VERSITY INVEST, LLC a Delaware limited liability company AND UMB Bank, N.A. Trustee INDENTURE Dated as of [______________], 2023 Debt SecuritiesVersity Invest, LLC • December 18th, 2023 • Real estate • Delaware
INDENTURE, dated as of January [__], 2023, between VERSITY INVEST, LLC, a Delaware limited liability company (the “Company”), and UMB Bank, N.A., a national banking association, as trustee (the “Trustee”):
PROPERTY MANAGEMENT AGREEMENTProperty Management Agreement • December 18th, 2023 • Versity Invest, LLC • Real estate • California
THIS PROPERTY MANAGEMENT AGREEMENT (this "Agreement") is made as of the 12th day of April 2022, by and between VINTAGE LEASECO, LLC, a Delaware limited liability company (together with its successors and permitted assigns, collectively "Owner"), and BOOK AND LADDER LLC, a California limited liability company (together with its successors and permitted assigns, collectively "Manager").
Registered Investment Adviser Agreement Cover PageVersity Invest, LLC • August 30th, 2023 • Real estate • Delaware
This letter confirms and comprises the agreement (the “Agreement”) by and among, WealthForge Securities, LLC (“Managing Broker-Dealer”) and , a registered investment adviser, (“Adviser”) regarding the offering and sale (the “Offering”) of up to $75,000,000 of the Versity Invest, LLC’s (the “Company”) 8.0% senior unsecured bonds, or “A Bonds,” and its 8.0% senior unsecured bonds (the “R Bonds,” collectively the “VIP Bonds.”) WealthForge Securities, LLC, a registered broker-dealer and a member of the Financial Industry Regulatory Authority, Inc. (“FINRA”), has been engaged by the Company as the managing broker-dealer for the Offering, which may engage other registered-broker dealers to sell Bonds in the Offering. Capitalized terms used herein and not otherwise defined herein shall have the same meaning as set forth in the Company’s Final Offering Circular (the “Offering Circular”) filed with respect to its Offering Statement on Form 1-A (File No. 024-11380), as may be amended (the “Offer
TRUST AGREEMENT OF APEX SOUTH CREEK, DST A DELAWARE STATUTORY TRUSTTrust Agreement • December 18th, 2023 • Versity Invest, LLC • Real estate • Delaware
This TRUST AGREEMENT of Apex South Creek, DST, a Delaware statutory trust (the “Trust”), dated as of November 18, 2022 is made between Apex South Creek IB, LLC, a Delaware limited liability company (the “Initial Beneficiary”), Sorensen Entity Services LLC, a Delaware limited liability company, as co-trustee (the “Delaware Trustee”), Apex South Creek ST, LLC, a Delaware limited liability company, as co-trustee (the “Signatory Trustee”), and Chris Sorensen (the “Independent Trustee”) and any other Person who subsequently signs this agreement (the “Trust Agreement”) and becomes a party to it. The Delaware Trustee and Signatory Trustee are collectively referred to herein as, the “Trustees”).
BACKOFFICE SERVICES AGREEMENTBackoffice Services Agreement • December 18th, 2023 • Versity Invest, LLC • Real estate • Delaware
THIS BACKOFFICE SERVICES AGREEMENT (this “Agreement”) is dated as of April 2, 2022 (the “Effective Date”), and is made by and among Versity Invest, LLC, a Delaware limited liability company (“InvestCo”), and Versity Investments, LLC, a Delaware limited liability company (“Service Provider”). As used in this Agreement, the term “Party” means Service Provider or InvestCo and the term “Parties” means Service Provider and InvestCo.
INTELLECTUAL PROPERTY LICENSEIntellectual Property License • December 18th, 2023 • Versity Invest, LLC • Real estate • Delaware
This INTELLECTUAL PROPERTY LICENSE (this “Agreement”) is dated as of April 2, 2022 (the “Effective Date”) and is by and between Versity Investments, LLC, a Delaware limited liability company (“Licensor”) and Versity Invest, LLC, a Delaware limited liability company (“Licensee” and collectively with Licensor, the “Parties”). Capitalized terms used but not defined herein shall have the meanings assigned to such terms in that certain BackOffice Services Agreement dated as of the date hereof entered into by the Parties (the “Services Agreement”).
FIRST AMENDMENTSecurity Agreement • August 30th, 2023 • Versity Invest, LLC • Real estate • New York
THIS SENIOR SECURED TERM LOAN AGREEMENT, dated as of May 27, 2021, as amended by that certain First Amendment, dated as of April 12, 2022 (as the same may be further amended, restated, amended and restated, replaced, supplemented or otherwise modified from time to time, this “Agreement”), among Versity EquityCo, LLC, a Delaware limited liability company (“EquityCo”), as a borrower, Versity EquityCo II, LLC, a Delaware limited liability company (“EquityCo II” , together with its Subsidiaries and itsEquityCo and their successors and assigns, the “Borrowers” and each a “Borrower”), and as the initial representative of all of the borrowers (in such capacity, the “Borrower Representative”), the lenders from time to time party hereto, KHCA FUNDING LLC, as administrative agent for the Lenders (in such capacity, together with its successors and assigns, the “Administrative Agent”) and KHCA FUNDING LLC, as collateral agent for the benefit of the Secured Parties (together with its successors and
VERSITY INVEST, LLC VIP BONDS SUBSCRIPTION AGREEMENT INSTRUCTION PAGESubscription Agreement Instruction Page • August 30th, 2023 • Versity Invest, LLC • Real estate
We, Versity Invest, LLC (“we,” “our,” “us,” or the “Company”), are offering a maximum of $75,000,000 in the aggregate, of our 8.0% Class A VIP Bonds, and its 8.0% Class R VIP Bonds, and collectively the “Bonds,” pursuant to the offering circular (the “Offering Circular”) dated (TBD) (the “Offering”) as amended. The purchase price per Bond is $1,000 (or as discounted for net of commission transactions), with a minimum purchase amount of $5,000. The maximum offering amount of Bonds across both classes is $75,000,000; however, the sale of the Class R Bonds will be limited to a maximum of $15,000,000.
Registered Investment Adviser Agreement Cover PageRegistered Investment Adviser Agreement • March 8th, 2023 • Versity Invest, LLC
The parties each cause this Agreement to be duly executed by an authorized representative of the Effective Date first stated above.
ASSET MANAGEMENT AGREEMENT (Apex at South Creek)Asset Management Agreement • December 18th, 2023 • Versity Invest, LLC • Real estate • California
THIS ASSET MANAGEMENT AGREEMENT (this “Agreement”) is made and entered into as of the 18th day of November 2022 (the “Effective Date”) between APEX SOUTH CREEK LEASECO, LLC, a Delaware limited liability company (the “Master Tenant”), and VERSITY INVEST, LLC, a Delaware limited liability company (the “Asset Manager”).
MASTER LEASE FOR APEX SOUTH CREEKMaster Lease • December 18th, 2023 • Versity Invest, LLC • Real estate
THIS MASTER LEASE (this “Lease”) is entered into to be effective as of November 18, 2022, between Apex South Creek, DST, a Delaware statutory trust (hereinafter called “Landlord”), and Apex South Creek LeaseCo, LLC, a Delaware limited liability company (hereinafter called “Tenant”).
LIMITED LIABILITY COMPANY AGREEMENT OF VERSITY INVEST, LLC (a Delaware limited liability company) April 12, 2022 LIMITED LIABILITY COMPANY AGREEMENT OF VERSITY INVEST, LLCLimited Liability Company Agreement • August 30th, 2023 • Versity Invest, LLC • Real estate
This LIMITED LIABILITY COMPANY AGREEMENT (this “Agreement”) is made and entered into as of this 12th day of April 2022, by and among Versity Invest, LLC, a Delaware limited liability company (the “Company”), the Founding Members and the other Members, if any.
