Common use of Underwriter Fees Clause in Contracts

Underwriter Fees. No fees or commissions will be payable by the Company to brokers, finders or investment bankers with respect to the Offering. Please note that Masterworks has engaged SDDco Brokerage Advisors LLC (“SDDco-BA”) as an underwriter in connection with this Offering and SDDco-BA may engage other broker-dealers to assist us in finding potential investors. SDDco-BA will receive certain fees and commissions and expense reimbursements from Masterworks in respect of its activities, but no commissions, fees or expense reimbursements of SDDco-BA shall be paid by the Company or from the proceeds of this Offering. SDDco-BA is acting solely on a “best efforts” basis and will not acquire any Class A ordinary shares.

Underwriter Fees. No fees or commissions will be payable by the Company to brokers, finders or investment bankers with respect to the Offering. Please note that Masterworks has engaged SDDco Brokerage Advisors LLC (““ SDDco-BABA ”) as an underwriter in connection with this Offering and SDDco-BA may engage other broker-dealers to assist us in finding potential investors. SDDco-BA will receive certain fees and commissions and expense reimbursements from Masterworks in respect of its activities, but no commissions, fees or expense reimbursements of SDDco-BA shall be paid by the Company or from the proceeds of this Offering. SDDco-BA is acting solely on a “best efforts” basis and will not acquire any Class A ordinary shares.