STRATSTONE/BLUEGREEN SECURED INCOME FUND, LLC UP TO $500,000,000 IN UNITS OF MEMBERSHIP INTEREST DEALER MANAGER AGREEMENTDealer Manager Agreement • August 14th, 2009 • Stratstone/Bluegreen Secured Income Fund, LLC • Delaware
Stratstone/Bluegreen Secured Income Fund, LLC (the “Company”) is a Delaware limited liability company. The Company is offering (a) up to $500,000,000 in units of membership interest, (the “Units”), for a purchase price of $10.00 per Unit with a minimum initial investment of $2,500, in the primary offering (the “Primary Offering”) and (b) up to $70,000,000 in Units for a purchase price of $9.10 per Unit for issuance through the Company’s distribution reinvestment program (the “DRP” and together with the Primary Offering, the “Offering”) (subject to the right of the Company to reallocate the Units between the Primary Offering and the DRP), all upon the other terms and conditions set forth in the Prospectus, as described in Section 1(a) hereof.
SOLICITING DEALER AGREEMENT STRATSTONE/BLUEGREEN SECURED INCOME FUND, LLCSoliciting Dealer Agreement • August 14th, 2009 • Stratstone/Bluegreen Secured Income Fund, LLC
Stratstone Securities, LLC (the “Dealer Manager”) has entered into a dealer manager agreement (the “Dealer Manager Agreement”) which is a part hereof and attached hereto, with Stratstone/Bluegreen Secured Income Fund, LLC, a Delaware Limited Liability Company (the “Company”), under which the Dealer Manager has agreed to use the Dealer Manager’s best efforts to solicit subscriptions for the units of the Company’s membership interests (the “Units”). The Company is offering to the public an aggregate maximum of up to $500,000,000 in Units at a price of $10.00 per Unit on a “best efforts” basis (the “Primary Offering”), and up to $70,000,000 in Units issued pursuant to the distribution reinvestment program (“DRP”) at a price equal to $9.10 per Unit (subject to the right of the Company to reallocate the Units between the Primary Offering and the DRP) (the “Offering”). Unless otherwise defined, capitalized terms used herein shall have the same meaning as in the Dealer Manager Agreement.
BXG RECEIVABLES NOTE TRUST 2009 – A, as Note Issuer STRATSTONE/BLUEGREEN SECURED INCOME FUND, LLC, as Noteholder BLUEGREEN CORPORATION, as Servicer VACATION TRUST, INC., as Club Trustee [BRFC 2009-A LLC], as Depositor as Backup Servicer and as...Note Purchase Agreement • August 14th, 2009 • Stratstone/Bluegreen Secured Income Fund, LLC • New York
This NOTE PURCHASE AGREEMENT, dated as of , (this “Note Purchase Agreement”), is among BXG RECEIVABLES NOTE TRUST 2009 – A, a statutory trust formed under the laws of the State of Delaware, as note issuer (the “Note Issuer”), STRATSTONE/BLUEGREEN SECURED INCOME FUND, LLC (the “Noteholder”), BLUEGREEN CORPORATION (“Bluegreen”), a Massachusetts corporation, in its capacity as servicer (the “Servicer”), VACATION TRUST, INC., a Florida corporation, as trustee under the Club Trust Agreement (the “Club Trustee”), [BRFC 2009-A LLC], a Delaware limited liability company, as depositor (the “Depositor”), , a corporation, as backup servicer (the “Backup Servicer”) and , a national banking association, as Collateral Agent (the “Collateral Agent”), paying agent (the “Paying Agent”) and as custodian (the “Custodian”).
FORM OF NOTEStratstone/Bluegreen Secured Income Fund, LLC • August 14th, 2009
THIS NOTE WAS ORIGINALLY ISSUED IN A TRANSACTION EXEMPT FROM REGISTRATION UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND THIS NOTE MAY NOT BE OFFERED, SOLD OR OTHERWISE TRANSFERRED IN THE ABSENCE OF SUCH REGISTRATION OR AN APPLICABLE EXEMPTION THEREFROM.
