FORM OF AMENDED AND RESTATED LIMITED LIABILITY COMPANY OPERATING AGREEMENT OF MASTERWORKS 003, LLCLimited Liability Company Operating Agreement • August 14th, 2019 • Masterworks 003, LLC • Retail-retail stores, nec • Delaware
This Amended and Restated Limited Liability Company Operating Agreement (this “Agreement”) of Masterworks 003, LLC, a Delaware limited liability company (the “Company”), is dated as of [___ ], 2019, and is entered into by Masterworks Gallery, LLC as its sole initial Member (the “Initial Member”).
FORM OF ENGAGEMENT LETTERMasterworks 003, LLC • July 15th, 2019 • New York
This engagement letter (the “Agreement”) dated [Date], 2019, confirms the terms upon which Masterworks 003, LLC (the “Client;” “Masterworks 003”) engages SDDco Brokerage Advisors LLC (the “Financial Advisor;” “SDDco-BA”). SDDco-BA is engaged to act as the exclusive Underwriter to the Client in connection with a Regulation A Offering (as defined below) of securities on behalf of Client (the “Potential Transaction”).
FORM OF ADMINISTRATIVE SERVICES AGREEMENT Dated as of [DATE], 2019Form of Administrative Services Agreement • August 14th, 2019 • Masterworks 003, LLC • Retail-retail stores, nec • New York
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 003, LLC, a Delaware limited liability company (the “Issuer”). Each party hereto may be referred to herein individually as a “Party” and all parties may be referred to collectively as the “Parties.”
LIMITED LIABILITY COMPANY AGREEMENT OF Masterworks 003, LLCLimited Liability Company Agreement • August 14th, 2019 • Masterworks 003, LLC • Retail-retail stores, nec • Delaware
This Limited Liability Company Agreement (this “Agreement”) of Masterworks 003, LLC, a Delaware limited liability company (the “Company”), dated and effective as of the 27th day of June, 2019, is entered into by and between the Company and Masterworks Gallery, LLC, a Delaware limited liability company (the “Member”).
FORM OF AGREEMENT AND PLAN OF MERGERForm of Agreement and Plan of Merger • August 14th, 2019 • Masterworks 003, LLC • Retail-retail stores, nec • Delaware
This AGREEMENT AND PLAN OF MERGER (this “Agreement”) is made and entered into as of ______________, 20__, by and among Masterworks 003, LLC, a Delaware limited liability company (the “Company”), Masterworks Cayman 003, LLC (“MW Cayman”) Masterworks Gallery, LLC, a Delaware limited liability company (“Gallery”) and 2849001, LLC, a Delaware limited liability company and wholly owned subsidiary of Gallery (“Merger Sub” and, together with the Company, MW Cayman and Gallery, the “Parties”).
