Indemnification AgreementIndemnification Agreement • December 9th, 2021 • VictoryBase Corp • Real estate • Delaware
This Indemnification Agreement (this “Agreement”) is made as of __________, 20___, by and between VictoryBase Corporation, a Delaware corporation (the “Company”), and the party identified as the “Indemnitee” (herein so called) on the signature page hereto.
ENTORO SECURITIES, LLC – REG A - PLACEMENT AGENT AGREEMENTPlacement Agent Agreement • April 26th, 2023 • VictoryBase Corp • Real estate • Texas
Advance on Expenses: $10,000, covers due diligence expenses, technology platform setup costs, other necessary support. Refundable to extent not used.
EQUITY AGREEMENT” SUBSCRIPTION AGREEMENTSubscription Agreement • April 26th, 2023 • VictoryBase Corp • Real estate • Delaware
This Subscription Agreement (this “Agreement”), which VictoryBase Corporation, a Delaware corporation (the “Company”), sometimes refers to as an “Equity Agreement,” is entered into as of the date set forth on the signature page hereto, by and between the Company and the Investor identified on Schedule 1 attached hereto (whether one or more, “Investor”).
Master Control and Contribution AgreementMaster Control and Contribution Agreement • September 23rd, 2021 • VictoryBase Corp • Real estate
This Master Control and Contribution Agreement (this “Agreement”) is made and entered into as of [________], 20[___], by and among [__________], a [_____] (“Owner”), VictoryBase Holdings, LLC, a Texas limited liability company (“VBH”), and VictoryBase RE, LLC, a Texas limited liability company (“VBRE”).
VictoryBase Corporation EquityBase AgreementEquitybase Agreement • April 26th, 2021 • VictoryBase Corp • Real estate
This EquityBase Agreement (this “Agreement”) is made and entered into as of the date set forth in Section 1(i) below, by and between VictoryBase Corporation, a Delaware corporation (the “Company”), and the EquityBase Investor identified in Section 1(a) below (“EBI”) and EBI’s spouse or domestic partner (“EBI Spouse”), if EBI is married or part of a state-recognized domestic partnership.
SECOND Amendment to LIMITED LIABILITY COMPANY AGREEMENT OF VICTORYBASE HOLDINGS LLCLimited Liability Company Agreement • April 26th, 2023 • VictoryBase Corp • Real estate • Texas
TAX RECEIVABLE AGREEMENT by and among VICTORYBASE CORPORATION, VICTORYBASE HOLDINGS LLC and THE OTHER MEMBERS OF VICTORYBASE HOLDINGS LLC FROM TIME TO TIME PARTY HERETO Dated as of December 9, 2020Tax Receivable Agreement • December 9th, 2021 • VictoryBase Corp • Real estate • Texas
This TAX RECEIVABLE AGREEMENT (this “Agreement”), dated as of December 9, 2020, is entered into by and among VictoryBase Corporation, a Delaware corporation (“VBC”), VictoryBase Holdings LLC, a Texas limited liability company (the “Company”) and each of the other Members of the Company from time to time party hereto. Capitalized terms used but not otherwise defined herein have the respective meanings set forth in Section 1.1.
LIMITED LIABILITY COMPANY AGREEMENT OF VICTORYBASE HOLDINGS LLC Dated as of December 9, 2020Limited Liability Company Agreement • December 9th, 2021 • VictoryBase Corp • Real estate • Texas
This LIMITED LIABILITY COMPANY AGREEMENT (this “Agreement”) of VictoryBase Holdings LLC, a Texas limited liability company (the “Company”) dated as of December 9, 2020 (the “Effective Date”), is entered into by and among the Members (as defined herein) of the Company.
LIMITED LIABILITY COMPANY AGREEMENT OF VICTORYBASE NY1, LLC (a Texas limited liability company) Dated as of February 10, 2023Limited Liability Company Agreement • April 26th, 2023 • VictoryBase Corp • Real estate • Texas
THIS LIMITED LIABILITY COMPANY AGREEMENT of VICTORYBASE NY1, LLC, a Texas limited liability company (the “Company”), is made, entered into and effective as of February 10, 2023, by and between LAWLER REALTY, LLC, a New York limited liability company, as a member of the Company (“Preferred Member”), and VICTORYBASE HOLDINGS LLC, a Texas limited liability company, as a member of the Company (“Common Member”) and the initial Manager.
SUBSCRIPTION AGREEMENT (EBI)Subscription Agreement • April 26th, 2021 • VictoryBase Corp • Real estate • Delaware
THIS INVESTMENT INVOLVES A HIGH DEGREE OF RISK. THIS INVESTMENT IS SUITABLE ONLY FOR PERSONS WHO CAN BEAR THE ECONOMIC RISK FOR AN INDEFINITE PERIOD OF TIME AND WHO CAN AFFORD TO LOSE THEIR ENTIRE INVESTMENT. FURTHERMORE, INVESTORS MUST UNDERSTAND THAT THE MARKET FOR SUCH INVESTMENT MAY BE LIMITED, SPORADIC OR NON-EXISTANT AND IS EXPECTED TO CONTINUE TO BE LIMITED, SPORADIC OR NON-EXISTANT FOR AN INDEFINITE PERIOD OF TIME. NO PUBLIC MARKET CURRENTLY EXISTS FOR THE SHARES.
Sub-Control AgreementSub-Control Agreement • June 30th, 2021 • VictoryBase Corp • Real estate
This Sub-Control Agreement (this “Agreement”) is made and entered into as of [________], 20[___] (the “Effective Date”), by and between VictoryBase Holdings, LLC, a Texas limited liability company (“VBH”), and VictoryBase Corporation, a Delaware corporation (“VBC”).
Sub-Control AgreementSub-Control Agreement • January 30th, 2023 • VictoryBase Corp • Real estate
This Sub-Control Agreement (this “Agreement”) is made and entered into as of [__________] (the “Effective Date”), by and between VictoryBase Holdings, LLC, a Texas limited liability company (“VBH”), and VictoryBase Corporation, a Delaware corporation (“VBC”).
SUBSCRIPTION AGREEMENTSubscription Agreement • January 27th, 2021 • VictoryBase Corp • Real estate • Texas
THIS INVESTMENT INVOLVES A HIGH DEGREE OF RISK. THIS INVESTMENT IS SUITABLE ONLY FOR PERSONS WHO CAN BEAR THE ECONOMIC RISK FOR AN INDEFINITE PERIOD OF TIME AND WHO CAN AFFORD TO LOSE THEIR ENTIRE INVESTMENT. FURTHERMORE, INVESTORS MUST UNDERSTAND THAT THE MARKET FOR SUCH INVESTMENT MAY BE LIMITED, SPORADIC OR NON-EXISTANT AND IS EXPECTED TO CONTINUE TO BE LIMITED, SPORADIC OR NON-EXISTANT FOR AN INDEFINITE PERIOD OF TIME. NO PUBLIC MARKET CURRENTLY EXISTS FOR THE SHARES.
COMMERCIAL LOAN AGREEMENTLoan Agreement • March 31st, 2023 • VictoryBase Corp • Real estate
TIDS LOAN AGREEMENT (referred to herein as “Agreement”) is made as of February 10, 2023, by and between VICTORYBASE NYl, LLC, a Texas limited liability company authorized to do business in New York State, with an address of 500 Reserve Street, Suite 190, Southlake, Texas 76092 (referred to herein as “Borrower”), THOMAS PAQUIN, with an address of 1812 Firenze Street, Keller, Texas 76262, VICTORYBASE HOLDINGS LLC, a Texas limited liability company, with an address of 500 Reserve Street, Suite 190, Southlake, Texas 76092, CORRY J. LAWLER, with an address of206 Ambrose Street, Sackets Harbor, New York 13685 and LAWLER REALTY LLC, a New York State limited liability company, with an address of 206 Ambrose Street, Sackets Harbor, New York 13685 (referred to herein jointly and severally as “Guarantor”) with WATERTOWN SAVJNGS BANK, a New York savings bank, with an office located at 111 Clinton Street, Watertown, NY 13601 (referred to herein as “Lender”).
THIRD AMENDMENT TO LIMITED LIABILITY COMPANY AGREEMENT OF VICTORYBASE HOLDINGS LLCLimited Liability Company Agreement • September 28th, 2023 • VictoryBase Corp • Real estate • Texas
This THIRD AMENDMENT TO LIMITED LIABILITY COMPANY AGREEMENT (this “Amendment”), dated as of June 9, 2023 (the “Effective Date”), amends the Limited Liability Company Agreement, dated December 9, 2020, of VICTORYBASE HOLDINGS LLC, a Texas limited liability company (the “Company”), as amended by the First Amendment thereto, dated January 1, 2023, and the Second Amendment thereto, dated February 10, 2023 (collectively, the “LLC Agreement”), and is hereby approved and adopted by the Manager and the Members of the Company. Capitalized terms used but not defined in this Amendment shall have the meanings given to such terms in the LLC Agreement.
FIRST Amendment to LIMITED LIABILITY COMPANY AGREEMENT OF VICTORYBASE HOLDINGS LLCLimited Liability Company Agreement • January 30th, 2023 • VictoryBase Corp • Real estate • Texas
This FIRST Amendment to LIMITED LIABILITY COMPANY AGREEMENT (this “Amendment”), dated as of January 1, 2023 (the “Effective Date”), amends the Limited Liability Company Agreement, dated December 9, 2020 (the “LLC Agreement”), of VictoryBase Holdings LLC, a Texas limited liability company (the “Company”), and is hereby adopted by all of the Members of the Company. Capitalized terms used but not defined in this Amendment shall have the meanings given to such terms in the LLC Agreement.
COMMERCIAL LOAN AGREEMENTCommercial Loan Agreement • April 26th, 2023 • VictoryBase Corp • Real estate
TIDS LOAN AGREEMENT (referred to herein as “Agreement”) is made as of February 10, 2023, by and between VICTORYBASE NYl, LLC, a Texas limited liability company authorized to do business in New York State, with an address of 500 Reserve Street, Suite 190, Southlake, Texas 76092 (referred to herein as “Borrower”), THOMAS PAQUIN, with an address of 1812 Firenze Street, Keller, Texas 76262, VICTORYBASE HOLDINGS LLC, a Texas limited liability company, with an address of 500 Reserve Street, Suite 190, Southlake, Texas 76092, CORRY J. LAWLER, with an address of206 Ambrose Street, Sackets Harbor, New York 13685 and LAWLER REALTY LLC, a New York State limited liability company, with an address of 206 Ambrose Street, Sackets Harbor, New York 13685 (referred to herein jointly and severally as “Guarantor”) with WATERTOWN SAVJNGS BANK, a New York savings bank, with an office located at 111 Clinton Street, Watertown, NY 13601 (referred to herein as “Lender”).
CONTRIBUTION AGREEMENTContribution Agreement • January 30th, 2023 • VictoryBase Corp • Real estate • Texas
This Contribution Agreement (this “Agreement”) is made and entered into to be effective as of January 1, 2023 (the “Effective Date”), by and between VictoryBase Holdings LLC, a Texas limited liability company (“VBH”), and VictoryBase RE, LLC, a Texas limited liability company (“VBRE”).
Sub-Control AgreementSub-Control Agreement • December 9th, 2021 • VictoryBase Corp • Real estate
This Sub-Control Agreement (this “Agreement”) is made and entered into as of [________], 20[___] (the “Effective Date”), by and between VictoryBase Holdings, LLC, a Texas limited liability company (“VBH”), and VictoryBase Corporation, a Delaware corporation (“VBC”).
Master Control and Contribution AgreementMaster Control and Contribution Agreement • January 30th, 2023 • VictoryBase Corp • Real estate
This Master Control and Contribution Agreement (this “Agreement”) is made and entered into as of [_____] (the “Effective Date”), by and among [_____], a [_____] [_____] (“Owner”), VictoryBase Holdings, LLC, a Texas limited liability company (“VBH”), and [_____], a [_____] [_____] (“Contributor(s)”).
LOAN AGREEMENT by and between VICTORYBASE SC1, LLC as Borrower, and BANK OZK as BankLoan Agreement • April 26th, 2023 • VictoryBase Corp • Real estate • North Carolina
This LOAN AGREEMENT (“Loan Agreement”), entered into effective as of September 8, 2021 (“Closing Date”) by VICTORYBASE SC1, LLC, a Texas limited liability company with a mailing address of 550 Reserve Street, Ste 190, South Lake, Texas 76092 (“Borrower”); to BANK OZK, an Arkansas state bank (“Bank”), with a mailing address of 1001 Morehead Square Drive, Suite 150, Charlotte, North Carolina 28203.
