ex1a-6-mat-ctrct Sample Contracts

Friendable, Inc.MATERIAL AGREEMENTS BETWEEN FRIENDABLE, INC. AND ANSWERING LEGAL Technology Services Division™ MOBILE APPLICATION DEVELOPMENT SERVICES (March 5th, 2021)

Prepared for: Robert Shatles | rob@answeringlegal.com Submitted by: Dean Rositano | CTO Friendable, Inc. dean@friendable.com

School of Whales Commercial Real Estate Equity Fund, LLCBroker-Dealer Agreement (March 5th, 2021)

This agreement (together with exhibits and schedules, the “Agreement”) is entered into by and between School of Whales Commercial Real Estate Equity Fund, LLC (“Client”), a Florida Limited Liability Corporation, and Dalmore Group, LLC., a New York Limited Liability Company (“Dalmore”). Client and Dalmore agree to be bound by the terms of this Agreement, effective as of June 9, 2020 (the “Effective Date”):

Masterworks 048, LLCFORM OF ADMINISTRATIVE SERVICES AGREEMENT Dated as of [DATE], 2021 (March 4th, 2021)

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 048, 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 048, LLCFORM OF MASTERWORKS INTERCOMPANY AGREEMENT (March 4th, 2021)

This intercompany agreement (“Agreement”) is made effective as of [ ], 2021 (the “Effective Date”) by and between MASTERWORKS.IO, LLC (“IO”), MASTERWORKS GALLERY, LLC (“Masterworks Gallery” and, together with IO, “Masterworks”) and MASTERWORKS 048, 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”.

Piestro, Inc.FUTURE LABS VI , INC. STOCK INCENTIVE PLAN STOCK OPTION AGREEMENT (March 3rd, 2021)

THIS STOCK OPTION AGREEMENT (this “Option Agreement”) dated ________________ by and between Future Labs VI, Inc., a Delaware corporation (the “Corporation”), and Massimo De Marco (the “Participant”) evidences the stock option (the “Option”) granted by the Corporation to the Participant as to the number of shares of the Corporation’s Common Stock, par value $0.0001 per share, first set forth below.

Revival AI Inc.PUBLISHING AGREEMENT (March 3rd, 2021)

THIS AGREEMENT (hereinafter, the “Agreement”) is made this, January 13, 2020, between Iglesia Bautista Biblica de la Gracia (hereinafter, the “Publisher”) and Revival AI, LLC, a Colorado limited liability company (hereinafter, “Revival AI”), with offices at 11605 Meridian Market View, U124/#254, Falcon, CO 80831. Publisher and Revival AI may hereinafter be referred to jointly as the “Parties” or individually as a “Party”.

Revival AI Inc.PUBLISHING AGREEMENT (March 3rd, 2021)

THIS AGREEMENT (hereinafter, the “Agreement”) is made this 18th day of October 2019, between DeDonato Enterprises LLC (hereinafter, the “Publisher”) and Revival AI, LLC, a Colorado limited liability company (hereinafter, “Revival AI”), with offices at 11605 Meridian Market View, U124/#254, Falcon, CO 80831. Publisher and Revival AI may hereinafter be referred to jointly as the “Parties” or individually as a “Party”.

Revival AI Inc.SERVICES AND MEMBERSHIP PURCHASE AGREEMENT: REVIVAL AI LLC (March 3rd, 2021)

This Services and Membership Purchase Agreement (the “Agreement”) is made effective as of the 28th day of October 2019 (the “Effective Date”) by and between William J. Robinson III and Kristin Robinson (each a “Seller” and collectively, the “Sellers”), whose address is 13593 Park Meadows Dr., Peyton, CO 80831-4144; Revival AI LLC (the “Company”), whose address is 11605 Meridian Market View U124#254, Falcon, CO 80831; and Model Rocket LLC, a Nevada limited liability company (the “Buyer”), whose mailing address is 63 Keystone Ave., #103, Reno, NV 89503. The Sellers, the Company, and the Buyer may hereinafter be referred to individually as a “Party” or collectively as the “Parties”.

Piestro, Inc.MASTER SERVICES AGREEMENT (March 3rd, 2021)

This Services Agreement (the “Agreement”) sets forth terms under which Future Labs VII, Inc. (aka Wavemaker Labs) (“Company”) shall provide services to Future Labs VI, Inc. (aka PizzaCo) (the “Client”). This Agreement is entered into as of the signature date below (“Effective Date”). Company and Client are referred to herein, individually, as a “Party” and, collectively, as the “Parties”.

Dna Brands IncDNA BRANDS, INC. EMPLOYMENT AGREEMENT Adrian McKenzie - President (March 3rd, 2021)

THIS EMPLOYMENT AGREEMENT (this “Agreement”), effective as of the Effective Date (as defined below), is entered into by and between DNA BRANDS, INC., a Colorado corporation (the “Company”), and Adrian McKenzie (the “Executive”).

Piestro, Inc.DATED THE 27th DAY OF JUNE 2018 BETWEEN FUTURE LABS VI, INC (“LENDER”) AND WAVEMAKER PARTNERS V LP (“BORROWER”) LOAN AGREEMENT (March 3rd, 2021)
My Racehorse CA LLCAMENDMENT NO. 1 TO RACING LEASE (March 2nd, 2021)

This Amendment No. 1 to the Racing Lease (this “Amendment”), dated as of ________, 2021, is entered into by and between SF Bloodstock, LLC (“Lessor”) and My Racehorse CA, LLC (“Lessee”). The Lessor and Lessee may collectively be referred to herein as the “Parties”, and individually as a “Party”.

Masterworks 047, LLCFORM OF MASTERWORKS INTERCOMPANY AGREEMENT (March 2nd, 2021)

This intercompany agreement (“Agreement”) is made effective as of [ ], 2021 (the “Effective Date”) by and between MASTERWORKS.IO, LLC (“IO”), MASTERWORKS GALLERY, LLC (“Masterworks Gallery” and, together with IO, “Masterworks”) and MASTERWORKS 047, 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 047, LLCFORM OF ADMINISTRATIVE SERVICES AGREEMENT Dated as of [DATE], 2021 (March 2nd, 2021)

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 047, 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.”

My Racehorse CA LLCAMENDMENT NO. 1 TO RACING LEASE (March 2nd, 2021)

This Amendment No. 1 to the Racing Lease (this “Amendment”), dated as of ________, 2021, is entered into by and between Spendthrift Farm, LLC (“Lessor”) and My Racehorse CA, LLC (“Lessee”). The Lessor and Lessee may collectively be referred to herein as the “Parties”, and individually as a “Party”.

My Racehorse CA LLCAMENDMENT NO. 1 TO RACING LEASE (March 2nd, 2021)

This Amendment No. 1 to the Racing Lease (this “Amendment”), dated as of ________, 2021, is entered into by and between SF Bloodstock, LLC (“Lessor”) and My Racehorse CA, LLC (“Lessee”). The Lessor and Lessee may collectively be referred to herein as the “Parties”, and individually as a “Party”.

My Racehorse CA LLCAMENDMENT NO. 1 TO RACING LEASE (March 2nd, 2021)

This Amendment No. 1 to the Racing Lease (this “Amendment”), dated as of ________, 2021, is entered into by and between Spendthrift Farm, LLC (“Lessor”) and My Racehorse CA, LLC (“Lessee”). The Lessor and Lessee may collectively be referred to herein as the “Parties”, and individually as a “Party”.

My Racehorse CA LLCAMENDMENT NO. 1 TO RACING LEASE (March 2nd, 2021)

This Amendment No. 1 to the Racing Lease (this “Amendment”), dated as of ________, 2021, is entered into by and between Spendthrift Farm, LLC (“Lessor”) and My Racehorse CA, LLC (“Lessee”). The Lessor and Lessee may collectively be referred to herein as the “Parties”, and individually as a “Party”.

My Racehorse CA LLCAMENDMENT NO. 1 TO RACING LEASE (March 2nd, 2021)

This Amendment No. 1 to the Racing Lease (this “Amendment”), dated as of ________, 2021, is entered into by and between Spendthrift Farm, LLC (“Lessor”) and My Racehorse CA, LLC (“Lessee”). The Lessor and Lessee may collectively be referred to herein as the “Parties”, and individually as a “Party”.

My Racehorse CA LLCAMENDMENT NO. 1 TO RACING LEASE (March 2nd, 2021)

This Amendment No. 1 to the Racing Lease (this “Amendment”), dated as of ________, 2021, is entered into by and between SF Bloodstock, LLC (“Lessor”) and My Racehorse CA, LLC (“Lessee”). The Lessor and Lessee may collectively be referred to herein as the “Parties”, and individually as a “Party”.

Connect Invest II LLCMANAGEMENT AGREEMENT By and Between CONNECT INVEST II LLC AND I-MANAGEMENT GROUP LLC (February 23rd, 2021)

THIS Management AGREEMENT (this “Agreement”), dated as of the __ day of February, 2021, (the “Effective Date”), is entered into by and between Connect Invest II LLC, a Nevada limited liability company (the “Company”), and I-Management Group LLC, a Nevada limited liability company (the “Manager”). Capitalized terms used herein shall have the meanings ascribed to them in Section 1 below.

Connect Invest II LLCLOAN SERVICING AGREEMENT (February 23rd, 2021)

This Loan Servicing Agreement, (“Agreement”) is made as of _______ between Ignite Funding ("Ignite"), with its principal office located at 2140 E. Pebble Road, Suite 160, Las Vegas, NV 89123, and Connect Invest II LLC, a Nevada limited liability company (the "Lender") for DESCRIPTION OF LOAN: ______________________.

Masterworks 046, LLCFORM OF MASTERWORKS INTERCOMPANY AGREEMENT (February 22nd, 2021)

This intercompany agreement (“Agreement”) is made effective as of [ ], 2021 (the “Effective Date”) by and between MASTERWORKS.IO, LLC (“IO”), MASTERWORKS GALLERY, LLC (“Masterworks Gallery” and, together with IO, “Masterworks”) and MASTERWORKS 046, 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”.

StartEngine Real Estate REIT 1 LLCAMENDED AND RESTATED OPERATING AGREEMENT OF STARTENGINE REAL ESTATE MANAGEMENT 1 LLC February 19 , 2021 (February 22nd, 2021)

This Amended and Restated Operating Agreement (this “Agreement”) is entered into this ________ day of _________________, 2021 between StartEngine Real Estate REIT 1 LLC, a Delaware limited liability company (the “Managing Member”), and the other Members set forth on Exhibit A attached hereto, as amended from time to time. Capitalized terms used herein but not otherwise defined, shall have the meanings given to such terms in ARTICLE I.

StartEngine Real Estate REIT 1 LLCLICENSE AGREEMENT (February 22nd, 2021)

This LICENSE AGREEMENT (this “Agreement”) is made and effective as of [________] (the “Effective Date”) between StartEngine Crowdfuding, Inc. , a Delaware corporation (the “Licensor”), and StartEngine Real Estate REIT 1 LLC, a Delaware limited liability company (the “Company”) (each a “party”, and collectively, the “parties”).

Fig Publishing, Inc.MASTER SERVICES AGREEMENT OPENDEAL INC., SERVICES TO FIG PUBLISHING, INC. (February 22nd, 2021)

THIS MASTER SERVICES AGREEMENT dated as of January 1, 2021 by and between OpenDeal Inc., a Delaware corporation doing business as Republic (“Republic”), and Fig Publishing, Inc., a Delaware corporation (“the Company”).

StartEngine Real Estate REIT 1 LLCSHARED SERVICES AGREEMENT (February 22nd, 2021)

This Shared Services Agreement (this “Agreement”) is entered into as of February 2, 2021, by and between Aii Capital Management, LLC, a Nevada limited liability company (“ACM”) and Real Estate Income Investors, LLC, a California limited liability company (the “Manager”). Capitalized terms used herein but not otherwise defined shall have the meanings ascribed to them in the Amended and Restated Operating Agreement of StartEngine Real Estate REIT 1, LLC, dated as of the date hereof (as the same may be amended from time to time, the “REIT Operating Agreement”) and Amended and Restated Operating Agreement of StartEngine Real Estate Management 1, LLC (as the same may be amended from time to time, together with the REIT Operating Agreement, the “Operating Agreements”).

Gin & Luck Inc.AMENDED & RESTATED INVESTORS’ RIGHTS AGREEMENT (February 22nd, 2021)

THIS AMENDED & RESTATED INVESTORS’ RIGHTS AGREEMENT (this “Agreement”), is made as of the [__] day of [____________], 20[__] by and among Gin & Luck Inc., a Delaware corporation (the “Company”), each of the investors listed on Schedule A hereto (together with any subsequent investors, or transferees, who become parties hereto, the “Investors”), and the holders of Common Stock (defined below) listed on Schedule B hereto (each of which is referred to in this Agreement as a “Common Holder”).

Gin & Luck Inc.Employment Agreement (February 22nd, 2021)

According to the terms of this agreement, Gin & Luck LLC (employer), will employ Marie D’Antonio (employee), in the position Controller beginning on January 1, 2019.

Masterworks 046, LLCFORM OF ADMINISTRATIVE SERVICES AGREEMENT Dated as of [DATE], 2021 (February 22nd, 2021)

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 046, 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.”

Fig Publishing, Inc.FIG REVENUE-SHARING AGREEMENT (February 22nd, 2021)

This FIG REVENUE-SHARING AGREEMENT (this “Agreement”) is entered into as of the later of the signature dates below, by and between the following parties (the “Parties”), with respect to the video game referenced below:

HIS Capital Fund III, LLCOperating Agreement HIS Capital Fund III, LLC (February 22nd, 2021)
Gin & Luck Inc.AMENDED & RESTATED VOTING AGREEMENT (February 22nd, 2021)

THIS AMENDED & RESTATED VOTING AGREEMENT (this “Agreement”), is made and entered into as of this [__] day of [__________], 20[__] by and among Gin & Luck Inc., a Delaware corporation (the “Company”), each holder of the Company’s (i) Series A Preferred Stock, $0.0001 par value per share (the “Series A Preferred Stock”) and (ii) Series B Preferred Stock, $0.0001 par value per share (the “Series B Preferred Stock,” and together with the Series A Preferred Stock, the “Preferred Stock”) listed on Schedule A (together with any subsequent investors, or transferees, who become parties hereto, the “Investors”), and those certain stockholders of the Company listed on Schedule B (together with any subsequent stockholders, or any transferees, who become parties hereto as “Key Holders” pursuant to Subsection 7.2 below, the “Key Holders,” and together collectively with the Investors, the “Stockholders”).

Masterworks 038, LLCFORM OF ADMINISTRATIVE SERVICES AGREEMENT Dated as of [DATE], 2021 (February 19th, 2021)

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 038, 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 038, LLCFORM OF MASTERWORKS INTERCOMPANY AGREEMENT (February 19th, 2021)

This intercompany agreement (“Agreement”) is made effective as of [ ], 2021 (the “Effective Date”) by and between MASTERWORKS.IO, LLC (“IO”), MASTERWORKS GALLERY, LLC (“Masterworks Gallery” and, together with IO, “Masterworks”) and MASTERWORKS 038, 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”.