevada corporation, (“MM”); ETW Management Group LLC, Global Harmony LLC, Just Quality, LLC, Libra Wellness Center, LLC, Rombough Real Estate, Inc., and Zion Gardens LLC, (collectively the “ETW Plaintiffs”); Nevada Wellness Center, LLC, a Nevada limited liability company (“NWC”); Qualcan, LLC, a Nevada limited liability company (“Qualcan”) (collectively, “Settling Plaintiffs” or individually, a “Settling Plaintiff”); Lone Mountain Partners, LLC, a Nevada limited liability company (“Lone Mountain”); Nevada Organic Remedies, LLC, a Nevada limited liability company (“NOR”); Greenmart of Nevada NLV, LLC, a Nevada limited liability company (“GreenMart”); Helping Hands Wellness Center, Inc., a Nevada corporation (“Helping Hands”); CPCM Holdings, LLC, a Nevada limited liability com

Gladstone Companies, Inc.PLEDGE AND SECURITY AGREEMENT (August 28th, 2020)

This PLEDGE AND SECURITY AGREEMENT (this “Agreement”) is entered into as of [____], 2020, by and between The Gladstone Companies, Inc., a Delaware corporation (the “Grantor”), and UMB Bank, National Association, in its capacity as trustee under the Indenture (as defined below) and collateral agent hereunder (the “Trustee”), for the benefit of the holders of the Bonds (as defined below) issued by Grantor from time to time under the Indenture.

DLP Positive Note Fund LLCLIMITED LIABILITY COMPANY OPERATING AGREEMENT (August 26th, 2020)

This OPERATING AGREEMENT (the “Agreement”) of DLP POSITIVE NOTE FUND LLC (the “Company”) is entered into and effective as of January 16, 2020 (the “Effective Date”) by and between the undersigned as members of the Company (the “Members”, and each individually, a “Member”) and each other person who after the date hereof becomes a Member of the Company and becomes a party to this Agreement by executing a joinder agreement.

DLP Positive Note Fund LLCNOTE HOLDER SUBSCRIPTION AGREEMENT DLP POSITIVE NOTE FUND LLC (August 26th, 2020)

This Subscription Agreement (the “Agreement” or the “Subscription Agreement”) is between DLP Positive Note Fund LLC, a Delaware limited liability company (the “Fund”), and the undersigned (referred to herein as “you,” except that in the case of a subscription for the account of one or more trusts or other entities, “you” will refer to the trustee, fiduciary or representative making the investment decision and executing this Agreement, of the trust or other entity, or both, as appropriate). The Fund and you hereby agree as follows:

DLP Positive Note Fund LLCNOTE HOLDER SUBSCRIPTION AGREEMENT DLP POSITIVE NOTE FUND LLC (August 19th, 2020)

This Subscription Agreement (the “Agreement” or the “Subscription Agreement”) is between DLP Positive Note Fund LLC, a Delaware limited liability company (the “Fund”), and the undersigned (referred to herein as “you,” except that in the case of a subscription for the account of one or more trusts or other entities, “you” will refer to the trustee, fiduciary or representative making the investment decision and executing this Agreement, of the trust or other entity, or both, as appropriate). The Fund and you hereby agree as follows:

DLP Positive Note Fund LLCLIMITED LIABILITY COMPANY OPERATING AGREEMENT (August 19th, 2020)

This OPERATING AGREEMENT (the “Agreement”) of DLP POSITIVE NOTE FUND LLC (the “Company”) is entered into and effective as of January 16, 2020 (the “Effective Date”) by and between the undersigned as members of the Company (the “Members”, and each individually, a “Member”) and each other person who after the date hereof becomes a Member of the Company and becomes a party to this Agreement by executing a joinder agreement.

CERES Coin LLCContract (July 1st, 2020)

THE “COINS” (AS DEFINED BELOW) ARE PROVIDED SOLELY ON THE TERMS AND CONDITIONS SET FORTH IN THIS AGREEMENT AND ON THE CONDITION THAT THE COIN HOLDER (AS DEFINED BELOW) ACCEPTS AND COMPLIES WITH THEM. THE “COIN HOLDER” (AS DEFINED BELOW): (A) ACCEPTS THIS AGREEMENT AND AGREES THAT IT IS LEGALLY BOUND BY ITS TERMS; AND (B) REPRESENTS AND WARRANTS THAT: (I) THE COIN HOLDER IS OF LEGAL AGE TO ENTER INTO A BINDING AGREEMENT; AND (II) IF THE COIN HOLDER IS A CORPORATION, GOVERNMENTAL ORGANIZATION, OR OTHER LEGAL ENTITY, THE PERSON AGREEING TO THIS AGREEMENT HAS THE RIGHT, POWER, AND AUTHORITY TO ENTER INTO THIS AGREEMENT ON BEHALF OF THE COIN HOLDER AND BIND THE COIN HOLDER TO ITS TERMS. IF THE COIN HOLDER DOES NOT AGREE TO THE TERMS OF THIS AGREEMENT, THE COMPANY (AS DEFINED BELOW) WILL NOT AND DOES NOT AGREE TO OFFER AND/OR SELL ANY COINS TO THE COIN HOLDER.

CERES Coin LLCContract (July 1st, 2020)

THE “TOKENS” (AS DEFINED BELOW) ARE PROVIDED SOLELY ON THE TERMS AND CONDITIONS SET FORTH IN THIS AGREEMENT AND ON THE CONDITION THAT THE TOKEN HOLDER (AS DEFINED BELOW) ACCEPTS AND COMPLIES WITH THEM. THE “TOKEN HOLDER” (AS DEFINED BELOW): (A) ACCEPTS THIS AGREEMENT AND AGREES THAT IT IS LEGALLY BOUND BY ITS TERMS; AND (B) REPRESENTS AND WARRANTS THAT: (I) THE TOKEN HOLDER IS OF LEGAL AGE TO ENTER INTO A BINDING AGREEMENT; AND (II) IF THE TOKEN HOLDER IS A CORPORATION, GOVERNMENTAL ORGANIZATION, OR OTHER LEGAL ENTITY, THE PERSON AGREEING TO THIS AGREEMENT HAS THE RIGHT, POWER, AND AUTHORITY TO ENTER INTO THIS AGREEMENT ON BEHALF OF THE TOKEN HOLDER AND BIND THE TOKEN HOLDER TO ITS TERMS. IF THE TOKEN HOLDER DOES NOT AGREE TO THE TERMS OF THIS AGREEMENT, THE COMPANY (AS DEFINED BELOW) WILL NOT AND DOES NOT AGREE TO OFFER AND/OR SELL ANY TOKENS TO THE TOKEN HOLDER.

BacTech Environmental CorpEMPLOYMENT AGREEMENT (July 1st, 2020)

EMPLOYMENT AGREEMENT (this “Agreement”) dated as of January 1, 2018 between BacTech Environment Corporation. (the “Company”), a Federal corporation, and Louis Nagy (the “Employee”), a resident of Newmarket, Ontario.

BacTech Environmental CorpBACTECH ENVIRONMENTAL CORPORATION SUBSCRIPTION AGREEMENT (July 1st, 2020)

THIS INVESTMENT INVOLVES A HIGH DEGREE OF RISK. THIS INVESTMENT IS SUITABLE ONLY FOR PERSONS WHO CAN BEAR THE ECONOMIC RISK FOR AN INDEFINITE PERIOD OF TIME AND WHO CAN AFFORD TO LOSE THEIR ENTIRE INVESTMENT. FURTHERMORE, INVESTORS MUST UNDERSTAND THAT SUCH INVESTMENT IS ILLIQUID AND IS EXPECTED TO CONTINUE TO BE ILLIQUID FOR AN INDEFINITE PERIOD OF TIME. NO PUBLIC MARKET EXISTS FOR THE SECURITIES, AND NO PUBLIC MARKET IS EXPECTED TO DEVELOP FOLLOWING THIS OFFERING.

Dakota Real Estate Investment TrustADVISORY MANAGEMENT AGREEMENT (June 24th, 2020)

This Agreement is made this 24th day of October, 2019, by and between DAKOTA REAL ESTATE INVESTMENT TRUST (“the Trust”) and DAKOTA REIT MANAGEMENT, LLC (“Advisor”).

BacTech Environmental CorpLICENSE AGREEMENT (June 19th, 2020)

This License Agreement (the “Agreement”) sets out the terms and conditions under which BacTech Environmental Corporation (“BAC”) will grant a license to GMR Inc. (“GMR”) for BAC’s proprietary gold recovery technology.

BacTech Environmental CorpEMPLOYMENT AGREEMENT (June 8th, 2020)

EMPLOYMENT AGREEMENT (this “Agreement”) dated as of December 1, 2012 between BacTech Environment Corporation. (the “Company”), a Federal corporation, and M. Ross Orr (the “Employee”), a resident of Toronto, Ontario.

LiveWire Ergogenics, Inc.BUSINESS PURCHASE AGREEMENT (June 3rd, 2020)

This Business Purchase Agreement (this “Agreement”) is made and entered into on October 1, 2018, by and between Estrella Ranch Partners, LLC, having its principal office of business at 1600 N Kraemer Blvd, Anaheim California 92867(“Seller”), on the one hand, and Livewire Ergogenics, Inc., having its principal office of business at 1600 North Kraemer Blvd., Anaheim, CA 92806, California (“Buyer”), on the other hand. Seller and Buyer are collectively referred to herein as the “Parties” and are sometimes referred to individually as a “Party”.

Gladstone Companies, Inc.PLEDGE AND SECURITY AGREEMENT (June 2nd, 2020)

This PLEDGE AND SECURITY AGREEMENT (this “Agreement”) is entered into as of [____], 2020, by and between The Gladstone Companies, Inc., a Delaware corporation (the “Grantor”), and UMB Bank, National Association, in its capacity as trustee under the Indenture (as defined below) and collateral agent hereunder (the “Trustee”), for the benefit of the holders of the Bonds (as defined below) issued by Grantor from time to time under the Indenture.

Elegance Brands, Inc.AMENDMENT NO. 1 TO AMENDED AND RESTATED SHARE PURCHASE AGREEMENT (June 1st, 2020)

THIS AMENDMENT NO 1, dated May 19, 2020 (this “Amendment”) is made to an AMENDED AND RESTATED SHARE PURCHASE AGREEMENT, dated April 8, 2020 (the “Purchase Agreement”) by and among (i) Elegance Brands, Inc., a Delaware corporation (the “Buyer”), (ii) Australian Boutique Spirits Pty Ltd., an Australian private company, no. 625 701 420 (the “Company”) and (iii) Amit Raj Beri, an individual (the “Seller”). The Purchase Agreement amended and restated in its entirety a share purchase agreement (the “Prior Purchase Agreement”) that was entered into by the above Parties as of December 3, 2019 (the “Effective Date”).

Elegance Brands, Inc.INDEPENDENT CONTRACTOR AGREEMENT (June 1st, 2020)

ELEGANCE SPIRITS INC., a body corporate duly incorporated under the laws of the state of Delaware, and having an office at 9100 Wilshire Blvd., Beverly Hills, CA 90212

Quara Devices Inc.INDEPENDENT CONSULTING AGREEMENT (May 28th, 2020)

THIS AGREEMENT WITNESSES that in consideration of the covenants and agreements herein contained the parties hereto agree as follows:

Quara Devices Inc.INDEPENDENT CONSULTING AGREEMENT (May 28th, 2020)

THIS AGREEMENT WITNESSES that in consideration of the covenants and agreements herein contained the parties hereto agree as follows:

Zenlabs Holdings IncOPTION TO LEASE (May 28th, 2020)

This Option to Lease (“Option Agreement”) is entered into by and between METZ PROPERTIES LLC, a California limited liability company (“Optionor”), and ZENLEAF, LLC, a California limited liability company (“Optionee”). Optionor and Optionee are sometimes referred to in this Option Agreement individually as “Party” or jointly as the “Parties.”

Zenlabs Holdings IncLEASE WITH PURCHASE OPTION (May 28th, 2020)

This lease (“Lease”) is entered into on May 1, 2020, between METZ PROPERTIES LLC, a California limited liability company (“Landlord”) and ZENLEAF, LLC., a California limited liability company (“Tenant”) for the Leased Premises, described below, pursuant to the terms hereof.

Quara Devices Inc.INDEPENDENT CONSULTING AGREEMENT (May 28th, 2020)

THIS AGREEMENT WITNESSES that in consideration of the covenants and agreements herein contained the parties hereto agree as follows:

Quara Devices Inc.INDEPENDENT CONSULTING AGREEMENT (May 28th, 2020)

THIS AGREEMENT WITNESSES that in consideration of the covenants and agreements herein contained the parties hereto agree as follows:

Quara Devices Inc.INDEPENDENT CONSULTING AGREEMENT (May 28th, 2020)

THIS AGREEMENT WITNESSES that in consideration of the covenants and agreements herein contained the parties hereto agree as follows:

Quara Devices Inc.This assignment of intellectual property rights agreement (the “Agreement”) is made April 13, 2020, between (May 28th, 2020)

OptiEnz Sensors, LLC, a body corporate registered and subsisting under the laws of the State of Colorado, having a business address at 320 East Vine Drive, Suite 129, Fort Collins, CO 80524 (the “Assignor”); and