Common use of Assets Associated with a Series Clause in Contracts

Assets Associated with a Series. All consideration received by the Company for the issuance or sale of Shares of a particular Series, together with all assets in which such consideration is invested or reinvested, and all income, earnings, profits and proceeds thereof (except for income or earnings for which Masterworks is entitled to receive pursuant to the Management Services Agreement), from whatever source derived, including any proceeds derived from the sale, exchange or liquidation of such assets, and any funds or payments derived from any reinvestment of such proceeds, in whatever form the same may be (assets), shall, subject to the provisions of this Agreement, be held for the benefit of the Series or the Members associated with such Series, and not for the benefit of the Members associated with any other Series, for all purposes, and shall be accounted for and recorded upon the books and records of the Series separately from any assets associated with any other Series, notwithstanding whether an aggregated bank account in the name of the Company is created for the assets of every Series or a separate bank account is created for each Series. Such assets are herein referred to as assets associated with that Series. In the event that there are any assets in relation to the Company that, in the Board’s reasonable judgment, are not readily associated with a particular Series, the Board shall allocate such assets to, between or among any one or more of the Series, in such manner and on such basis as the Board deems fair and equitable, and in accordance with provisions herein, and any asset so allocated to a particular Series shall thereupon be deemed to be an asset associated with that Series. Each allocation by the Board pursuant to the provisions of this Section 1.08(d)(i) shall be conclusive and binding upon the Members associated with each and every Series. Separate and distinct records shall be maintained for each and every Series, and the Board shall not commingle the assets of one Series with the assets of any other Series in its records. The records maintained for a Series shall reasonably identify its assets, including by specific listing, category, type, quantity, computational or allocational formula or procedure (including a percentage or share of any asset or assets) or by any other method where the identity of such assets is objectively determinable, and such records will be deemed to account for the assets associated with such Series separately from the other assets of the Company, or any other Series.

Assets Associated with a Series. All consideration received by the Company for the issuance or sale of Shares of Interests in a particular Series, together with all assets in which such consideration is invested or reinvested, and all income, earnings, profits and proceeds thereof (except for income or earnings for which Masterworks is entitled to receive pursuant to the Management Services Agreement)thereof, from whatever source derived, including any proceeds derived from the sale, exchange or liquidation of such assets, and any funds or payments derived from any reinvestment of such proceeds, in whatever form the same may be (assets)be, shall, subject to the provisions of this Agreement, be held for the benefit of the Series or the Members associated with of such Series, and not for the benefit of the Members associated with of any other Series, for all purposes, and shall be accounted for and recorded upon the books and records of the Series Company separately from General Assets (defined below) and any assets associated with any other Series, notwithstanding whether an aggregated bank account in the name of the Company is created for the assets of every Series or a separate bank account is created for each Series. Such assets consideration, and such assets, income, earnings, profits, proceeds, funds and payments, are herein referred to as “assets associated with with” that Series. In the event that there are any assets in relation to assets, income, earnings, profits and/or proceeds thereof, and/or any funds or payments derived from the Company reinvestment of such proceeds, that, in the BoardManaging Member’s reasonable judgment, are not readily associated with a particular SeriesSeries (collectively, “General Assets”), the Board shall Managing Member may allocate such assets General Assets to, between or among any one or more of the Series, in such manner and on such basis as the Board Managing Member deems fair and equitable, and in accordance with provisions herein, and any asset General Asset so allocated to a particular Series shall thereupon cease to be a General Asset and shall be deemed to be an asset associated with that Series. Each allocation by the Board Managing Member pursuant to the provisions of this Section 1.08(d)(i6(b)(i) shall be conclusive and binding upon the Members associated with each and every Series. Separate and distinct records shall be maintained for each and every Series, and the Board shall not commingle the assets of one Series with the assets of any other Series in its records. The records maintained for a Series shall reasonably identify its assets, including by specific listing, category, type, quantity, computational or allocational formula or procedure (including a percentage or share of any asset or assets) or by any other method where the identity of such assets is objectively determinable, and such records will be deemed to account for the assets associated with such Series separately from the other assets of the Company, or any other all Series.

Assets Associated with a Series. All consideration received by the Company for the issuance or sale of Shares of a particular Series, together with all assets in which such consideration is invested or reinvested, and all income, earnings, profits and proceeds thereof (except for income or earnings for which Masterworks is entitled to receive pursuant to the Management Services Agreement), from whatever source derived, including any proceeds derived from the sale, exchange or liquidation of such assets, and any funds or payments derived from any reinvestment of such proceeds, in whatever form the same may be (assets), shall, subject to the provisions of this Agreement, be held for the benefit of the Series or the Members associated with such Series, and not for the benefit of the Members associated with any other Series, for all purposes, and shall be accounted for and recorded upon the books and records of the Series separately from any assets associated with any other Series, notwithstanding whether an aggregated bank account in the name of the Company is created for the assets of every Series or a separate bank account is created for each Series. Such assets are herein referred to as assets associated with that Series. In the event that there are any assets in relation to the Company that, in the Board’s reasonable judgment, are not readily associated with a particular Series, the Board shall allocate such assets to, between or among any one or more of the Series, in such manner and on such basis as the Board deems fair and equitable, and in accordance with provisions herein, and any asset so allocated to a particular Series shall thereupon be deemed to be an asset associated with that Series. Each allocation by the Board pursuant to the provisions of this Section 1.08(d)(i) shall be conclusive and binding upon the Members associated with each and every Series. Separate and distinct records shall be maintained for each and every Series, and the Board shall not commingle the assets of one Series with the assets of any other Series in its recordsSeries. The records maintained for a Series shall reasonably identify its assets, including by specific listing, category, type, quantity, computational or allocational formula or procedure (including a percentage or share of any asset or assets) or by any other method where the identity of such assets is objectively determinable, and such records will be deemed to account for the assets associated with such Series separately from the other assets of the Company, or any other Series.

Assets Associated with a Series. All consideration received by the Company for the issuance or sale of Shares Series Interests of a particular Series, together with all assets in which such consideration is invested or reinvested, and all income, earnings, profits and proceeds thereof (except for income or earnings for which Masterworks is entitled to receive pursuant to the Management Services Agreement)thereof, from whatever source derived, including any proceeds derived from the sale, exchange or liquidation of such assets, and any funds or payments derived from any reinvestment of such proceeds, in whatever form the same may be (collectively, the “assets”), shall, subject to the provisions of this Agreement, be held for the benefit of the Series or the Members associated with such Series, and not for the benefit of the Members associated with Company or any other Series, for all purposes, and shall be accounted for and recorded upon the books and records of the Series separately from any assets associated with the Company or any other Series, notwithstanding whether an aggregated bank account in the name of the Company is created for the assets of every Series or a separate bank account is created for each Series. Such assets are herein referred to as “assets associated with with” that Series. In the event that there are any assets in relation to the Company that, in the BoardMember of the Company’s reasonable judgment, are not readily associated with a particular Series, the Board Member of the Company shall allocate such assets to, between or among any one or more of the Series, in such manner and on such basis as the Board Member of the Company deems fair and equitable, and in accordance with provisions hereinthe Allocation Policy, and any asset so allocated to a particular Series shall thereupon be deemed to be an asset associated with that Series. Each allocation by the Board Member of the Company pursuant to the provisions of this Section 1.08(d)(i) paragraph shall be deemed conclusive and binding upon the Members associated with against each and every Series. Separate and distinct records shall be maintained for each and every Series, and the Board Member of the Company shall not commingle the assets of one Series with the assets of any other Series in its records. The records maintained for a Series shall reasonably identify its assets, including by specific listing, category, type, quantity, computational or allocational formula or procedure (including a percentage or share of any asset or assets) or by any other method where the identity of such assets is objectively determinable, and such records will be deemed to account for the assets associated with such Series separately from the other assets of the Company, or any other Series.

Assets Associated with a Series. All consideration received by the Company for the issuance or sale of Shares of a particular Series, together with all assets in which such consideration is invested or reinvested, and all income, earnings, profits and proceeds thereof (except for income or earnings for which Masterworks is entitled to receive pursuant to the Management Services AgreementAgreements (as defined below)), from whatever source derived, including any proceeds derived from the sale, exchange or liquidation of such assets, and any funds or payments derived from any reinvestment of such proceeds, in whatever form the same may be (assets), shall, subject to the provisions of this Agreement, be held for the benefit of the Series or the Members associated with such Series, and not for the benefit of the Members associated with any other Series, for all purposes, and shall be accounted for and recorded upon the books and records of the Series separately from any assets associated with any other Series, notwithstanding whether an aggregated bank account in the name of the Company is created for the assets of every Series or a separate bank account is created for each Series. Such assets are herein referred to as assets associated with that Series. In the event that there are any assets in relation to the Company that, in the Board’s reasonable judgment, are not readily associated with a particular Series, the Board shall allocate such assets to, between or among any one or more of the Series, in such manner and on such basis as the Board deems fair and equitable, and in accordance with provisions herein, and any asset so allocated to a particular Series shall thereupon be deemed to be an asset associated with that Series. Each allocation by the Board pursuant to the provisions of this Section 1.08(d)(i) shall be conclusive and binding upon the Members associated with each and every Series. Separate and distinct records shall be maintained for each and every Series, and the Board shall not commingle the assets of one Series with the assets of any other Series in its records. The records maintained for a Series shall reasonably identify its assets, including by specific listing, category, type, quantity, computational or allocational formula or procedure (including a percentage or share of any asset or assets) or by any other method where the identity of such assets is objectively determinable, and such records will be deemed to account for the assets associated with such Series separately from the other assets of the Company, or any other Series.