REI Capital Growth LLC Sample Contracts

VERTALO SUBSCRIPTION AGREEMENT ORDER FORM
Vertalo Subscription Agreement • January 19th, 2023 • REI Capital Growth LLC • Finance services • New York

This Order Form is part of the Vertalo Subscription Agreement (this “Agreement”), entered into as of the date first set forth above (the “Effective Date”), by and between VERTALO SEZC, a Cayman Islands company (“Vertalo”), and the customer identified above (“Customer”). This Agreement consists of this Order Form, Schedule A (the “Subscription Terms and Conditions”), and any other schedules, exhibits or appendices incorporated therein.

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LIMITED LIABILITY COMPANY OPERATING AGREEMENT PHAT HOLDING LLC a Delaware Limited Liability Company
Limited Liability Company Operating Agreement • May 29th, 2024 • REI Capital Growth LLC • Finance services • Delaware

THE UNITS IN PHAT HOLDING LLC ARE SUBJECT TO THE RESTRICTIONS ON TRANSFER AND OTHER TERMS AND CONDITIONS SET FORTH IN § 9 OF THIS AGREEMENT AND MAY NOT BE OFFERED FOR SALE, PLEDGED, HYPOTHECATED, SOLD, ASSIGNED, OR TRANSFERRED AT ANY TIME EXCEPT IN COMPLIANCE WITH THE TERMS AND CONDITIONS THEREOF. THEREFORE, PURCHASERS OF THE UNITS WILL BE REQUIRED TO BEAR THE RISK OF THEIR INVESTMENTS FOR AN INDEFINITE PERIOD OF TIME. THE UNITS HAVE NOT BEEN REGISTERED (i) UNDER ANY STATE SECURITIES LAWS (THE “STATE ACTS”), (ii) UNDER THE UNITED STATES SECURITIES ACT OF 1933, AND THE RULES AND REGULATIONS PROMULGATED THEREUNDER, AS AMENDED FROM TIME TO TIME (OR ANY CORRESPONDING PROVISIONS OF SUCCEEDING LAW) (THE “FEDERAL ACT”, “1933 ACT”, OR “SECURITIES ACT”), OR (iii) UNDER THE SECURITIES LAWS OF ANY FOREIGN JURISDICTION (THE “FOREIGN ACTS”), AND NEITHER THE UNITS NOR ANY PART THEREOF MAY BE OFFERED FOR SALE, PLEDGED, HYPOTHECATED, SOLD, ASSIGNED, OR TRANSFERRED AT ANY TIME EXCEPT IN COMPLIANCE WITH

LIMITED LIABILITY COMPANY OPERATING AGREEMENT REI CAPITAL GROWTH, LLC a Delaware Limited Liability Company
Limited Liability Company Operating Agreement • January 19th, 2023 • REI Capital Growth LLC • Finance services • Delaware

This LIMITED LIABILITY COMPANY OPERATING AGREEMENT (the “Operating Agreement”, “LLC Agreement, or “Agreement”) OF REI CAPITAL GROWTH, LLC (“REICG”, the “FUND”, or the “Company”) is entered into and shall be effective as of September 1, 2020 (the “Effective Date”), by and among those Persons who have executed this Agreement or a counterpart hereof, or who become parties hereto pursuant to the terms of this Agreement.

LIMITED LIABILITY COMPANY OPERATING AGREEMENT REI CAPITAL GROWTH LLC a Delaware Limited Liability Company
Limited Liability Company Operating Agreement • May 29th, 2024 • REI Capital Growth LLC • Finance services • Delaware

This AMENDED AND RESTATED LIMITED LIABILITY COMPANY OPERATING AGREEMENT (the “Operating Agreement”, “LLC Agreement, or “Agreement”) OF REI CAPITAL GROWTH, LLC (“REICG”, the “FUND”, or the “Company”) is made and entered into and shall be effective as of May [__], 2024 (the “Effective Date”), by and among those Persons who have executed this Agreement or a counterpart hereof, or who become parties hereto pursuant to the terms of this Agreement. This Operating Agreement supersedes and replaces the original operating agreement of the Company dated September 1, 2020.

SUBSCRIPTION AGREEMENT AND SUBSCRIBER CERTIFICATE FOR THE PURCHASE OF DIGITAL SECURITIZED TOKENS – EQUITY SHARES TOKEN VALUE USD$10 – TOTAL OFFERING USD$75,000,000
Subscription Agreement and Subscriber Certificate • January 19th, 2023 • REI Capital Growth LLC • Finance services • Delaware

The SHARES issued as Digital Securitized tokens (“TOKENS”) under the terms of this Offering Are highly speculative securities and involve significant risks. This investment is suitable only for persons who can afford to lose their entire investment. Furthermore, investors must understand that such investment could be illiquid for an indefinite period of time. No public market currently exists for the securities, and if a public market develops following this offering, it may not continue.

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