FORM OF AMENDED AND RESTATED LIMITED LIABILITY COMPANY OPERATING AGREEMENT OF MASTERWORKS 004, LLC [Date]Limited Liability Company Operating Agreement • October 21st, 2019 • Masterworks 004, LLC • Delaware
This Amended and Restated Limited Liability Company Operating Agreement (this “Agreement”) of Masterworks 004, LLC, a Delaware limited liability company (the “Company”), is dated as of [DATE], and is entered into by Masterworks Gallery, LLC as its sole initial Member (the “Initial Member”).
FORM OF ADMINISTRATIVE SERVICES AGREEMENT Dated as of [DATE], 2019Administrative Services Agreement • November 26th, 2019 • Masterworks 004, 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 004, LLC, a Delaware limited liability company (the “Issuer”) and Masterworks Cayman, SPC, a Cayman Islands segregated portfolio company, for and on behalf of each of its segregated portfolios (“Masterworks Cayman”) Each party hereto may be referred to herein individually as a “Party” and all parties may be referred to collectively as the “Parties.”
ENGAGEMENT LETTEREngagement Letter • November 26th, 2019 • Masterworks 004, LLC • Retail-retail stores, nec • New York
This engagement letter (the “Agreement”) confirms the terms upon which Masterworks 004, LLC (the “Client;” “Masterworks 004”) 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”).
LIMITED LIABILITY COMPANY AGREEMENT OF Masterworks 004, LLCLimited Liability Company Agreement • November 26th, 2019 • Masterworks 004, LLC • Retail-retail stores, nec • Delaware
This Limited Liability Company Agreement (this “Agreement”) of Masterworks 004, LLC, a Delaware limited liability company (the “Company”), dated and effective as of the 7th day of October, 2019, is entered into by and between the Company and Masterworks Gallery, LLC, a Delaware limited liability company (the “Member”).
MASTERWORKS INTERCOMPANY AGREEMENTIntercompany Agreement • November 26th, 2019 • Masterworks 004, LLC • Retail-retail stores, nec • New York
This intercompany agreement (“Agreement”) is made as of the date set forth below by and between MASTERWORKS.IO, LLC (“IO”), MASTERWORKS GALLERY, LLC (“Masterworks Gallery” and, together with IO, “Masterworks”) and MASTERWORKS 004, LLC, a Delaware limited liability company (the “Company”), and is intended to set forth certain representations, covenants and agreements between Masterworks and the Company with respect to the offering (the “Offering”) for sale by the Company of its Class A ordinary membership interests (referred to herein as the “Shares”) as described in the Company’s Offering Circular dated as of the date of its qualification by the SEC, as amended by any post-qualification amendment (the “Offering Circular”). Capitalized terms used herein and not otherwise defined herein have the meaning ascribed to such terms in the Offering Circular. Masterworks and the Company may be referred to collectively herein as the “Parties”.
CERTAIN CONFIDENTIAL PORTIONS OF THIS EXHIBIT HAVE BEEN OMITTED AND REPLACED WITH “[***]”. SUCH IDENTIFIED INFORMATION HAS BEEN EXCLUDED FROM THIS EXHIBIT BECAUSE IT IS (I) NOT MATERIAL ANDPrivate Sale Agreement • May 19th, 2022 • Masterworks 004, LLC • Retail-retail stores, nec • New York
This confirms our agreement to offer for private sale your property shown above, subject to the Terms and Conditions set forth on the following pages. This first page sets out some key information relating to this consignment. See the Terms and Conditions for additional information and the meaning of capitalized terms. The Terms and Conditions are an integral part of this agreement.
